Shareholders meeting

INEL/SE/2026-27/12 July 08, 2026 National Stock Exchange of India Limited, BSE Limited, Exchange Plaza, 5th Floor, Plot No.C1, Phiroze Jeejeebhoy Towers, G Block, Bandra - Kurla Complex, Dalal Street, Bandra (E), Mumbai 400 051. Mumbai 400 001. Scrip Code: INDNIPPON Scrip Code: 532240 Dear Sir/Madam, Subject: Notice of 41st Annual General Meeting and Annual Report - FY 2025-26 The 41st Annual General Meeting (“AGM”) of the Company will be held on Thursday, 30th July, 2026 at 10:00 A.M. IST through Video Conferencing/Other Audio-Visual Means. Pursuant to Regulation 34(1) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, please find enclosed the Notice convening the 41st AGM and the Annual Report of the Company, including the Business Responsibility and Sustainability Report, for the financial year 2025-26 which is being sent through electronic mode to all those members of the Company whose email addresses are registered with the Company and/or Depository Participant(s). The Notice of the AGM along with the Annual Report for the financial year 2025-26 is also uploaded on the Company’s website at https://indianippon.com/investors and the website of Central Depository Services Limited at www.evotingindia.com. This is for your information and record. Yours Sincerely For India Nippon Electricals Limited S Logitha Company Secretary Membership No: A29260 Encl.: as above India Nippon Electricals Limited Annual Report 2025-26 Overview Reports Statements Corporate Statutory Financial NOTICE TO SHAREHOLDERS NOTICE is hereby given that the 41st Annual General Meeting 00002010), who retires by rotation, be and is hereby re- of the Shareholders of INDIA NIPPON ELECTRICALS appointed as a Director of the Company, liable to retire LIMITED (“the Company”) will be held on Thursday, 30th by rotation.” July 2026 at 10:00 A.M. (I.S.T.) through Video Conferencing SPECIAL BUSINESS (V.C.)/Other Audio-Visual Means (O.A.V.M.) to transact the 4. To ratify the remuneration payable to Mr. K following businesses: Suryanarayanan, the Cost Auditor of the Company for ORDINARY BUSINESS the financial year ending 31st March, 2027. 1. To receive, consider and adopt the Audited Financial To consider and if thought fit, to pass the following Statements of the Company for the Financial Year resolution as an ORDINARY RESOLUTION: ended 31st March, 2026 “ RESOLVED THAT pursuant to the provisions of Section To consider and if thought fit, to pass the following 148 and other applicable provisions, if any, of the resolution as an ORDINARY RESOLUTION: Companies Act, 2013 read with the Companies (Audit “ RESOLVED THAT the audited standalone financial and Auditors) Rules, 2014 and the Companies (Cost statements of the Company for the financial year ended Records and Audit) Rules, 2014 (including any statutory 31st March, 2026 together with the reports of the Board modification(s) and/or re-enactment(s) thereof, for the of Directors and Auditors, be and are hereby considered time being in force), the Members of the Company do and adopted. hereby ratify the remuneration of ` 3,80,000/- (Rupees Three Lakhs Eighty Thousand only), plus applicable RESOLVED FURTHER THAT the audited consolidated taxes and reimbursement of actual travel and out- financial statements of the Company for the financial of-pocket expenses to Mr. K Suryanarayanan, Cost year ended 31st March, 2026 together with the Auditors Accountant (Registration No.24946), as approved by report, be and are hereby considered and adopted.” the Board of Directors, for conducting audit of the cost 2. To confirm the Interim Dividend for the year 2025-26 records of the Company for the financial year ending 31st March, 2027.” To consider and if thought fit, to pass the following resolution as an ORDINARY RESOLUTION: 5. Re-appointment of Ms. Gangapriya Chakraverti (DIN:00378385) as an Independent Director of the “RESOLVED THAT the interim dividend of ` 15.50 Company declared and paid for every equity share of face value of ` 5 each (dividend at the rate of 310% on the face To consider and, if thought fit, to pass the following value) on 2,26,21,424 equity shares, by the Board of Resolution as a SPECIAL RESOLUTION: Directors of the Company as per Resolution passed on “ RESOLVED THAT pursuant to the provisions of 13th February 2026, absorbing a total sum of ` 3,506.32 Sections 149, 150, 152 read with Schedule IV and Lakhs, be and is hereby noted and confirmed as the other applicable provisions of the Companies Act, final dividend for the year ended 31st March 2026.” 2013 (“the Act”), the Companies (Appointment and 3. To appoint a director in place of Mr. T K Balaji (DIN: Qualifications of Directors) Rules, 2014 and Securities 00002010), who retires by rotation and being eligible and Exchange Board of India (Listing Obligations and offers himself for re-appointment. Disclosure Requirements) Regulations, 2015 [including any statutory modification(s) or amendment(s) thereto To consider and if thought fit, to pass the following or re-enactment(s) thereof for the time being in force], resolution as an ORDINARY RESOLUTION: Ms. Gangapriya Chakraverti (DIN: 00378385), who was “ RESOLVED THAT pursuant to the provisions of Section appointed as an Independent Director of the Company 152 and rules made thereunder (including any statutory at the 37th Annual General Meeting of the Company modification(s) and/or re-enactment(s) thereof, for the held on 21st September, 2022 and who holds office of time being in force) read with Article 100 of the Articles Independent Director up to 09th August, 2026 and who of Association of the Company, Mr. T K Balaji (DIN: is eligible for being re-appointed as an Independent NOTICE TO SHAREHOLDERS (CONTD.) Director and in respect of whom the Company has and Exchange Board of India (Listing Obligations and received a Notice in writing from a Member under Disclosure Requirements) Regulations, 2015 [including Section 160 of the Act, proposing her re-appointment any statutory modification(s) or amendment(s) thereto to the office of Director, be re-appointed as an or re-enactment(s) thereof for the time being in force], Independent Director of the Company, not liable to Mr. Heramb Ravindra Hajarnavis (DIN: 01680435), retire by rotation, to hold office for a second term of 5 who was appointed as an Independent Director of (five) consecutive years commencing from 10th August, the Company at the 37th Annual General Meeting of 2026 to 09th August, 2031 (both days inclusive).” the Company held on 21st September, 2022 and who holds office of Independent Director up to 09th August, R ESOLVED FURTHER THAT pursuant to the provisions 2026 and who is eligible for being re-appointed as of Sections 149, 197 and other applicable provisions an Independent Director and in respect of whom of the Act read with the Rules made thereunder and the Company has received a Notice in writing from a Regulation 17(6) of the SEBI Listing Regulations, Member under Section 160 of the Act, proposing his re- Ms. Gangapriya Chakraverti, be paid such fees and appointment to the office of Director, be re-appointed remuneration and profit-related commission as the as an Independent Director of the Company, not liable Board may approve from time to time and subject to to retire by rotation, to hold office for a second term of 5 such limits prescribed from time to time. (five) consecutive years commencing from 10th August, RESOLVED FURTHER THAT the Board of Directors of 2026 to 09th August, 2031 (both days inclusive).” the Company (including any committee thereof) be RESOLVED FURTHER THAT pursuant to the provisions and is hereby authorized to do all such acts, deeds, of Sections 149, 197 and other applicable provisions matters and things as may be necessary, expedient of the Act read with the Rules made thereunder and and desirable for the purpose of giving effect to this Regulation 17(6) of the SEBI Listing Regulations, Mr. Resolution.” Heramb [Showing first 8,000 characters — download PDF for full document]