BSEAGM/EGM31 Aug 2026 · 31 Aug 2026, 03:40 pm

We are enclosing a copy Notice convening the 34th AGM which is scheduled to be held on 24th September 2026 through video conferencing /other Audio Visual (VC/OAVM) facility.

Euro Leder Fashion Ltd · 526468

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Euro Leder Fashion Ltd has convened its 34th AGM, scheduled for September 24, 2026, through video conferencing. The meeting will consider the appointment of RM Lakshmanan as Managing Director, re-appointment of Ravindran Varadarajan as an Independent Non-executive Director, and other business.

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Growth Catalyst3/10
Governance Concern4/10
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Balance Sheet Risk2/10
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Market Sentiment4/10

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Euro Leder Fashion Ltd - 526468 - Notice Convening The 34Th AGM As Required Under Regulation 30 Of SEBI (Listing Obligations And Disclosure Requirements) Regulations, 2015

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MANUFACTURERS AND EXPORTERS OF GENUINE LEDER GARMENTS AND LEDER GOODS To, 31st August, 2026 The Department of Corporate Relations BSE Limited P.J. Towers, 25th Floor, Dalal Street, Mumbai – 400 001 Ref: Scrip Code: 526468/ ISIN: INE940E01011 Sub: Notice convening the 34th AGM as required under Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 Dear Sir/Madam, We are enclosing a copy of Notice convening the 34th AGM which is scheduled to be held on 24th September, 2026 through Video Conferencing/Other Audio Visual (VC/OAVM) facility . The AGM is being convened in due compliance with the applicable provisions of the Companies Act, 2013 (“the Act”) and the Rules made thereunder read along with the MCA’s General Circulars. The Annual Report for Financial Year 2025-26 is available on the website of the Company at https://euroleder.com/annual-reports.php Kindly take the same on record. Thanking you, Yours faithfully, For EURO LEDER FASHION LIMITED Ritu Sharma Company Secretary Registered Office & Factory : No.11,First Floor, K.M.Adam Street, Nagelkeni, Chrompet, Chennai - 600 044, India. Phone : 91-44 4613 7318- e-mail : admin@euroleder.com CIN No. : L18209TN1992PLC022134 GSTIN : 33AAACE0729P1ZM NOTICE Notice is hereby given that the THIRTY FOURTH (34TH) ANNUAL GENERAL MEETING (AGM) of the Members of EURO-LEDER FASHION LIMITED (CIN: L18209TN1992PLC022134) will be held on Thursday, September 24, 2026 at 11.00 a.m. Indian Standard Time (IST) through Video Conferencing/Other Audio Visual Means (“VC/OAVM”) facility to transact the following business: ORDINARY BUSINESS: 1. To receive, consider and adopt the audited Financial Statements of the Company for the financial year ended March 31, 2026 together with the Reports of Board of Directors and Auditors report thereon. 2. To appoint a Director in place of Mr. Kavinesan I.M (DIN: 10519751) who retires by rotation and being eligible offers himself for re-appointment. SPECIAL BUSINESS: 3. Appointment of Mr. RM Lakshmanan (DIN:00039603) as Managing Director and in this regard to consider and, if thought fit, to pass the following resolution as an Ordinary Resolution: “RESOLVED THAT pursuant to the provisions of Sections 196, 197, 198, 203 and any other applicable provisions of the Companies Act, 2013 and Companies (Appointment and Remuneration of Managerial Personnel) Rules 2014, (including any statutory modification(s) or re-enactment thereof for the time being in force) read with Schedule V of the Companies Act, 2013 and Regulation 17(6) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, the consent of the Members be and is hereby accorded to the appointment of Mr. RM Lakshmanan (DIN:00039603) as Managing Director for a period of five (5) years effective from June 27, 2026 up to June 26, 2031 on a remuneration and terms and conditions as set out in the explanatory statement “RESOLVED FURTHER THAT in the event of loss or inadequacy of profits in any financial year, during the tenure of Mr.RM. Lakshmanan, the remuneration by way of salary, perquisites and other allowances as stated in the explanatory statement be paid to Mr. RM. Lakshmanan as minimum remuneration provided the total remuneration by way of salary and perquisites shall not, exceed the ceiling provided in Section II of Part II of Schedule V of the Companies Act, 2013 or within such ceiling limits as may be prescribed under Schedule V from time to time.” RESOLVED FURTHER THAT Board of Directors /Company Secretary of the Company be and are hereby severally authorised to do all acts and take all such steps as may be necessary, proper or expedient to give effect to this resolution. 4. To consider and approve re-appointment of Mr. Ravindran Varadarajan (DIN: 10378006) as an Independent Non-executive Director To consider and if thought fit, to pass with or without modification(s), the following resolution as Special Resolution: “RESOLVED THAT pursuant to the provisions of Sections 149, 150, 152 and any other applicable provisions of the Companies Act, 2013 (“ the Act”) and the Companies (Appointment and Qualification of Directors) Rules, 2014 (including any statutory modification(s) or re-enactment thereof for the time being in force) read with Schedule IV to the Act and other applicable regulations of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“Listing Regulations”) and pursuant to the recommendation of the Nomination & Remuneration Committee and the Board of Directors, Mr. Ravindran Varadarajan (DIN: 10378006), who was appointed as Independent Non-Executive Director and whose tenure is expiring on 9th November, 2026 and has submitted a declaration that he meets the criteria for independence as provided in section 149 (6) of the Act be and is hereby re-appointed, as an Independent Non- Executive Director of the Company, for a term of five consecutive years with effect from 9th November, 2026 to 8th November, 2031 and not liable to retire by rotation”. RESOLVED FURTHER THAT Board of Directors /Managing Director/Company Secretary of the Company be and are hereby severally authorised to do all acts, deeds, matters or things and take all such steps as may be necessary, proper, expedient or desirable to give effect to this resolution”. By Order of the Board of Directors Date: 27th May, 2026 Place: Chennai For EURO LEDER FASHION LIMITED RM.Lakshmanan Managing Director (DIN: 00039603) (CIN: L18209TN1992PLC022134) Registered Office: No.11,First Floor, K.M.Adam Street, Nagelkeni, Chrompet, Chennai - 600 044 Website: www.euroleder.com IMPORTANT NOTES: 1. Explanatory statement pursuant to section 102 (1) of the Companies Act, 2013 in respect of the Special Business as set out in the Notice is annexed hereto and forms part of this Notice 2. The Ministry of Corporate Affairs, vide its General Circular Nos. 14/2020, 20/2020, 02/2021, 19/2021, 21/2021, 02/2022, 10/2022, 09/2023 and 09/2024 dated 8th April 2020, 5th May 2020,13th January 2021, 8th December 2021, 14th December 2021, 5th May 2022, 28th December 2022, 25th September 2023, 19th September 2024 and recent circular No.03/2025 dated 22nd September, 2025, respectively, and other circulars issued in this respect (“MCA Circulars”) allowed, inter-alia, to conduct AGM through VC/ OAVM facility in accordance with the requirements provided in paragraph 3 and paragraph 4 of the MCA General Circular No. 20/2020. The Securities and Exchange Board of India (“SEBI”) also vide its Circular No. SEBI/HO/CFD/CFD-PoD-2/P/CIR/2024/133 dated 3rd October 2024 has provided certain relaxations from compliance with certain regulations of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“Listing Regulations”). In compliance with aforesaid MCA Circulars, aforesaid SEBI Circular, provisions of the Act and the Listing Regulations, the 34th AGM of the Company is being conducted through VC/ OAVM facility, which does not require physical presence of members at a common venue. The deemed venue for the 34th AGM shall be the Registered Office of the Company. 3. General instructions for accessing and participating in the 34th AGM through VC/OAVM Facility and voting through electronic means including remote e- Voting a) In terms of the MCA Circulars since the physical attendance of Members has been dispensed with, there is no requirement of appointment of proxies. Accordingly, the facility of appointment of proxies by Members under Section 105 of the Act will not be available for the 34th AGM. However, in pursuance of Section 112 and Section 113 of the Act, representatives of the Members maybe appointed for the purpose of voting through remote e-Voting, for participation in the 34th AGM through VC/OAVM Facility and E-Voting during the 34th AGM. As the AGM will be held through VC/OAVM Facility, the Route Map is not annexed in this Notice b) CDSL will be providing facility for voti [Showing first 8,000 characters — download PDF for full document]