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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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
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