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LMW Limited AGM Information 2025

Jul 17, 2025

60846_rns_2025-07-17_42823744-5ec7-4549-9843-03991dc1c809.pdf

AGM Information

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LMW LIMITED

(formerly Lakshmi Machine Works Limited)

Our Ref: Sec/270/2025 Date: 17[th] July 2025

BSE Limited Listing Department Phiroze Jeejeebhoy Towers Dalal Street, Mumbai - 400 001 Scrip Code: 500252

National Stock Exchange of India Limited Listing Department Exchange Plaza, C-1, Block-G, Bandra Kurla Complex, Bandra(E) Mumbai - 400 051 Symbol: LMW

Dear Sir/Madam,

- Sub: Proceedings of the 62[nd] Annual General Meeting held on 17[th] July 2025 reg.

Pursuant to Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the proceedings of the 62[nd] Annual General Meeting of the Company held on 17[th] July 2025 are enclosed herewith.

Kindly take on record the same.

Thanking you,

Yours faithfully, For LMW LIMITED

COIMBATORE Digitally signed by COIMBATORE RAMANATHAN RAMANATHAN SHIVKUMARAN SHIVKUMARAN Date: 2025.07.17 17:35:19 +05'30'

C R SHIVKUMARAN COMPANY SECRETARY

Encl: As above

CORPORATE OFFICE : 34-A, Kamaraj Road, Coimbatore - 641 018. Phone: +91 422 7198100. REGISTERED OFFICE : SRK Vidyalaya Post, Perianaickenpalayam, Coimbatore - 641 020, India. Website: www.lmwglobal.com Email: [email protected]; GSTIN: 33AAACL5244N1ZF CIN: L29269TZ1962PLC000463

LMW LIMITED

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(formerly Lakshmi Machine Works Limited)

PROCEEDINGS OF THE 62[ND] ANNUAL GENERAL MEETING OF THE MEMBERS OF LMW LIMITED HELD AT 3.30 PM (IST) ON THURSDAY, 17[TH ] JULY 2025 THROUGH VIDEO CONFERENCING (VC) OR OTHER AUDIO-VISUAL MEANS (OAVM) AT THE DEEMED VENUE -LMW CORPORATE OFFICE SITUATED AT LAKSHMI, 34-A KAMARAJ ROAD, COIMBATORE – 641018, TAMIL NADU.


COIMBATORE – 641018, TAMIL NADU.

COIMBATORE – 641018, TAMIL NADU.

COIMBATORE – 641018, TAMIL NADU.

COIMBATORE – 641018, TAMIL NADU.
Meetingcommenced at: 03.30 PM(IST) Meetingconcluded at: 04.25 PM(IST)
Directors present:
S.
No.
Name Designation Place of
Participation
1. Sri Sanjay Jayavarthanavelu Chairman and Managing Director
Chairman of the Corporate Social
ResponsibilityCommittee
Coimbatore
2. Sri S Pathy Non-Executive Director Coimbatore
3. Sri Aroon Raman Independent Director &
Chairman of the Audit
Committee, Nomination and
Remuneration Committee,
Stakeholders Relationship
Committee and Risk Management
Committee
Coimbatore
4. Sri Venkataramani
Anantharamakrishnan
Independent Director Coimbatore
5. Dr Deepali Pant Joshi Independent Woman Director Coimbatore
6. Sri Jaidev Jayavarthanavelu Non-Executive Director Dubai
7. Sri M Sankar Director Operations Coimbatore
8. Sri Arun Alagappan Independent Director Ooty
In Attendance:
S. No. Name Designation Place of
Participation
9. Sri C R Shivkumaran Company Secretary Coimbatore
In Presence:
S. No. Name Designation Place of
Participation
10. Sri V. Senthil Chief Financial Officer Coimbatore
11. Sri B. Krishnamoorthi Statutory Auditors Coimbatore
12. Sri M D Selvaraj Scrutiniser & Secretarial Auditors Coimbatore

CORPORATE OFFICE : 34-A, Kamaraj Road, Coimbatore - 641 018. Phone: +91 422 7198100. REGISTERED OFFICE : SRK Vidyalaya Post, Perianaickenpalayam, Coimbatore - 641 020, India. Website: www.lmwglobal.com Email: [email protected]; GSTIN: 33AAACL5244N1ZF CIN: L29269TZ1962PLC000463

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LMW LIMITED

(formerly Lakshmi Machine Works Limited)

Members present: (Clubbed based on PAN Nos.)

Promoter/Promoter Group – 21

Public - 34

Sri C R Shivkumaran, Company Secretary and Compliance Officer of the Company provided standard instructions to the Members regarding participation through Video Conferencing and the guidelines applicable to speaker shareholders who have registered themselves for raising their questions/queries during the meeting. He further informed the Members that based on the reasons of business exigency/urgency, the Board of Directors of the Company have decided that the ‘Special Business items’ included in the notice convening the Meeting was unavoidable, hence was being considered. He then requested Sri. Sanjay Jayavarthanavelu, Chairman and Managing Director to preside over the meeting.

Sri Sanjay Jayavarthanavelu, Chairman and Managing Director, then chaired the Meeting. He then identified himself to the participants of the meeting by stating his name and that he was attending the meeting from LMW Corporate Office located at 34-A, Kamaraj Road, Coimbatore – 641018 and extended a warm welcome to the Members attending the 62[nd] Annual General Meeting of the Company.

The Chairman informed that the Annual General Meeting was being conducted through a video conferencing facility in compliance with the framework issued by the Ministry of Corporate Affairs & Securities and Exchange Board of India through their respective circulars.

He further stated that the proceedings of this meeting were being recorded, and the recorded video/transcript would be posted on the website of the Company.

The Chairman then proceeded to introduce the fellow Members of the Board & executives and requested them to confirm their attendance. Thereafter, Sri S. Pathy, Sri Aroon Raman, Dr. Deepali Pant Joshi, Sri Venkataramani Anantharamakrishnan, Sri Jaidev Jayavarthanavelu, Sri M. Sankar, Sri Arun Alagappan, Directors and Sri. V. Senthil, Chief Financial Officer & Sri. C R Shivkumaran, Company Secretary, individually identified themselves and also stated the location from which they were participating as noted above.

The Chairman informed that Smt Pushya Sitaraman, Independent Woman Director was unable to attend the meeting due to her pre-occupation.

M/s. S. Krishnamoorthy & Co., Statutory Auditors, Sri M.D. Selvaraj, FCS, Managing Partner of MDS & Associates LLP, Secretarial Auditors and Scrutiniser and other key executives of the Company were also participating in the meeting through Video Conferencing.

The Chairman further informed that participation of Members through Video Conferencing was being reckoned for the purpose of quorum as per the circulars issued by the Ministry of Corporate Affairs and Section 103 of the Companies Act, 2013. He further stated that the requisite quorum was present through video conferencing and called the meeting to order.

He further mentioned that since there was no physical attendance of the Members, the requirement of appointment of proxies was not applicable.

CORPORATE OFFICE : 34-A, Kamaraj Road, Coimbatore - 641 018. Phone: +91 422 7198100. REGISTERED OFFICE : SRK Vidyalaya Post, Perianaickenpalayam, Coimbatore - 641 020, India. Website: www.lmwglobal.com Email: [email protected]; GSTIN: 33AAACL5244N1ZF CIN: L29269TZ1962PLC000463

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LMW LIMITED

(formerly Lakshmi Machine Works Limited)

The Chairman affirmed that he is satisfied with the facilities provided to the Members of the Company for participating in this meeting through Video Conferencing and that the Company had taken all efforts feasible under the circumstances to enable the Members to participate and vote on the items being considered in the meeting.

He further informed the Members that the Registers as required under the Companies Act, 2013 were made available electronically for inspection by the Members during the AGM.

The Chairman then informed that the Members who have not voted earlier through remote e-voting can cast their vote during the meeting through the e-voting facility.

The notice of the AGM, along with the financial statements for the year ended 31[st] March 2025 & Board's report having been sent through electronic mode to the Members was taken as read by the Chairman.

Further, as there were no qualifications or comments or remarks in the Statutory Audit Report and Secretarial Audit Report for the financial year ended 31[st] March 2025 which might have an adverse effect on the functioning of the Company, the same was taken as read by the Chairman.

The Chairman then addressed the Members. Thereafter, he requested Sri C R Shivkumaran, Company Secretary of the Company, to explain the voting process at the AGM.

Sri C R Shivkumaran informed the Members that the Company had provided the Members with the facility to cast their vote on all the Resolutions as set out in the Notice of the AGM through the remote e-voting system administered by NSDL e-voting platform during the period from Monday, 14[th] July 2025 (9:00 AM India Standard Time) to Wednesday, 16[th] July 2025 (5:00 PM India Standard Time). He further informed the Members that the facility for voting at the meeting was also provided to the Members present in the meeting and who had not cast their votes through remote e-voting.

Members were further informed that Sri. M.D. Selvaraj, Managing Partner of MDS & Associates LLP, Coimbatore was appointed by the Board of Directors of the Company to scrutinize the e-voting /remote e-voting process in a fair and transparent manner.

Sri C R Shivkumaran then informed that no motion would be moved with respect to the Resolutions set out in the Notice dated 14[th] May 2025 convening the 62[nd] AGM, since all the resolutions were already put to vote during the remote e-voting period and that there was no voting by show of hands at the AGM.

The Chairman then read out the following items of business, as per the notice of the AGM:

Item
No.

Details of Resolutions
Resolution
Type
1 Adoption of the audited standalone and consolidated financial statements
of the company including Statement of Profit and Loss (including other
Comprehensive Income) along with statement of cash flow and the
statement of changes in equity for the financial year ended 31stMarch
2025, the Balance sheet as at that date, together with the reports of the
Board of Directors and the Auditors thereon.
Ordinary

CORPORATE OFFICE : 34-A, Kamaraj Road, Coimbatore - 641 018. Phone: +91 422 7198100. REGISTERED OFFICE : SRK Vidyalaya Post, Perianaickenpalayam, Coimbatore - 641 020, India. Website: www.lmwglobal.com Email: [email protected]; GSTIN: 33AAACL5244N1ZF CIN: L29269TZ1962PLC000463

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LMW LIMITED

(formerly Lakshmi Machine Works Limited)

2 Declaration of Dividend for the financial year ended 31stMarch 2025. Ordinary
3* Re-appointment of Sri Jaidev Jayavarthanavelu (DIN: 07654117) as a
Director on retirement by rotation.
Ordinary
4 Approval for appointment of MDS & Associates LLP, Company
Secretaries as Secretarial Auditors of the Company for a first term of
five (5) consecutive Financial Years.
Ordinary
5 Ratification of remuneration payable to Sri A N Raman (Membership No:
5359), Cost Auditor of the Company for the financial year 2025-26.
Ordinary
6* Approval for the material related party transactions to be entered with
Lakshmi Electrical Control Systems Limited.
Ordinary

*Being interested, the Chairman had requested Sri. Aroon Raman to assume the Chair for these agenda.

The Company Secretary then informed the Members about the procedure regarding the questionand-answer session, after which the Members raised their queries/questions. The Chairman then clarified the queries/questions raised by registered Speaker Shareholders/ queries sent by email.

The Chairman then informed the Members that e-voting would be open for 15 minutes from the end of the Meeting on the NSDL e-voting platform to enable those Shareholders who had not cast their vote.

The Chairman further informed that the Results would be declared, after considering both remote e-voting and e-voting during the Meeting, not later than two working days of the closure of AGM and the consolidated Scrutinizers’ Report would be placed in the Company’s website and the NSDL website and the Results would also be intimated to the Stock Exchanges in which the Company’s equity shares are listed.

He further informed that the Resolutions as set forth in the Notice shall be deemed to be passed on the date of the AGM subject to the receipt of the requisite number of votes.

The Chairman further informed that arrangements had been made for the distribution of dividend through HDFC Bank subject to the passing of Resolution No. 2 by the Shareholders. He further informed that for those Shareholders who opted for electronic credit, the dividend would be placed to the credit of their Bank account on 4[th] August 2025 and for the Shareholders who have not opted for electronic credit, dividend warrants would be dispatched by 4[th] August 2025.

The Chairman then extended a vote of thanks to all the Shareholders & Directors who participated in the meeting through video conferencing and declared the meeting as closed at 04.25 P.M. (IST). **

CORPORATE OFFICE : 34-A, Kamaraj Road, Coimbatore - 641 018. Phone: +91 422 7198100. REGISTERED OFFICE : SRK Vidyalaya Post, Perianaickenpalayam, Coimbatore - 641 020, India. Website: www.lmwglobal.com Email: [email protected]; GSTIN: 33AAACL5244N1ZF CIN: L29269TZ1962PLC000463