Fedders Holding Ltd

Dematerialisation processing status

• Securities received from the DP for dematerialisation were processed and listed on the stock exchanges.
• Physical certificates received for dematerialisation were mutilated and cancelled after due verification; depository name substituted as registered owner.
• No securities were received from the depository participants for dematerialisation during the quarter ended 30 September 2026.

AGM Details

• Date and time: 30 September 2026, 3:00 PM IST; mode: VC/OAVM.
• Quorum met; 32 members attended via VC/OAVM.
• Remote e-voting: 27–29 September 2026, 09:00–17:00 IST.
• Scrutinizer appointed for resolutions.

Key Resolutions

• Item 1 (Ordinary): Adopt standalone and consolidated financial statements.
• Item 2 (Ordinary): Re-appointment of Vishal Singhal as director.
• Item 3 (Special): Regularisation of Geeta Mittal as Independent Woman Director.
• Item 4 (Ordinary): Regularisation of Anil Kumar Kaushik as Non-Executive Non-Independent Director.
• Item 5 (Ordinary): Regularisation of Rajpal Singh as Non-Executive Non-Independent Director.

Voting Results

• All resolutions passed with requisite majority; no show of hands.

Director Changes

• Re-appointment of Vishal Singhal as director.
• Regularisation of Geeta Mittal as Independent Woman Director.
• Regularisation of Anil Kumar Kaushik as Non-Executive Non-Independent Director.
• Regularisation of Rajpal Singh as Non-Executive Non-Independent Director.

Meeting Logistics

• E-voting facility available; results to be placed on website.
• Post-meeting e-voting open for 15 minutes.

Fedders Holding Ltd — Trading Window Closure

Noida project completion

• Material subsidiary Fedders Electric and Engineering Limited completed construction of a premium commercial project in Noida, Uttar Pradesh.
• Total developable/leasable area approx 300,000 sq ft.
• Location: Noida, Uttar Pradesh.
• Status: Construction fully completed; ready for leasing.
• Expected to enhance recurring rental revenue and expand footprint.

Key highlights

• Board approved unaudited standalone and consolidated results for quarter ended 30 June 2026.
• Disposed of entire equity investment in IM+ Investments & Capital Private Limited; subsidiary ceased.
• Direct listing on NSE approved; no capital raise, covering 20,14,15,970 equity shares.
• Listing aims to enhance liquidity and governance; execution subject to regulatory approvals.
• No reportable operating segment.
• Wholly owned subsidiary Fedders Electric and Engineering Limited revenue Rs 7,971.11 lakhs, PAT Rs 1,081.84 lakhs.
• Auditors' review included qualified conclusions on fixed assets, records, and travel expenses.
• Emphasis of matter notes disposal of IM+ Investments; consolidated result unaffected.
• Tax provision under Sec 115BAA made for quarter ended 30 June 2026.

Meeting Details

• Date, time and location not disclosed in the filing chunk.

Other Notes

• No agenda items or governance actions disclosed in this chunk.

Key governance updates

• Board approved listing equity shares on NSE via Direct Listing.
• Sonal Singhal resigned as Non-Executive Non-Independent Woman Director, effective 27 July 2026, from the Nomination and Remuneration Committee.
• Geeta Mittal appointed as Additional Director, Non-Executive Woman Independent Director, for five years, subject to shareholders' approval.
• Anil Kumar Kaushik appointed as Additional Director, Non-Executive Non-Independent, effective 27 July 2026.
• Rajpal Singh appointed as Additional Director, Non-Executive Non-Independent, effective 27 July 2026.

Overall status

• Not fully compliant; material non-compliance in board composition.

Key non-compliances

• Board composition below the minimum required directors.
• Material subsidiary delisted; delisting communicated to exchanges.
• Warrants lapsed; upfront amount forfeited.
• Adjudication order with regulator penalties imposed.
• Top listing status not met; steps being taken.
• Policies not updated timely to reflect amendments.
• Some disclosures delayed or not adequately disseminated on the website.
• Performance evaluation not conducted within prescribed timeline.

Remedial actions

• Directors to be appointed to meet the minimum requirement.
• Continue disclosures to stock exchanges as required.
• Update policies to reflect latest SEBI amendments.
• Address website record maintenance gaps.
• Delisting-related obligations to regulators and exchanges addressed.

Board composition

• Board does not meet six-director requirement.
• Strengthening board and committees is in progress.

Subsidiaries

• Material subsidiary delisted; related consolidation reporting impacted.
• Delisting status communicated to exchanges as required.

Website and disclosures

• Website records not fully maintained or updated.

Regulatory actions

• Adjudication order; penalties imposed on entity and director.
• No other regulatory actions reported beyond disclosed items.