Varroc Engineering Ltd

Key Update

• RBI compounding order dated October 13, 2026 issued under FEMA for delays in repatriation.
• Compounding amount ₹3,91,000.

CP listing and key terms

• CP size Rs 50 crore listed on NSE on Sept 25, 2026.
• Face value Rs 5,00,000 per CP; total 1000 units.
• Issue price Rs 491,635.5; discount rate 6.90%; tenure 90 days.
• Date of issue September 24, 2026; redemption December 23, 2026.
• ISIN INE665L14467; IPA: ICICI Bank Limited.
• Investor of record: Kotak Mahindra Bank Limited.
• Record date for interest/principal: 22 December 2026.
• Redemption amount: Rs 50 crore; due date 23 December 2026.
• Listed CP in compliance with SEBI master circular 2025.

Promoter Trust Name Changes

• Naresh Chandra Holdings Trust renamed to Arjun Family Trust.
• Suman Jain Holdings Trust renamed to Dhruv Family Trust.
• No change in trustees, beneficiaries, or ownership.
• Aggregate promoter shareholding unchanged.
• Intimation filed under SEBI LODR Regulation 30; available on Varroc website.

Varroc Engineering Limited — Trading Window closed from October 1, 2026 till 48 hours after declaration of unaudited results for quarter and half-year ending September 30, 2026.

ESG rating update

• SES ESG Research assigns Varroc ESG rating of 70.7, up 0.4 from 70.3.
• Rating reflects performance across Environmental, Social and Governance parameters.
• Varroc did not engage SES ESG; rating information received from BSE Limited.
• A SES ESG press release is enclosed with the filing.
• Assigned rating as of September 8, 2026; document dated September 9, 2026.
• Rating information is also posted on Varroc's website.

Litigation Update

• VeR filed fresh proceedings in Paris Commercial Court against OP Mobility seeking about EUR 67 million.
• Notices are being served; matter at preliminary stage following withdrawal from the earlier appeal.
• Financial implications, if any, will be determined based on the proceedings' outcome.

Meeting Details

• Aug 27, 2026, 12:00 noon; Pune; in-person group investor/analyst meeting.

Purpose

• Original purpose: investor/analyst meeting.

Additional Notes

• Meeting cancelled due to unavoidable investor exigencies.

Meeting Details

• Date, time, and venue: Aug 27, 2026, 12:00 noon, Pune.
• Type and mode: in-person, one-on-one meeting.
• Organiser: Varroc Engineering Limited.
• Event: conference/meeting with institutional investor(s).
• Key participants: company representatives (roles not specified).
• Purpose: general investor interaction based on publicly available information.

AGM Details

• Date and time: August 20, 2026 at 11:00 AM.
• Mode: video conferencing; no physical attendance; proxies not applicable.
• Remote e-voting: August 17–19, 2026; results to be declared by August 22.

Resolutions

• Ordinary: Adoption of standalone financial statements for the year ended 31 March 2026.
• Ordinary: Adoption of consolidated financial statements for the year ended 31 March 2026.
• Ordinary: Declaration of final dividend for FY 2025-26.
• Ordinary: Appointment of Arjun Jain as director liable to retire by rotation.
• Ordinary: Appointment of Dhruv Jain as director liable to retire by rotation.
• Special: Increase in overall borrowing limit under section 180(1)(c).
• Special: Creation of charges on movable and immovable properties under section 180(1)(a).
• Special: Ratification of remuneration of the cost auditor.
• Special: Issue of non-convertible debentures on private placement basis.

Voting Status

• Results to be announced by August 22, 2026.
• Results subject to receipt of requisite majority.
• No show-of-hands due to video-conference format.

Dividend

• Final dividend for FY2025-26 to be declared.

Directors

• Arjun Jain appointed as director liable to retire by rotation.
• Dhruv Jain appointed as director liable to retire by rotation.

Auditors

• Remuneration of the cost auditor ratification proposed.
• Secretarial auditor's report contains no qualifications.

Material RPTs

• No material RPT approvals disclosed at the AGM.
• Auditor notes dispute over income under TMA with Beste Motor/TYC; arbitration pending.

Debt / Trustee Update

• Redeemed Rs 50 crore of CPs issued July 22, 2026.
• ISIN INE665L14459; investor Kotak Mahindra Bank Limited.
• Record date August 20, 2026; maturity August 21, 2026; payment August 21, 2026.
• Payment reference ICICR52026082100776051.