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Lumax Industries Ltd Directors Report

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TO THE MEMBERS,

The Board of Directors (Board) have pleasure in presenting the 45th Annual Report on the business and operations together with Audited Financial Accounts of Lumax Industries Limited (the Company) for the Financial Year ended March 31, 2026.

1. FINANCIAL PERFORMANCE- STANDALONE & CONSOLIDATED

The highlights of standalone and consolidated financial performance of the Company are as follows:

( in Lakhs unless otherwise stated)

Particulars Standalone Consolidated
FY 2025-26 FY 2024-25 FY 2025-26 FY 2024-25
Revenue from Operations 418,415.93 340,039.16 418,415.93 340,039.16
Other Income 3,004.05 1,912.59 694.80 922.62
Total Income 421,419.98 341,951.75 419,110.73 340,961.78
Total Expenses 400,732.86 330,764.09 400,476.56 330,657.78
Profit before Exceptional item, income tax and share in profit of associate 20,687.12 11,187.66 18,634.17 10,304.00
Exceptional Item (1,784.67) - (1,784.67) -
Profit before income tax and share in profit of associate 18,902.45 11,187.66 16,849.50 10,304.00
Share in profit of Associate - - 5,402.12 7,472.23
Profit Before Tax 18,902.45 11,187.66 22,251.62 17,776.23
Tax Expenses 4,252.86 2,036.62 5,004.73 3,785.35
Profit After Tax 14,649.59 9,151.04 17,246.89 13,990.87
Other Comprehensive Income that will not be re-classified to profit or (loss) 81.77 (13.47) 104.61 (16.40)
Other Comprehensive Income that will be re-classified to profit or (loss) - - 242.20 (429.15)
Total Comprehensive Income 14,731.36 9,137.57 17,593.70 13,545.33
Paid-up Equity Share Capital (Face value of Rs.10/- Per share) 934.77 934.77 934.77 934.77
Earnings Per Share (EPS)
Basic/Diluted (In ) 156.72 97.90 184.50 149.67

a. COMPANY PERFORMANCE Standalone:

On standalone basis, the revenue from Operations during FY 2025-26 stood at Rs.418,415.93 Lakhs as compared to Rs.340,039.16 Lakhs in the last year registering a growth of 23.05%.

For FY 2025-26, the Profit before Tax (PBT) stood at Rs.18,902.45 Lakhs as compared to Rs.11,187.66 Lakhs in the last year, registering an increase of 68.96%. The Profit after Tax (PAT) stood at Rs.14,649.59 Lakhs as compared to Rs.9,151.04 Lakhs in the last year, registering an increase of 60.09%. The Total Comprehensive Income increased to Rs.14,731.36 Lakhs from Rs.9,137.57 Lakhs in the last year, registering an increase of 61.22%. The Basic and Diluted Earnings per share stood at 156.72 as compared to 97.90 in the last year, registering an increase of 60.09%.

Consolidated:

On consolidated basis, the revenue from Operations during FY 2025-26 stood at Rs.418,415.93 Lakhs as compared to Rs.340,039.16 Lakhs in the last year registering a growth of 23.05%.

For FY 2025-26, the Profit before Tax (PBT) stood at Rs.22,251.62 Lakhs as compared to Rs.17,776.23 Lakhs in the last year, registering an increase of 25.18%. The Profit after Tax (PAT) for FY 2025-26 stood at Rs.17,246.89 Lakhs as compared to

13,990.87 Lakhs in the last year, registering an increase of 23.27%. The Total Comprehensive Income increased to Rs.17,593.70 Lakhs from Rs.13,545.33 Lakhs in the previous year, registering an increase of 29.89%. The Basic and Diluted Earnings per share stood at 184.50 as compared to 149.67 in the previous year, registering an increase of 23.27%.

b. SHARE CAPITAL

The paid-up Equity Share Capital of the Company as on March 31, 2026 was Rs.934.77 Lakhs. During the year under review, the Company has not issued any shares or granted stock options or sweat equity.

c. DIVIDEND

Your Board have recommended a Dividend @ Rs.55 (i.e. 550%) per equity share having face value of Rs.10/- each for the FY 2025-26 in its meeting held on May 28, 2026 subject to approval of Shareholders in the ensuing Annual General Meeting (AGM). The Dividend paid for the last financial year was Rs.35/- (i.e. 350%) per Equity Share having face value of Rs.10/- each.

The dividend pay-out for the FY 2025-26 would work out to Rs.5,141.25 Lakhs, which is equivalent to 35.10% of the net profits of the Company during the year.

The dividend as recommended by the Board, if approved by the shareholders at the ensuing AGM, shall be paid to the eligible Shareholders, whose names appear in the Register of Members as on August 06, 2026 within the stipulated time period.

d. DIVIDEND DISTRIBUTION POLICY

Pursuant to the amended provisions of Regulation 43A of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (Listing Regulations), the Company has Dividend Distribution Policy in place which can be accessed on in/lumaxindustries/pdf/dividend-distribution-policy-lil.pdf

e. AMOUNT TRANSFER TO RESERVES

The Board of the Company do not propose to transfer any amount to reserves other than transfer of undistributed profits to surplus in statement of profit & loss.

f. PERFORMANCE OF SUBSIDIARY AND ASSOCIATE COMPANY & CONSOLIDATED FINANCIAL STATEMENTS

Lumax Industries Czech s.r.o. is a Wholly Owned Subsidiary (WOS) of the Company and is engaged in the business of providing technical and engineering solutions for the automotive lighting systems. During the FY 2025-26, the profit of the WOS attributable to the

Company was Rs.214.22 Lakhs as compared to Rs.40.91 Lakhs in the last year.

The Company also has one Associate Company viz. SL Lumax Limited, in which the Company holds 21.28% of equity share capital. SL Lumax Limited is based in Chennai and primarily engaged in manufacturing of automotive components which includes lamp assemblies, chassis, mirror and front-end modules (FEM). During FY 2025-26, the Associates profit attributable to the Company was Rs.5,402.12 Lakhs as compared to Rs.7,472.23 Lakhs in the last year.

In accordance with the provisions of the Companies Act, 2013 (the Act) and Regulation 33 of the Listing Regulations and applicable Accounting Standards, the Audited Consolidated Financial Statements of the Company for the FY 2025-26, together with the Auditors Report form part of this Annual Report.

In accordance with the provisions of Section 129(3) of the Act read with Rule 8(1) of the Companies (Accounts) Rules, 2014, a report on performance and financial position of the WOS and Associate Company, included in the Consolidated Financial Statement (CFS) is presented in a separate section in this Annual Report in the prescribed Form AOC-1.

In accordance with Section 136 of the Act, the electronic copy of Financial Statements of the WOS shall be available in the investor section of website of the subsidiary-financials.html

Any Member desirous of obtaining a copy of the said Financial Statements may write to the Company Secretary at the Registered Office of the Company. The Financial Statements including the CFS, and all other documents required to be attached to this report have www. lumaxworld.in/lumaxindustries/index.html.

2. STATE OF COMPANYS AFFAIRS

During the financial year under review, the Company continued to consolidate its leadership position in the I ndian automotive ligh ting indu stry amidst a d ynamic and evolving business environment. The year witnessed a gradual shift in the automotive ecosystem driven by increasing premiumization, accelerated adoption of LED lighting solutions, growing penetration of electric vehicles (EVs), and rising consumer preference for technologically advanced and aesthetically differentiated mobility products. The Company remained focused on leveraging these structural trends through innovation-led

growth, operational agility and deep engagement with its OEM partners.

The Indian automotive sector during FY 2025-26 experienced mixed demand conditions across segments. While the passenger vehicle and EV segments continued to demonstrate resilience supported by new model launches and enhanced feature offerings, overall industry growth moderated due to inflationary pressures, evolving consumer spending patterns, supply chain realignments and heightened market competition. The transition towards advanced lighting technologies, including LED, adaptive and smart lighting systems, however, continued to create significant opportunities for organized and technology-oriented players such as the Company. Against this backdrop, the Company delivered an excellent operational performance supported by strong customer relationships, diversified product offerings and continuous improvement initiatives across manufacturing operations. The Company continued to witness increasing contribution from LED lighting products, which now form a significant part of the order pipeline, reflecting the industry-wide transition toward energy- efficient and high-value lighting systems. The growing focus of automobile manufacturers on vehicle styling, safety features and enhanced user experience has also resulted in higher content per vehicle opportunities for the Company.

During the year, the Company further strengthened its strategic emphasis on technology-driven products aligned with future mobility trends. The Company continued to invest in advanced automotive lighting solutions including LED platforms, smart lighting applications and emerging technologies catering to EVs and next-generation vehicles. Its long-standing technical collaboration with Stanley Electric Co. Ltd., Japan, continued to provide access to global technological capabilities and support the development of innovative products suited to evolving customer and regulatory requirements.

The Company also remained focused on enhancing manufacturing efficiency, localization and supply chain resilience in response to global geopolitical uncertainties, commodity price volatility and changing sourcing patterns within the automotive sector. Various cost optimization and productivity improvement initiatives were undertaken during the year to maintain competitiveness while preserving product quality and customer service standards.

The automotive component industry is presently undergoing a transformational phase characterized by rapid technological evolution, increasing electrification,

stricter safety and environmental regulations, and changing mobility preferences. While these developments present substantial growth opportunities, they also pose challenges in terms of technology investments, talent requirements, faster product development cycles and margin pressures arising from competitive intensity. The Company continues to proactively address these challenges through prudent capital allocation, strengthened research and development capabilities, customer-centric innovation and disciplined risk management practices.

Looking ahead, the management remains cautiously optimistic regarding the medium to long-term outlook of the Indian automotive industry. Continued infrastructure development, increasing vehicle electrification, rising safety awareness and policy support for domestic manufacturing are expected to support future growth. Backed by its established market position, technological strengths, experienced management team and longstanding OEM relationships, the Company believes it is well positioned to capitalize on emerging opportunities and create sustainable value for all stakeholders. INFORMATION TECHNOLOGY During this year, Companys strategic focus has been strongly aligned towards strengthening cybersecurity, accelerating AI adoption, and driving end-to-end digitalization across the organization. As part of this journey, the Company upgraded its Google Workspace environment from Business to Enterprise, enabling advanced security features along with integrated AI capabilities through Gemini. This enhancement is empowering the teams with improved productivity, smarter collaboration, and a more intelligent digital workplace experience.

The Company have successfully implemented a Manufacturing Execution System (MES) at its Bawal SMT Electronics plant, significantly strengthening end-to-end traceability, real-time production monitoring, and process control across the shop floor. This implementation enables better visibility into manufacturing operations, improves quality tracking, and supports faster decisionmaking through data-driven insights.

I n parallel, the Company has launched the DOJO 2.0 initiative as a pilot project on select machines, focusing on enhancing operational excellence, standardization, and continuous improvement practices. Based on the outcomes and learnings from this pilot, the management plans to roll out DOJO 2.0 in a phased manner across all plants to drive consistency, efficiency, and productivity improvements at an enterprise level.

To strengthen the supply chain for imported material, the Company has implemented SAP MRP process for imported material to further strengthen the supplies.

In parallel, the Company has established a best-inclass R&D center that continues to drive innovation and engineering excellence. Building further on this foundation, the Company has implemented the 3DEXPERIENCE Platform from Dassault Systemes. This PLM solution enables the team to digitally manage and optimize the entire product lifecycle-from design and engineering to manufacturing and service-on a unified platform.

The implementation is expected to significantly enhance cross-functional collaboration, ensure better control over product data and engineering changes, reduce design and production errors, and accelerate time-to-market. Overall, this initiative marks a key step in Companys digital transformation journey, positioning it to deliver faster innovation, improved operational efficiency, and superior product quality.

a. CAPACITY EXPANSION & MODERNIZATION OF FACILITIES

The Company is constantly expanding the boundaries of its existing facilities and during the year under review, the Company has invested Rs.40,825.75 Lakhs towards capacity expansion of its manufacturing facilities. Further, an expenditure to the tune of Rs.1609.04 Lakhs was done on Research and Development facilities of Chakan and Gurugram.

b. TECHNOLOGY, INNOVATION AND QUALITY

The Company continues to advance its innovation - led agenda by expanding its research and development footprint. The Companys R&D centers in Gurugram and Pune-strategically located near major automotive manufacturing hubs-continue to strengthen the Companys proximity to OEMs and drive rapid turnaround in product development.

Lighting technology remains central to Companys strategy, and its EV-agnostic nature reinforces broad acceptance across both electric and conventional vehicle platforms. With growing demand for intelligent mobility solutions, lighting has emerged as a significant vehicle differentiator for OEMs, not only functionally but as a tool to express brand identity and aesthetic signature. Regulatory frameworks now permit advanced lighting integrations such as illuminated logos, full front grille applications, and decklid animations, providing design studios with an expanded canvas to craft high-impact visual experiences. Complex lighting features -

including welcome/goodbye sequences, charging status indicators, and dynamic signal animations - are becoming mainstream, driven by the increasing electronic and software content in next-generation vehicles.

Future vehicles will not just transport people; they will create immersive digital experiences. Through its combined capabilities in lighting and interior systems, Lumax is developing next-generation ambient lighting ecosystems, smart cockpit integration, personalized user experiences, and synchronized digital interior architectures.

c. ENGINEERING AND PRODUCT DEVELOPMENT

Lighting today is no longer a passive component; it is becoming an intelligent communication interface between the vehicle, driver, and environment. Lumax has been at the forefront of Indias lighting transformation by accelerating LED adoption, enabling premium styling signatures, advancing adaptive lighting systems, and integrating electronics and software into next-generation lighting platforms.

The next phase focuses on evolving iLEDX into a smart, software-integrated lighting platform, combining electronics, optics, and embedded intelligence to enable adaptive and responsive lighting systems.

A key milestone is the expansion of the Digital Twin framework within iLEDX, enabling simulation-first development, reducing physical dependency, and enabling data-driven engineering decisions across the lifecycle.

The Company is actively developing the foundational technologies required to support future-ready vehicles. Focus areas include low-profile headlamp efficiency, hidden-until-lit functionalities, and ultra-homogeneous signal performance. These are being achieved through targeted investments in technical training, proprietary engineering tools, and cross-functional collaboration across R&D ecosystem in India.

New lighting features are designed with a sharp focus on balancing styling needs with core performance metrics such as energy efficiency, weight optimization, sustainability, and cost competitiveness, particularly suited to the Indian market.

The European R&D ecosystem allows Lumax to combine global innovation capability with India-scale execution excellence. The Ostrava Czech center strengthens its advanced engineering, embedded software development, optical innovation, and concept development capabilities while enabling closer collaboration with global automotive ecosystems.

Companys Centres of Competency continue to grow in capability and scale. The Company leverages technical centers in Czech Republic and Taiwan to build synergies, transfer know-how, and maintain cost-efficient operations while delivering technologically advanced solutions to global and domestic customers.

Commitment to Governance and Future Outlook Lumax remains steadfast in its commitment to the highest standards of Corporate Governance, treating it as a responsibility that goes beyond mere regulatory compliance. The Company upholds principles of fairness, trust, and transparency, guided by its core values of Respect, Integrity, Passion, and Excellence. FY 202526 reflected significant progress across strategic and operational areas, with management remaining confident of sustained value creation and outperforming industry benchmarks. The long term outlook remains positive, supported by a well defined innovation roadmap and strong market alignment.

d. MANAGEMENT DISCUSSION & ANALYSIS

As stipulated under the provisions of Regulation 34 of the Listing Regulations read with Schedule V thereto, Management Discussion & Analysis forms an integral part of this Report as Annexure - A and provides details on overall Industry Structure and Developments, financial and operational performance and other material developments during the Financial Year under review.

e. KEY BUSINESS DEVELOPMENTS

During the year under review, the Company got new business opportunity for which the Company is setting up a new manufacturing plant at Bidadi Industrial Area, Bengaluru.

f. THE CHANGE IN THE NATURE OF BUSINESS, IF ANY

During the financial year ended March 31, 2026, there was no change in the nature of business of the Company.

3. GOVERNANCE AND ETHICS

a. CORPORATE GOVERNANCE

The Report on Corporate Governance together with the Auditors Certificate regarding the Compliance of conditions of Corporate Governance as stipulated in Regulation 34 read with Schedule V of the Listing Regulations is annexed and forms part of this Report as an Annexure - B.

b. DIRECTORS & KEY MANAGERIAL PERSONNEL (i) DIRECTORS

The Composition of Board of Directors is in conformity with the applicable provisions of the Act and Listing Regulations.

During FY 2025-26, the following changes took place on the Board of the Company:

- Mr Tetsuya Hojo resigned from the position of Non - Executive Director (Nominee - Stanley Electric Co. Ltd., Japan) of the Company w.e.f. May 26, 2025.

- Mr Kenjiro Nakazono was appointed as an Additional Executive Director on the Board of the Company for a period of Three (3) Years with effect from May 27, 2025, and the said appointment was subsequently approved by Shareholders in the AGM held on August 25,

2025.

Additionally, following directors were re-appointed to their respective roles, with the formal approval of the shareholders at their AGM held on August 25, 2025:

- Mr Deepak Jain was re-appointed as Chairman and Managing Director (Key Managerial Personnel) of the Company for a further period of Five (5) Years with effect from February 01,

2026.

- Mr Anmol Jain was re-appointed as Joint Managing Director (Key Managerial Personnel) of the Company for a further period of Five (5) Years with effect from August 01, 2026.

- Mr Raajesh Kumar Gupta was re-appointed as Executive Director - Whole Time Director (Key M an ag erial Person nel) of th e Compan y for a further period of Three (3) Years with effect from May 27, 2026.

- Mr Vikrampati Singhania was re-appointed as an Independent Director for a Second term of five Consecutive years with effect from February 11, 2026.

Further, subsequent to the end of the financial year, the Board of Directors in their meeting held on May 28, 2026, upon the recommendation of Nomination and Remuneration Committee, considered and approved the change in designation of the following directors, subject to your approval in the ensuing AGM:

- Mr Deepak Jain from Chairman & Managing Director (Key Managerial Personnel) to Chairman (Whole Time Director - Key Managerial Personnel) of the Company w.e.f May 28, 2026;

- Mr Anmol Jain from Joint Managing Director (Key Managerial Personnel) to Managing

Director (Key Managerial Personnel) of the Company w.e.f May 28, 2026.

Further, the Board of Directors, upon recommendation of the Nomination and Remuneration Committee, has approved the reappointment of Mr. Tadayoshi Aoki (DIN: 08053387) as Senior Executive Director - Whole Time Director (Key Managerial Personnel) of the Company, for a further period of 3 (Three) years w.e.f. February 03, 2027, subject to your approval in the ensuing AGM. Brief Profile of Mr. Tadayoshi Aoki is provided in the notice of AGM.

RETIREMENT BY ROTATION AND SUBSEQUENT c. RE-APPOINTMENT

In accordance with the Articles of Association of the Company and Section 152 of the Act read with the Companies (Appointment and Qualification of Directors) Rules, 2014 (including any statutory modification(s) or re-enactment(s) thereof for the time being in force), Mr Tomohiro Kondo (DIN:10637013) is liable to retire by rotation at the ensuing AGM and being eligible, offers himself for reappointment.

The Board of Directors in their meeting held on May 28, 2026 considered and recommended to the members the reappointment of Mr Tomohiro Kondo in the ensuing AGM of the Company. Brief profile of Mr Tomohiro Kondo is provided in the notice of AGM. INDEPENDENT DIRECTORS

As on March 31, 2026, the Board had 6 (Six) Independent Directors, including two-woman Independent Directors, representing diversified fields and expertise. d.

All Independent Directors have registered themselves with the Indian Institute of Corporate Affairs for the inclusion of their name in the data bank of independent directors, pursuant to the provision of Rule 6 (1) of Companies (Appointment and Qualification of Directors) Rules, 2014.

Further, as stipulated under the Regulation 17(10) and 19 read with Schedules of Listing Regulations, an evaluation exercise of Independent Directors on the Board as on March 31, 2026 was conducted by the Nomination and Remuneration Committee and the Board of the Company. The Board members satisfied themselves with the performance and contribution of all the Independent Directors.

Details are provided in the relevant section of the Corporate Governance Report.

(II) KEY MANAGERIAL PERSONNEL (KMP)

As on March 31, 2026, Mr Deepak Jain, Chairman & Managing Director, Mr Anmol Jain, Joint Managing Director, Mr Raju Bhauso Ketkale, Chief Executive Officer, Mr Tadayoshi Aoki, Senior Executive Director, Mr Kenjiro Nakazono, Whole Time Director, Mr Raajesh Kumar Gupta, Executive Director and Company Secretary and Mr Ravi Teltia, Chief Financial Officer were acting as Key Managerial Personnel (KMPs) of the Company as per the provisions of the Act.

NUMBER OF MEETINGS OF BOARD OF DIRECTORS

During the FY 2025-26, the Board met Four (4) times on May 26, 2025, August 06, 2025, November 07, 2025, and February 10, 2026. It is confirmed that the gap between two consecutive meetings was not more than one hundred and twenty days as provided in Section 173 of the Act.

Pursuant to the requirements of Para VII (1) of Schedule IV of the Act and the Listing Regulations, a separate Meeting of the Independent Directors of the Company was held on March 31, 2026, without the presence of Non-Independent Directors and Members of the management, to review the performance of Non - Independent Directors and the Board as a whole, the performance of the Chairperson of the Company, taking into account the views of Executive Directors, Non - Executive, Non-Independent Directors and also to assess the quality, quantity and timeliness of flow of information between the Company Management and the Board. DIRECTORS RESPONSIBILITY STATEMENT

I n terms of Section 134 (3) (c) & 134 (5) of the Act, and to the best of the knowledge and belief, your Directors hereby state as under:

(i) that in the preparation of the Annual Accounts for the financial year ended March 31, 2026 the applicable Accounting Standards had been followed and there were no material departures;

(ii) that the Directors had selected such accounting policies and applied them consistently and made judgments and estimates that were reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as on March 31, 2026 and of the profit and loss of the Company for that period;

(iii) the Directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the

Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

(iv) that the Directors had prepared the Annual Accounts on a going concern basis;

(v) that the Directors had laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and operating effectively;

(vi) that the Directors had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems are adequate and operating effectively.

e. STATEMENT ON DECLARATION GIVEN BY INDEPENDENT DIRECTORS

The requisite declarations as per the Regulation 16 (1) (b) and Regulation 25 of Listing Regulations read with the provisions of Section 149 (6) of the Act, have been received from the Independent Directors regarding meeting the criteria of Independence as laid down under those provisions. Further, in terms of Regulation 25(8) of the Listing Regulations, the Independent Directors have confirmed that they are not aware of any circumstance or situation, which exists or may be reasonably anticipated, that could impair or impact their ability to discharge their duties with an objective independent judgment and without any external influence.

The Board took on record the declaration and confirmations submitted by the Independent Directors after undertaking due assessment of the veracity of the same as required under Regulation 25(9) of the Listing Regulations.

g. BOARD DIVERSITY AND POLICY ON APPOINTMENT AND REMUNERATION OF DIRECTORS

Pursuant to the provisions of Section 178(1) of the Act and Regulation 19(4) read with Part D of Schedule II of Listing Regulations, the Company has in place the Nomination and Remuneration Policy of Directors, Key Managerial Personnel (KMP) and Other Employees including criteria for determining qualifications, positive attributes, independence of a Director and other matters provided u/s 178(3) of the Act.

The Company believes that building a diverse and inclusive culture is integral to its success. A diverse Board will be able to leverage different skills, qualifications, professional experience, perspectives and background which is necessary for achieving sustainable and balanced development.

The main features of the Nomination & Remuneration Policy are as follows:

- It acts as a guideline for matters relating to appointment and re-appointment of directors;

- It contains guidelines for determining qualifications, positive attributes of Directors, and independence of a director;

- It lays down the criteria for Board Membership;

- It sets out the approach of the Company on Board Diversity;

- It lays down the criteria for determining independence of a director, in case of appointment of an Independent Director.

The aforesaid policies are available on the website

lumaxindustries/pdf/nomination-and-remuneration- policy-of-directorskey-managerial-personnel-and-

h. PERFORMANCE EVALUATION OF BOARD, COMMITTEES AND DIRECTORS

One of the key responsibilities and role endowed on the Board is to monitor and evaluate the performance of the Board, its Committees and Directors.

Accordingly, in line with applicable provisions of the Act and Listing Regulations, the annual performance evaluation of the Board as a whole, Committees and all the Directors was conducted, as per the internally designed evaluation process approved by the Nomination and Remuneration Committee. The evaluation tested key areas of the Boards work including strategy, business performance, risk and governance processes. The evaluation considers the balance of skills, experience, independence and knowledge of the management and the Board, its overall diversity, and analysis of the Board and its Directors functioning.

Evaluation Technique

- The evaluation methodology involves discussion on questionnaires consisting of certain parameters, Evaluation factor, Ratings and Comments, if any.

- The performance of entire Board is evaluated by all the Directors based on Board composition and quality, Board meetings and procedures, Board development, Board strategy and risk management, etc.

- The performance of the Managing Director and Executive Directors is evaluated by all the Board

Members based on factors such as leadership, strategy formulation, strategy execution, external relations, etc.

- The performance of Non-Executive Directors and Independent Directors is evaluated by other Board Members based on criteria like managing relationship, Knowledge and skill, personal attributes, etc.

- It also involves self-assessment by all the Directors and evaluation of Committees of Board based on Knowledge, diligence and participation, leadership team and management relations, committee meetings and procedures.

- Further, th e assessment of Chairman & M anagin g Directors performance is done by each Board Member on similar qualitative parameters.

EVALUATION OUTCOME

The feedback of the evaluation exercise and inputs of Directors are collated and presented to the Board and an action plan to further improve the effectiveness and efficiency of the Board and Committees is discussed.

The Board as a whole together with each of its committees was working effectively in performance of its key functions - Providing strategic guidance to the Company, reviewing and guiding business plans, ensuring effective monitoring of the management and overseeing risk management function. The Board is kept well informed at all times through regular communication and meets once per quarter and more often as and when need arises. Comprehensive agendas are sent to all the Board Members well in advance to help them prepare and ensure the meetings are productive. The Company makes consistent efforts to familiarize the Board with the overall business performance covering all Business verticals, Product Categories and Corporate Functions from time to time.

The Chairmans performance was found satisfactory in effective and efficient discharge of his day-to-day roles and responsibilities while aligning with the Companys strategy and long-term goals.

The Executive Directors and Non-Executive Directors provide entrepreneurial leadership to the Company within a framework of prudent and effective controls, with a balanced focus on policy formulation and development of operational procedures. It was acknowledged that the management accorded sufficient insight to the Board in keeping it up to date with key business developments which was essential for each of the individual Directors to maintain and enhance their effectiveness.

i. AUDIT COMMITTEE & COMPOSITION

The Composition of the Audit Committee is in alignment with the provisions of Section 177 of the Act read with rules framed thereunder and Regulation 18 of the Listing Regulations. The members of the Committee are financially literate and having expertise of financial management.

As on March 31, 2026, the Audit Committee of the Board comprised of Six (6) Members viz. Mr Rajeev Kapoor (Chairman), Mr Vikrampati Singhania, Ms Pallavi Dinodia Gupta, Ms Ritika Sethi (Independent Directors), Mr Deepak Jain and Mr Tadayoshi Aoki (Executive Directors), as Members.

The Company Secretary acts as a Secretary to the Audit Committee.

All the recommendations of Audit Committee made to the Board of Directors were duly accepted by the Board of Directors.

The details regarding brief terms of reference and Meetings of the Audit Committee held during the Financial Year under review along with the attendance of the members have been provided in the Corporate Governance Report which forms part of this Report.

j. PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES

During FY 2025-26, all the Related Party Transactions entered into by the Company were in ordinary course of business and on an arms-length basis. All Related Party Transactions, which are foreseen and repetitive in nature, are placed before the Audit Committee on a yearly basis for obtaining prior omnibus approval of the Committee. The transactions entered into pursuant to the omnibus approval are placed before the Audit Committee for review and approval on quarterly basis. All Related Party Transaction are subjected to independent review by a reputed accounting firm to establish compliance with the provision of the Act and Listing Regulation. The details of Related Party Transactions undertaken by the Company which fall under the purview of Materiality as per Listing Regulations and Policy Document on Materiality and Dealing with Related Party Transactions of the Company are attached in Form AOC-2 as an Annexure - C to this Report.

Further, the Shareholders approval on such Material Related Party Transactions had been taken at the Annual General Meeting of the Company held on August 25, 2025. The details of the Related Party Transactions as per IND AS 24 are set out in the notes to the financial statements of the Company.

The Company has formulated a Policy document on Materiality and dealing with Related Party Transactions, which is available on the Companys website at policydocument-on-materiality-and-dealing-with-related- .

k. VIGIL MECHANISM/WHISTLE BLOWER POLICY

The Company has established a Vigil Mechanism named Vigil Mechanism/Whistle Blower Policy for Directors, employees and business associates to report to the Management, concerns about unethical behavior, actual or suspected fraud or violation of the Companys Code of Conduct or ethics, in accordance with the provisions of Section 177 (10) of the Act and Regulation 22 of the Listing Regulations. This mechanism provides for adequate safeguards against unfair treatment of whistle blower who wishes to raise a concern and also provides for direct access to the Chairman of the Audit committee in appropriate/exceptional cases.

The Vigil Mechanism/Whistle Blower Policy is available on the website of the Company To further strengthen this mechanism, the Company has an Employee App which is available for both android and iOS users to report any instances of financial irregularities, breach of Code of Conduct, abuse of authority, unethical/unfair actions concerning Company vendors/suppliers, mala-fide manipulation of Company records, discrimination among employees, anonymously, to provide protection to the employees who report such unethical practices and irregularities.

Any incidents, that are reported, are investigated and suitable action is taken in line with the Vigil Mechanism/ Whistle Blower Policy.

During the year under review, no incidence under the above mechanism was reported.

l. CODE OF CONDUCT FOR DIRECTORS AND SENIOR MANAGEMENT OF THE COMPANY

The Company has adopted the Code of Conduct for Directors and Senior Management of the Company. The same is available on the website of the Company at Affirmations for adherence to the Code are also obtained by the Company from its Directors and Senior Management on an annual basis.

m. PARTICULARS OF REMUNERATION OF DIRECTORS AND OTHER EMPLOYEES

I nformation on Employees as required under Section

197 of the Act read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 forms an integral part of this Report as an Annexure - D.

The Annual Report is being sent to the Shareholders of the Company excluding information required under Section 197(12) read with Rule 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014. Any Shareholder interested in obtaining a copy of such statement may write to the Company Secretary of the Company at .

n. COMPLIANCE MANAGEMENT FRAMEWORK

The Company has a robust and effective framework for monitoring compliances with applicable laws. The Company has installed a Software namely RegTrack (Product of Team Lease) for Compliance Management and through this Software the Company is able to get the structured control over applicable compliances by each of the units of the Company.

A separate Corporate Compliance Management Team periodically reviews and monitors compliances by units and supports in effective implementation of same in a time bound manner. The Board and Audit Committee along with Compliance team periodically monitors status of compliances with applicable laws based on quarterly certification provided by Senior Management.

o. FAMILIARISATION PROGRAM FOR INDEPENDENT DIRECTORS

Please refer to the Paragraph on Familiarization Program in the Corporate Governance Report for detailed analysis.

p. HUMAN RESOURCES

Please refer to the paragraph on Human Resources in the Management Discussion & Analysis section for detailed analysis.

4. INTERNAL FINANCIAL CONTROLS & ADEQUACY

a. Adequacy of Internal Financial Control with reference to Financial Statements

The Company has a robust and well embedded system of internal controls in place to ensure reliability of financial reporting, orderly and efficient conduct of business, compliance with policies, procedures, safeguarding of assets and economical and efficient use of resources. Appropriate review and control mechanisms are put in place to ensure that such control systems are adequate and operate effectively.

Periodical programs of Internal Audits are planned and conducted which are also aligned with business

objectives of the Company. The meetings with Internal Auditors are conducted wherein the status of audits and management reviews are informed to the Audit Committee.

The Company has adopted accounting policies which are in line with the Indian Accounting Standards notified under Section 133 of the Act read with the Companies (Indian Accounting Standard) Rules, 2015.

The Company gets its Standalone and Consolidated Financial Statements reviewed/audited by its Statutory Auditors in due compliance with the Act and the Listing Regulations.

The Company uses an established SAP ERP HANA RISE Systems to record day to day transactions for accounting and financial reporting. The SAP system is configured to ensure that all transactions are integrated seamlessly with the underline books of accounts, which helps in obtaining accurate and complete accounting records and timely preparation of reliable financial disclosures.

b. RISK MANAGEMENT POLICY

The Company has adopted the Risk Management Policy as per Regulation 21 of the Listing Regulations.

The Risk Management Committee is responsible to frame, implement and monitor the risk management plan for the Company. The Committee is responsible for development and implementation of a Risk management Policy for the Company including identification therein elements of risk, if any, which in the opinion of the Board may threaten the existence of the Company and is responsible for reviewing the risk management plan and its effectiveness. The Company has Risk Management Policy which can be accessed on Companys website riskmanagement-policy-lil.pdf .

c. AUDITORS Statutory Auditors

S.R. Batliboi & Co. LLP, Chartered Accountants (FRN: 301003E/E300005) were appointed as Statutory Auditors of the Company for a period of 5 years from the conclusion of the 41st Annual General Meeting of the Company held on July 22, 2022 to hold office till the conclusion of the 46th AGM of the Company to be held in the year 2027.

S.R. Batliboi & Co. LLP, Chartered Accountants have also furnished a certificate confirming that they are not disqualified from continuing as Auditors of the Company. Statutory Auditors Report

The Report given by S.R. Batliboi & Co. LLP, Chartered

Accountants on the Financial Statements of the Company for the FY 2025-26 forms part of the Annual Report. There is no qualification, reservation, adverse remark, or disclaimer given by the Auditors in their Report.

Cost Auditors

I n terms of Section 148 (1) of the Act, the Company is required to maintain cost records for certain products as specified by the Central Government and accordingly such accounts and records are prepared and maintained in the prescribed manner.

Upon recommendation of Audit Committee, the Board in its meeting held on May 28, 2026 has re-appointed M/s Jitender, Navneet & Co. (Firm Registration No. 000119) as the Cost Auditors of the Company, for the audit of the cost accounts of the Company for the FY 2026-27.

The remuneration proposed to be paid to the Cost Auditor requires ratification by the shareholders of the Company. In view of this, your approval for payment of remuneration to Cost Auditors is being sought at the ensuing AGM. Accordingly, a resolution, seeking approval by members for the ratification of the remuneration to be paid to Cost Auditors amounting to Rs.1.75 Lakhs (Rupees One Lakhs Seventy-Five Thousand only) excluding taxes and out of pocket expenses, if any, payable to M/s Jitender, Navneet & Co. is included in the Notice convening 45th AGM of the Company.

Cost Audit Report

The Cost Audit Report for FY 2024-25 did not contain any qualification, reservation, or adverse remark and was filed within the prescribed timelines with the Registrar of Companies, Ministry of Corporate Affairs. The Cost Audit Report for FY 2025-26 will be submitted within the prescribed timelines.

Disclosure on Maintenance of Cost Records as Specified by Central Government under Sub Section

(1) of Section 148

The Company is maintaining cost records as stipulated under applicable laws for the time being in force. Secretarial Auditor

In accordance with Section 204 of the Act read with Rule 9 of the Companies (Appointment and Remuneration of M an ag erial Personnel ) Rules, 201 4 and the amen ded provisions of Regulation 24A of the Listing Regulations, the Board of Directors, on the recommendation of the Audit Committee, had approved the appointment of Mr Maneesh Gupta, Practicing Company Secretary (FCS No.: 4982, CP No.: 2945 and Peer Review Certificate No.: 2314/2022), as Secretarial Auditors of the Company to hold office for five (5) consecutive years from FY 202526 to FY 2029-30 which was duly approved by the members of the Company at their AGM held on August 25, 2025.

Mr Maneesh Gupta, Practicing Company Secretary has also furnished a certificate confirming that he is not disqualified from continuing as Secretarial Auditor of the Company.

Annual Secretarial Audit Report & Annual Secretarial Compliance Report

The Secretarial Audit Report for the Financial Year ended March 31, 2026 under the Act, read with Rules made thereunder and Regulation 24A (1) of the Listing Regulations is set out in the Annexure - E to this Report. There are no qualification, reservation, adverse remark or disclaimer given by the Auditor in his Report.

Pursuant to Regulation 24A(2) of Listing Regulations, all listed entities on an annual basis are required to get a check done by Practising Company Secretary (PCS) on compliance of all applicable SEBI Regulations and circulars/ guidelines issued thereunder and get an Annual Secretarial Compliance Report issued in this regard which is further required to be submitted to Stock Exchanges within 60 days of the end of the financial year. The Company has engaged the services of Mr Maneesh Gupta (FCS 4982), PCS and Secretarial Auditor of the Company for providing this certification for FY 2025-26.

Accordingly, the Company has complied with the above said provisions and an Annual Secretarial Compliance Report for FY 2025-26 has been submitted to the Stock Exchanges within stipulated time.

Internal Auditors

I n compliance with the provisions of Section 138 of the Act, read with the Companies (Accounts) Rules, 2014, the Internal Audit of various units of the Company for the FY 2025-26 was carried out by Grant Thornton Bharat LLP. Further, the Board in their meeting held on May 28, 2026 has re-appointed Grant Thornton Bharat LLP as Internal Auditors for the FY 2026-27.

d. DETAILS IN RESPECT OF FRAUDS REPORTED BY AUDITORS UNDER SUB-SECTION (12) OF SECTION 143 OTHER THAN THOSE WHICH ARE REPORTABLE TO THE CENTRAL GOVERNMENT

During the year under review, no frauds were reported by the Auditors against the Company which needs to be mentioned in this Report.

5. CORPORATE SOCIAL RESPONSIBILITY (CSR) POLICY AND INITIATIVES

The Companys CSR philosophy is rooted in giving back

to society and contributing meaningfully to the nations development. A well-planned CSR program creates social value that enhances and strengthens communities. In line with the Sustainable Development Goals (SDGs) and the areas specified under Schedule VII, the Company continues to focus primarily on Quality Education and Good Health for the less privileged sections of society. On the education front, the Company supported existing educational institutions throughout the year by providing career counselling and guidance, mainstreaming students particularly the girl child into formal schooling, and providing learning aids, books and other educational material to expand access to holistic education.

On the health front, the Companys focus remains on preventive healthcare, through regular health checkup camps, cataract procedures, cancer awareness and screening camps and end-to-end support for children suffering from juvenile diabetes.

The Lumax Charitable Foundation (Foundation), the Companys CSR arm/trust, is principally responsible for designing and implementing the Companys CSR projects and programs. The Foundations work centers on providing healthcare and education to disadvantaged students and communities around the Companys plant locations, with a special focus on girls.

In compliance with the provisions of the Act, the Company has constituted a CSR Committee of the Board and has instituted and implemented a CSR Policy. The Committee monitors and oversees the Companys various CSR projects and initiatives.

During the year under review, the Companys CSR obligation stood at Rs.202.29 Lakhs, after setting off the excess amount of Rs.3.21 Lakhs spent in earlier years, against which the Company actually spent Rs.212.14 Lakhs, including administrative expenses.

CSR Spend Summary

Particulars in Lakhs
Excess amount spent in earlier year(s), set off against the years obligation 3.21
Net CSR obligation for the year (after set-off) 202.29
Actual CSR expenditure during the year (including administrative expenses) 212.14

Key CSR Activities

The Company, through the Foundation and its implementation partners, continues to deliver holistic beyond school learning opportunities and preventive

and curative health support, in line with its commitment to the SDGs of Quality Education and Good Health. Education

With the aim of delivering holistic and quality education, the Foundations interventions include enrolment of the girl child into formal schools, provision of learning aids and beyond-school learning programs. These initiatives are designed to help students from underserved communities enhance their learning experience through continuous life-skills and soft-skills training, comprehensive career counselling and guidance, field excursions to enhance learning. The programs also extend need-based and merit-based scholarships to ensure students education is not disrupted by financial constraints. Also, menstrual and personal hygiene and health focus and sanitary pads distribution in schools and communities.

The Foundation also provides continuous infrastructure support to government schools, including construction of toilets and classrooms, wall painting, and other infrastructure work, to help create a more conducive learning environment. These programs are conducted preferably in the vicinity of the Companys plant locations. During the year, the Company also initiated a skill development program in association with the Automotive Skills Development Council (ASDC), aimed at enhancing the employability and technical competence of youth from the communities around its operations.

Health

Under its health interventions, the Foundation conducts eye care camps, including complete eye examinations and cataract surgeries and continues to support children afflicted with juvenile diabetes from underserved communities.

The Foundation also supports treatment for cancer patients and help in covering gaps in cancer care to outstation children coming to Delhi/NCR for treatment, including gaps in nutrition, education, mental health care/ counselling, lodging etc.

During the year, the Company also launched Mobile Health Units, aimed at bringing primary healthcare services directly to at the doorsteps of underserved and needy communities, thereby improving last-mile access to essential health services.

Constitution of CSR Committee As on March 31, 2026, the CSR Committee of the Company comprised of three (3) Members namely, Mr Deepak Jain (Chairman), Ms Pallavi Dinodia Gupta

(Independent Director) and Mr Anmol Jain (Executive Director).

The details of the CSR Policy of the Company are also lumaxworld.in/lumaxindustries/pdf/corporate-social- responsibility-policy.pdf.

The contents of the said policy are as below:

a. Background & CSR Philosophy

b. Scope & Purpose

c. Constitution of CSR Committee

d. Composition & Role of CSR Committee

e. Implementation of CSR Projects, Programs and Activities

f. Allocation of Budget

g. Treatment of Unspent CSR Expenditure

h. Lumax domains of engagement in accordance with Schedule VII

i. Monitoring and Review Mechanism

j. Impact Assessment

k. Reporting

l. Management Commitment

The Annual Report on CSR for FY 2025-26 as per Rule 8 of the Companies (Corporate Social Responsibility Policy) Rules, 2014, in the prescribed format is annexed as an Annexure - F to this Report.

6. OTHER DISCLOSURES

Material Changes and Commitments

There were no material changes and commitments which have occurred after the end of the financial year ended March 31, 2026 till the date of this Report that affects the financial position of the Company.

Particulars of Loans, Guarantees and Investments The particulars of Investments and Loans as on March 31, 2026 as covered under the provisions of Section 186 of the Act is given in the Notes to Financial Statements of the Company. The Company has not given any guarantees during the year under review.

I nformation on Conservation of Energy, Technology Absorption, Foreign Exchange Earnings and Outgo

One of the several commitments that continued to remain in force throughout the financial year was developing business along with improvement in environmental performance to maintain a reliable and sustainable future.

During the course of the year, the manufacturing units of the Company have continued their efforts to reduce energy consumption in all areas of their operations with energy efficient technologies and offtake of electricity from renewable sources, wherever feasible. These manufacturing units are constantly encouraged to improve operational activities and maximizing production volumes and minimizing consumption of natural resources. Systems and processes have been put in place for utilization of alternate sources of energy and monitoring of energy consumption for all the units. Disclosure of information regarding Conservation of Energy, Technology Absorption and Foreign Exchange Earning and Outgo, etc. as required under Section 134(3) (m) of the Act read with the Companies (Accounts) Rules, 2014, is annexed as an Annexure - G to this Report. Annual Return

Pursuant to Section 92(3) read with Section 134(3)(a) of the Act, the Annual Return as on March 31, 2026 is available lumaxindustries/annual-return.html Details of Deposits

During the year under review, the Company has neither accepted nor renewed any Deposit in terms of Section 73 of the Act read with the Companies (Acceptance of Deposits) Rules, 2014 and hence any provisions of the said Section are not applicable to the Company.

Names of Companies which have become or ceased to be its Subsidiaries, Joint Ventures or Associate Companies during the Year

During the FY 2025-26, there was no Company which became or ceased to be the Subsidiary, Joint Venture or Associate of the Company.

Significant and Material Orders passed by the Regulators or Courts

No significant and material orders were passed by the Regulators/Courts/Tribunals during the year under review, which would impact the going concern status of the Company and its future operations.

Constitution of Internal Complaints Committee (ICC) under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 (POSH)

As per Section 134(3) of the Act read with Rule 8 of Companies (Accounts) Rules, 2014, this is to confirm that the Company has complied with the provisions related to Constitution of Internal Complaints Committee

Particulars Number
Number of complaints of sexual harassment received in the year; 0
Number of complaints disposed off during the year; and 0
Number of cases pending for more than Ninety days 0

Disclosure of Maternity Benefit Compliance

Your Company is in compliance of Maternity Benefit Act, 1961 for the year under review.

Environment, Health, Safety

The Company is deeply committed to protecting the wellbeing of its employees and prioritize safety above all. It consistently focuses on aligning its policies, procedures, and systems with current laws and best practices. Over the past nine years, the Company has made substantial efforts to improve its safety management practices.

This has involved a progressive refinement of policies and procedures to ensure their effectiveness and relevance. The Company regularly updates the said policies to

stay current with evolving standards and regulations. Additionally, it has enhanced its systems for conducting risk assessments, ensuring these assessments are thorough and conducted regularly. This includes evaluating workstations and other key components of a comprehensive safety management system.

Beyond internal initiatives, the Company works closely with safety officers and external agencies. This collaboration supports ongoing improvements in safety practices and fosters a culture of continuous learning and development. By engaging with both internal and external partners, the Company aims to create a safer work environment for all employees.

Key aims and objectives achieved in the year 2025-26 includes:

- Zero Cases of Major Incidences & Fire Cases.

- Corporate safety procedures & Emergency Procedures: - The Company closely reviewed its safety rules and emergency plans to ensure they were current and effective. Additionally, audits were conducted to assess the management of safety measures.

- Safety Competence, Awareness and Training: - Employees received training to understand safety procedures and be aware of poten tial risks. This ensured that everyone was equipped to stay safe while working.

- Safety Performance and Risk Management: - The Company established a system to manage safety and address potential risks. This approach helped prevent accidents and ensured the well-being of everyone.

- Team Approach to Safety Objectives: - Teams within the Company collaborated to reach key safety goals, which facilitated improvements in safety throughout the organization.

- Strong Safety Management System and Committees: -The Company upheld a strong safety management system, supported by safety committees that played a crucial role in discussing and advancing safety improvements swiftly and effectively.

- Embedding Safety in Meeting agendas for cultural change: - Safety was consistently prioritized in meeting agendas across all levels of the Company. This approach ensured that safety practices were regularly reinforced and contributed to fostering a culture of ongoing enhancement in safety standards.

Apart from the above, the Company has also performed below activities in FY 2025-26:

1. Employee Engagement Activities (Celebrated National Safety week, Personal Protective equipment demonstrations, Mock Drill, Unplanned - Evacuation Drill, Road Safety Week, World Environment Day, Safety Motivational Reward activities, Work place Safety awareness Training, Safety Quiz Program & World Environment Health Day).

2. KYT - Kiken Yochi Training (Identifying hazard and taking corrective measures with the help of actual users).

3. Hazard Identification and Risk Assessment of the Machine.

4. Hazards specific Safety training (Fire Fighting, Near Miss, First Aid, Electrical Safety, Chemical & Machine Safety).

5. Monthly Internal safety Committee Meeting.

6. Regional Safety Meeting at all regions.

7. Safety Gemba Audit and Monitoring.

8. Thermography study, Arc flash study & Fire Load Calculation

9. Ventilation Study

10. Earthing inspection and testing

11. Fire Risk Assessment Audit.

12. Comprehensive review/surveillance audit done as per ISO 14001:2015 (Environment Management System) and ISO 45001:2018 (Occupational Health & Safety Management system).

13. Capturing all first aid cases, Investigated and taken countermeasure action against each incident

14. Third Party Audit / Safety assessment.

15. Safety Alerts & Best practices Sharing & its implementation

TRANSFER TO INVESTOR EDUCATION AND PROTECTION FUND (IEPF)

Pursuant to the provisions of Section 124(5), 125 and other applicable provisions of the Act, read with the IEPF Authority (Accounting, Audit, Transfer and Refund) Rules, 2016 (including any statutory modification(s) or re-enactment(s) thereof for the time being in force), all unpaid or unclaimed Dividends are required to be transferred by the Company to the IEPF, established by the Central Government, after the completion of seven (7) years from the date of transfer to Unclaimed/Unpaid Dividend Account of the Company.

Further, pursuant to provisions of Section 124(6) of the Act read with the IEPF Authority (Accounting, Audit, Transfer and Refund) Rules, 2016, the shares in respect of

which Dividend has not been claimed or paid for seven (7) consecutive years or more shall also be transferred to the Demat account of IEPF Authority. The said provisions do not apply to shares in respect of which there is a specific Order of Court, Tribunal or Statutory Authority, restraining any transfer of the shares.

Accordingly, the details relating to amount of Dividend transferred to the IEPF and corresponding shares on which Dividends were unclaimed for seven (7) consecutive years, are provided in the Report on Corporate Governance annexed to this Report.

Transfer of Unpaid/unclaimed dividend and underlying shares for FY 2018-19

The last date for transfer into IEPF of the Unpaid/ Unclaimed Dividend lying in the Unpaid Dividend Account of the Company for the FY 2018-19 is October 21, 2026. In compliance with the provisions of Section 124 of the Act read with the Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Rules, 2016 as amended from time to time, the Company will issue a due notice in the newspapers and also send individual notices through speed post/ registered post, at the latest available address to the concerned Shareholders, whose Dividend/Shares will be liable to be transferred to IEPF, requesting them to claim their dividend on or before September 22, 2026.

CODE OF CONDUCT TO REGULATE, MONITOR AND REPORT TRADING BY DESIGNATED PERSONS (CODE OF CONDUCT)

The Company has adopted a Code of Conduct to regulate, monitor and report trading by Designated Persons [Pursuant to Regulation 9 of Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015]. This Code of Conduct is intended to prevent misuse of Unpublished Price Sensitive Information (UPSI) by Designated Persons.

The said Code lays down guidelines, which advise Designated Persons and Insiders on the procedures to be followed and disclosures to be made in dealing with the shares of the Company and cautions them on consequences of non-compliances.

This Code includes a Policy and Procedure for Inquiry in case of leakage of UPSI or suspected leakage of UPSI. BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORT

A detailed Business Responsibility and Sustainability Report in terms of the provisions of Regulation 34 of the Listing Regulations forms part of this Annual Report.

DISCLOSURE FOR COMPLIANCE OF SECRETARIAL STANDARDS

The Board states that the Company has complied with the Secretarial Standard-1 (Meetings of Board of Directors) and Secretarial Standard-2 (General Meetings) issued by the Institute of Company Secretaries of India.

GENERAL

During the year, there were no transaction requiring disclosure or reporting in respect of matters relating to:

(a) i ssue of equity shares with differential rights as to dividend, voting or otherwise;

(b) i ssue of shares (including sweat equity shares) to employees of the Company under any scheme;

(c) raising of funds through preferential allotment or qualified institutions placement;

(d) pendency of any proceeding under the Insolvency and Bankruptcy Code, 2016 and

(e) i nstance of one-time settlement with any bank or financial institution.

CONTRIBUTION TO EXCHEQUER

The Company is a regular payer of taxes and other duties to the Government. During the year under review, the Company paid all its statutory dues & presently no undisputed dues are outstanding for more than six months. The Company generally ensures payment of all dues to exchequer well within time line as applicable.

7. ACKNOWLEDGEMENT

The Board of Directors places on record its sincere appreciation and gratitude to all stakeholders - including shareholders, employees, investors, bankers, customers, suppliers, government authorities, stock exchanges, depositories, auditors, legal advisors, consultants, business partners, and service providers - for their continued trust, commitment, and support.

The Board also extends heartfelt thanks to every member of the Lumax Family for their dedication and contributions during the year. A special acknowledgment is made to Stanley Electric Co., Limited for their unwavering support and valued partnership.

For and on behalf of the Board of Directors Lumax Industries Limited

Deepak Jain

Chairman & Managing Director DIN: 00004972

Place: Gurugram Dated: May 28, 2026

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