The Board of Directors of your Company are pleased to present the 63rd Annual Report on the Business of the Company along with
the Standalone summary of Financial Statements for the year ended 31st March 2026.
1. The State of Affairs of the Company, Reserve and Dividend
The Board has prepared its report based on the Standalone Financial Statements of the Company and the Annual Report
contains a separate section wherein a report on the performance and financial position of its Wholly Owned Subsidiary
Companies (including step-down Subsidiary Companies) are presented in Form AOC-1.
Financial Summary / highlights and transfer to General Reserve (C in Crores)
|
S. No
|
Particulars
|
Current Year
2025-26
|
Previous Year
2024-25
|
|
1
|
Total Income
|
3,221.40
|
3,033.79
|
|
2
|
Operating Expenses
|
2,885.91
|
2,771.27
|
|
3
|
Exceptional Items
|
(13.18)
|
131.61
|
|
4
|
Gross Profit*
|
322.31
|
394.13
|
|
5
|
Depreciation
|
114.43
|
107.26
|
|
6
|
Profit before Tax*
|
207.88
|
286.87
|
|
7
|
Provision for Tax
|
53.96
|
48.63
|
|
8
|
Net Profit after Tax (before exceptional items)
|
167.10
|
106.63
|
|
9
|
Net Profit after Tax (after exceptional items)
|
153.92
|
238.24
|
*includes exceptional items
The Company's Revenue from Operations is at C3,081.84 Crores during the year compared to C2,909.40 Crores in the
previous year.
Transfer to Reserve
The Company has not transferred any amount from the current year profits to the General Reserve.
Dividend
The Board recommends a dividend of C35/- per Equity Share having a face value of C10/- each (350%) on the Equity Share
Capital of C 10,68,30,000/- for the year ended on 31st March 2026 aggregating to C37.39 Crores. Dividend on Equity Shares is
subject to the approval of the Shareholders at the ensuing Annual General Meeting.
The Unclaimed Dividend relating to the financial year 2018-19 is due for transfer during August 2026 to the Investor Education
and Protection Fund (IEPF) established by the Central Government. During the year under review, as per the requirements
of the Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Rules, 2016 ("IEPF Rules"),
465 Equity Shares of C10/- each on which Dividend had remained unclaimed for a period of 7 (Seven) consecutive years have
been transferred to the credit of the Demat Account identified by the IEPF Authority. As on 31st March 2026, 54,356 Equity
Shares of the Company were in the credit of the Demat Account of the IEPF Authority.
Pursuant to Regulation 43A of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Company has
formulated a Dividend Distribution Policy which has been duly approved by the Board of Directors. A copy of the Dividend
Distribution Policy is available on the Company's website https://www.lmwglobal.com/pdf/investors1/policies/05 Dividend
Distribution Policy.pdf.
STATE OF AFFAIRS
OPERATIONS
A detailed overview of the global and Indian economy
has been provided in the Management Discussion and
Analysis Report. Also, the state of affairs of each division
during the year under review has been provided in detail
within the same report.
Overall, the Company's Gross Turnover increased by 6.65%
from C2,807.40 Crores in 2024-25 to C2,994.14 Crores in
2025-26; the Profit before exceptional items and before
tax stood at C221.06 Crores as against C155.26 Crores
during FY 2024-25, increasing by 42.38%.
The Net Profit after Tax for the financial year 2025-26 is
C153.92 Crores (before exceptional items it is C 167.10
Crores) as against C238.24 Crores for the financial year
2024-25 (before exceptional items it was C106.63 Crores).
FOUNDRY DIVISION (FDY)
The Foundry Division reported a Turnover of C114.89
Crores in 2025-26 as against C97.63 Crores in 2024-25, an
increase of 17.68%.
TEXTILE MACHINERY DIVISION (TMD)
During the year under review, the Textile Machinery
Division had a Turnover of C1,675.30 Crores in 2025-26
as against C1,715.80 Crores during the financial year
2024-25, a decrease of 2.36%.
MACHINE TOOL DIVISION (MTD)
The Machine Tool Division reported a Turnover of
C1,032.66 Crores in 2025-26 as against C846.33 Crores in
2024-25, an increase of 22.02%.
ADVANCED TECHNOLOGY CENTRE (ATC)
The Advanced Technology Centre had a Turnover of
C171.29 Crores in 2025-26 as against C147.64 Crores in
2024-25, an increase of 16.02%.
Other income during the period under review was C35.53
Crores as against C21.56 Crores in the previous year.
RENEWABLE ENERGY DIVISION
The Company has a policy of tapping renewable resources
for power generation. The Company has the necessary
infrastructure in place to generate electricity from wind
and solar resources. This helps the Company to meet
its own energy requirements mostly from sustainable
sources.
As on 31st March 2026, the Company had 28 Wind Energy
Generators (WEG) with a total power generation capacity
of 36.80 MW. Cumulatively, windmills have generated 773
Lakh units of power during 2025-26.
The Company has 15 MW of Solar Power Generating
capacity. As on 31st March 2026 these facilities have
generated 284 Lakh units of power.
About 97.50% of the energy demand of the Company has
been met through renewable energy and thereby helping
the Company to reduce its power cost and its carbon
footprint.
OTHER DEVELOPMENTS
Arrangement for Monetization of surplus land:
The Company holds land at Keeranatham Village, Annur
Taluk, Coimbatore District, measuring 4.21 acres. The
Company, after contemplating various options for
monetizing this land, has contributed this land under a Joint
Development Agreement with M/s Infinium Developers
LLP for development of residential units under a revenue
sharing arrangement. The land continues to be carried at
historical cost classified as Property, Plant & Equipment.
The Company has also evaluated the requirements of Ind
AS 105 and concluded that the criteria for classification
as a 'Non current Asset Held for Sale' are not met. Income
from monetization of this land will be recognised in
accordance with applicable accounting standards based
on the terms of the underlying arrangements.
EXPORTS
The Export Turnover of the Company during the year
under review is as follows:
(C in Crores)
|
Particulars
|
2025-26
|
2024-25
|
|
Textile Machinery
|
143.72
|
144.14
|
|
CNC Machine Tools and
|
36.84
|
16.31
|
|
Castings
|
|
|
|
Aerospace Parts
|
163.85
|
139.05
|
|
Total Exports
|
344.41
|
299.50
|
Export of Textile Machinery as stated above includes
exports worth C142.98 Crores made to the Company's
step-down subsidiary companies, LMW Textile Machinery
(Suzhou) Co. Ltd., China and LMW Global FZE, United
Arab Emirates. Amongst other countries, the Company's
products are primarily exported to countries in Asia
and Africa.
RESEARCH AND DEVELOPMENT
The Research and Development efforts of the Company
are focused on:
1. Developing eco-friendly, sustainable, energy efficient,
low-carbon footprint technology.
2. Developing technology for production of innovative
machinery.
3. Developing end-use products at optimal cost.
Separate Research and Development units have been
established for the development of Textile Machinery
and CNC Machine Tools. Both these facilities have been
recognised by the Department of Science and Technology,
Government of India as in-house R&D facilities.
During the year under review, the Company has filed
applications for 17 new patents in India. Further, 2 patents
were filed in the name of LMW Textile Machinery (Suzhou)
Co. Ltd., (LMWTMSCL), China (step-down subsidiary). Also,
23 patent applications were filed in overseas countries for
which applications were already filed by the Company in
India. The Company has filed 1 application in India and 1
application overseas for Industrial Design.
AWARDS
Some of the important awards bagged by the Company
during the financial year 2025-26 are:
1. Engineering Exports Promotion Council (EEPC),
Southern Regional Export Award for 2021-22 for Star
Performer in the category of Heavy Industries.
2. Engineering Exports Promotion Council (EEPC),
Southern Regional Export Award for 2022-23 for Star
Performer in the category of Machine Tools.
3. Engineering Exports Promotion Council (EEPC),
National Award for 2023-24 for large enterprises in the
category of Machine Tools.
4. The Clarivate South Asia Innovation Awards 2025 for
Heavy Industries.
5. Sustainability Star Award by Sustainability
Magazine (BizClik).
6. Multiple awards from Quality Circle Forum of India
(QCFI) for productivity and quality improvement.
The Company's Foundry Division has been certified with
the GreenCo Platinum certification by the CII - Sohrabji
Godrej Green Business Centre.
INDUSTRIAL RELATIONS
Relationship with employees were cordial throughout
the year.
SUBSIDIARY COMPANIES
Regulation 16 of the SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015 defines a
"material subsidiary"to mean a subsidiary, whose turnover
or net worth exceeds ten percent of the consolidated
turnover or net worth respectively, of the listed entity
and its subsidiaries in the immediately preceding
accounting year.
As per the aforementioned definition, LMW Holding
Limited is identified as a material subsidiary of the
Company based on the financial statements for the year
ended 31st March 2026.
Operations of Wholly Owned Subsidiary Companies:
a. LMW HOLDING LIMITED, DIFC, DUBAI, UNITED
ARAB EMIRATES
The Consolidated Turnover of the Company during
the year under review was C313.80 Crores as against
C217.06 Crores during the previous year. During
the year, the Company has incurred a net loss of
C23.13 Crores as against a net loss of C4.02 Crores
during the previous year. The Annual Financial
Statements of LMW Holding Limited include the
Standalone Financial Statements of its Wholly
Owned Subsidiaries namely, LMW Textile Machinery
(Suzhou) Co. Ltd., China and LMW Global FZE, JAFZA,
Dubai, United Arab Emirates.
b. LMW AEROSPACE INDUSTRIES LIMITED, INDIA
This Company was incorporated as a wholly owned
subsidiary with an objective of manufacturing
components for the aerospace industry. As on
date this subsidiary has not commenced business
operations. The Company is exploring suitable
business opportunities and will commence operations
in a conducive business environment. Meanwhile,
to rationalise compliance requirements, statutory
payments and other expenses, the Board and the
Shareholders of this wholly owned subsidiary
Company had decided to change the status of
the Company to a dormant company following
the procedures as laid out by the Companies Act,
2013. Subsequently, an application for changing
the Company's status was filed with the Ministry of
Corporate Affairs (MCA) and the same was approved.
Consequently, the Company's status changed to that of
a dormant company effective from 17th January 2025.
Once the business conditions are conducive, an
application will be filed with the MCA to change the
Company's status from 'Dormant' to being 'Active'.
Operations of step-down subsidiary companies:
a. LMW TEXTILE MACHINERY (SUZHOU) CO. LTD.,
CHINA
The Turnover of the Company during the year
under review was C130.05 Crores as against C67.41
Crores during the previous year. During the year, the
Company had incurred a net profit of C0.18 Crores
as against a net loss of C6.48 Crores during the
previous year.
b. LMW GLOBAL FZE, UNITED ARAB EMIRATES
The Turnover of the Company during the year
under review was C 183.75 Crores as against C145.92
Crores during the previous year. During the year,
the Company registered a net loss of C29.54 Crores
as against a net profit of C1.86 Crores during the
previous year.
The Consolidated Financial Statements
incorporating the Financial Statements of the Wholly
Owned Subsidiary Companies are attached to the
Annual Report as required under the applicable
Indian Accounting Standard(s) and the SEBI
(Listing Obligations and Disclosure Requirements)
Regulations, 2015.
The financial statements of LMW Holding Limited,
DIFC, Dubai, United Arab Emirates, include the
financial statements of the Company's step-down
subsidiaries, namely, LMW Textile Machinery
(Suzhou) Co. Ltd., China and LMW Global FZE, JAFZA,
Dubai, United Arab Emirates.
The English translated version of the Standalone
Annual Financial Statements of LMW Textile
Machinery (Suzhou) Co. Ltd., China and LMW
Global FZE, United Arab Emirates, both step-down
subsidiaries are posted on the Company's website
along with the Standalone Annual Financial
Statements of LMW Holding Limited, United Arab
Emirates and LMW Aerospace Industries Limited,
India, both being Wholly Owned Subsidiaries.
Besides its Wholly Owned Subsidiary Companies
namely, LMW Holding Limited and LMW Aerospace
Industries Limited and the step-down subsidiary
Companies namely, LMW Textile Machinery (Suzhou)
Co. Ltd., and LMW Global FZE, the Company does not
have any other Subsidiary / Joint Venture / Associate
Company.
2. Annual Return
The Annual Return of the Company for the financial
year 2025-26 as required under Section 92(3) of the Act
is available on the website of the Company and can be
accessed on the Company's website at the link https://
www.lmwglobal.com/investors/financial-and-meeting-
information/annual-general-meeting.html.
3. Number of Meetings of the Board
During the year under review, 5 (Five) Meetings of the
Board of Directors were held. Further details regarding
the number of Meetings of the Board of Directors and the
Committees thereof and the attendance of the Directors
at such Meetings are provided under the Corporate
Governance Report.
4. Directors' Responsibility Statement
The Directors, based on representation received from the
Operating Management, confirm that:
a. In the preparation of the Annual Accounts, the
applicable Accounting Standards have been followed;
b. Have selected such accounting policies and applied
them consistently and made judgments and estimates
that are reasonable and prudent so as to give a true
and fair view of the state of affairs of the Company at
the end of the financial year and of the Profit of the
Company for that period;
c. Have taken proper and sufficient care for 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;
d. Have prepared the annual accounts on a going
concern basis;
e. Have laid down Internal Financial Controls to be
followed by the Company and that such Internal
Financial Controls are adequate and were operating
effectively; and
f. Have devised proper systems to ensure compliance
with the provisions of all applicable laws and that such
systems were adequate and are operating effectively.
5. Share Capital
As on 31st March 2026, the authorised, issued, subscribed
and paid-up Share Capital is as follows:
|
Authorised Share Capital
|
5,00,00,000 Equity Shares of
C10/- each
|
|
Issued, Subscribed and
Paid-up Share Capital
|
1,06,83,000 Equity Shares of
C10/- each
|
During the year under review, the Company
- Has not issued Equity Shares with differential rights as
to dividend, voting or otherwise.
- Has not issued Equity Shares (including Sweat
Equity Shares) to employees of the Company, under
any scheme.
- Has not resorted to any buyback of the Equity Shares.
6. Details of application made or any
proceeding pending under the Insolvency
and Bankruptcy Code, 2016
During the year, no applications have been made and no
proceedings are pending against the Company under the
Insolvency and Bankruptcy Code, 2016.
7. Nomination and Remuneration Committee
and Policy
The Nomination and Remuneration Committee of
the Board of Directors has been formed and has been
empowered and authorised to exercise powers as
entrusted under the provisions of the Companies Act,
2013 and SEBI (Listing Obligations and Disclosure
Requirements), Regulations, 2015 (both as amended from
time to time). The Company has a policy on Directors' /
Senior Management appointments and remuneration
which specifies criteria for determining the qualification,
positive attributes for Senior Management and Directors.
The policy also specifies the criteria for the determination
of Independence of a Director and other matters provided
under sub-Section (3) of Section 178 of the Companies
Act, 2013. The Nomination and Remuneration Policy is
available on the Company's website at: https://www.
lmwglobal.com/pdf/investors1/policies/08-Nomination-
and-Remuneration-Policy--1-25.pdf.
8. Declaration by Independent Directors
The Independent Directors have submitted their
disclosures to the Board indicating that they comply with
all the requirements that are stipulated in Section 149(6)
of the Companies Act, 2013 and Regulation 16(1 )(b) of
SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015 so as to qualify themselves to act as
Independent Directors in the Company. Further, they have
also declared 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 Independent Directors of the Company have
complied with the requirements of the Independent
Director's Databank as stated in the Companies (Creation
and Maintenance of Databank of Independent Directors)
Rules, 2019 and the Companies (Appointment and
Qualification of Directors) Rules, 2014 as amended from
time to time.
9. Explanation and Comments on Audit Report
The report of the Statutory Auditors (appearing elsewhere
in this Annual Report) and that of the Secretarial Auditors
(annexed hereto as Annexure-1) are self-explanatory
having no adverse comments. Further, the Secretarial
Compliance Report for the financial year ended on
31st March 2026 will be filed with the Stock Exchanges
in which the Company's equity shares are listed. There
were no instances of fraud reported by the Auditors to
the Central Government or to the Audit Committee of the
Company as indicated under the provisions of Section 143
(12) of the Companies Act, 2013.
10. Particulars of Loans / Guarantee /
Investments / Deposits / Security
The Company has no Inter-Corporate Loans / Guarantees
/ Security. Information on investments of the Company in
the Shares of other companies is provided under notes to
Balance Sheet appearing elsewhere in this Annual Report.
The amount of investment made by the Company does
not exceed the limits as specified in Section 186 of the
Companies Act, 2013. The Company has not accepted any
Fixed Deposits.
11. Particulars of Contracts with Related Parties
All the transactions of the Company, entered into with
its related parties are at arm's length basis and have
taken place in the ordinary course of business. Further,
the Company has complied with the provisions of
Regulation 23 of SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015 for transactions entered
into with the related parties.
Pursuant to Regulation 23 of the SEBI (Listing Obligations
and Disclosure Requirements) Regulations, 2015, the
Company had obtained the approval of the Shareholders
to enter into material related party transactions with one
of its related parties.
The particulars of Material Related Party Transactions
which are at arm's length basis is provided in Form
AOC-2 and the same is annexed to the Board's Report as
Annexure-2.
A copy of the Related Party Transaction Policy of the
Company is available on the Company's website at
the link https://www.lmwglobal.com/pdf/investors1/
policies/11%20Related%20Party%20Transaction%20
Policy-25.pdf.
Members may refer to the notes to the financial statements
which sets out related party disclosures for the financial
year 2025-26.
During the ensuing Annual General Meeting, a Resolution
is being proposed for seeking Members approval for
material related party transactions to be entered with
Lakshmi Electrical Control Systems Limited.
12. Material Changes
There are no Material Changes or Commitments affecting
the financial position of the Company which have occurred
between the end of the financial year of the Company and
the date of this report.
13. Conservation of Energy, Technology
Absorption and Foreign Exchange Earnings
and outgo
The particulars pursuant to Section 134 (3)(m) of the
Companies Act, 2013 read with Rule 8(3) of Companies
(Accounts) Rules, 2014 are as under:
STATEMENT FOR CONSERVATION OF ENERGY:
|
Sl.
No
|
Particulars
|
Related Disclosures
|
|
(A)
|
Conservation of Energy
|
|
|
(i)
|
steps taken or impact on conservation
of energy;
|
Company has invested in energy conservation devices to save power as
detailed in point (iii) below.
|
|
(ii)
|
steps taken by the Company for utilising
alternate sources of energy;
|
Company has installed windmills with a capacity of 36.80 MW. The
Company also has a photo-voltaic solar power generating facility with
an installed capacity of 15 MW. The Company uses electricity generated
from renewable sources for captive power consumption.
|
|
(iii)
|
capital investment on energy
conservation equipment;
|
Within the Textile Machinery Division (TMD), significant cost savings
were realised through the strategic installation of variable frequency
drives, the automation of lighting systems, and the deployment
of energy-efficient motors. Parallelly, the Foundry unit achieved
operational efficiencies by optimising air compressor performance,
automating internal street lighting, and retrofitting machinery with
energy-efficient motors. These comprehensive energy conservation
measures involved a total capital investment of C37 Lakhs, resulting in
a substantial annual energy reduction of 9.50 Lakh units. Furthermore,
these initiatives have bolstered the Company's sustainability profile by
reducing carbon emissions by 650 tonnes of CO2 per annum.
|
TECHNOLOGY ABSORPTION, ADAPTATION AND INNOVATION
(B1) Technology Absorption - Foundry Division
|
(i)
|
Efforts made towards technology
absorption;
|
Technical lectures in multiple subjects and specialisation/skill building
exercises, visit to benchmark foundries & participation in Indian Institute
of Foundrymen seminars and exhibitions to absorb the best practices
and new technology.
|
|
(ii)
|
Benefits derived like product
improvement, cost reduction, product
development or import substitution;
|
1. Ability to build heavy parts like Housing, Adaptor Flange and Bearing
Flange for Windmills.
2. Ability to build heavy parts like Hub for the construction & mining
industry.
3. Alternative coating for core / mould that provide cost advantage
were developed.
4. Enhanced ability to make use of reclaimed sand.
5. Successfully developed complete bogie parts consisting of Stator
frames, Suspension tubes, Axle boxes, Gear box housings, Bearing
flanges and End shields for Locomotive engines.
|
|
(iii)
|
In case of imported technology
(imported during the last three years
reckoned from the beginning of the
financial year):
a. details of technology imported;
|
|
| |
b. year of import;
c. whether the technology has been
fully absorbed;
d. if not fully absorbed, areas where
absorption has not taken place, and
the reason thereof.
|
Nil
|
|
(iv)
|
Expenditure incurred on Research and
|
Capital Expenditure: Nil
|
| |
Development.
|
Revenue Expenditure: Nil
Total: Nil
|
(B2) Technology Absorption - Textile Machinery Division
|
(i)
|
Efforts made towards technology
absorption;
|
1. Technical guest lectures in various subjects and specialisations, skill
building exercises, in-depth IPR analysis and review, theoretical
simulation.
2. Adoption of IoT technology for Industry 4.0.
|
|
(ii)
|
Benefits derived like product
improvement, cost reduction, product
development or import substitution;
|
1. Development of smart machines that are capable of self-correction
to ensure quality output.
2. Improved automation across machinery to address the shortage of
skilled manpower.
3. Development of Spinconnect platform encompassing IoT / AI.
4. Reduction in power consumed by machinery.
5. Continuous value engineering efforts to control the cost despite
inflation.
6. Specialised projects focused on parts reliability enhancement.
7. Established a new global benchmark by redefining machine
aesthetics through user-centric design principles.
8. Successfully launched the Automatic Winder LW60, providing a
full domestic alternative that competes directly with high-end
machinery imported from European countries.
9. Implementation of a systematic review to replace hazardous
substances in the manufacturing process with non-hazardous
alternatives and RoHS compliance.
|
|
(iii)
|
In case of imported technology
(imported during the last three years
reckoned from the beginning of the
financial year):
a. details of technology imported;
b. year of import;
c. whether the technology has been
fully absorbed;
d. if not fully absorbed, areas where
absorption has not taken place, and
the reason thereof.
|
Nil
|
|
(iv)
|
Expenditure incurred on Research and
Development.
|
Capital Expenditure: C 0.01 Crores
Revenue Expenditure: C45.59 Crores
Total: C45.60 Crores
|
|
(B3) Technology Absorption - Machine Tool Division
|
|
(i)
|
Efforts made towards technology
absorption;
|
Technical guest lectures in various subjects and, specialisations /
skill building exercises, in-depth IPR analysis and review, theoretical
simulation, thermal compensation & tool wear prediction using AI / ML
technique.
|
|
(ii)
|
Benefits derived like product
improvement, cost reduction, product
development or import substitution;
|
Product Improvement:
Product enhancement on Vertical Machining Centre & Turning Centre to
meet the customer requirements.
New Products under development:
New products are being developed in the product verticals / variants
such as CNC multi tasking, double column Vertical Machining Centre,
Vertical Machining Centre, Turning Centre, and the Horizontal Machining
Centre.
|
|
(iii)
|
In case of imported technology
(imported during the last three years
reckoned from the beginning of the
financial year):
a. details of technology imported;
b. year of import;
c. whether the technology has been
fully absorbed;
d. if not fully absorbed, areas where
absorption has not taken place, and
the reason thereof.
|
Nil
|
|
(iv)
|
Expenditure incurred on Research and
Development.
|
Capital Expenditure: Nil
Revenue Expenditure: C13.00 Crores
Total: C13.00 Crores
|
|
(B4) Technology Absorption - Advanced Technology Centre
|
|
(i)
|
Efforts made towards technology absorption;
|
1. Technical guest lectures on various subjects and
specialisations / skill building exercises.
2. Engaging with start-ups that are developing novel products
leads to an understanding of emerging technologies.
|
|
(ii)
|
Benefits derived like product improvement,
cost reduction, product development or import
substitution;
|
1. Manufacture / development of components and sub¬
assemblies using metal / composite materials.
2. Identifying and developing the critical & high-value adding
processes in-house.
|
|
(iii)
|
In case of imported technology (imported
during the last three years reckoned from the
beginning of the financial year):
a. details of technology imported;
b. year of import;
c. whether the technology has been fully
absorbed;
d. if not fully absorbed, areas where absorption
has not taken place, and the reason thereof.
|
Nil
|
|
(iv)
|
Expenditure incurred on Research and
Development.
|
Capital Expenditure: Nil
Revenue Expenditure: Nil
Total: Nil
|
|
FOREIGN EXCHANGE EARNINGS AND OUTGO: (C in Crores)
|
|
Foreign Exchange Earned
|
C344.41
|
|
Foreign Exchange Outgo
|
C502.42
|
14. Risk Management
The Company follows a comprehensive and integrated
risk appraisal, mitigation and management as stated in its
Risk Management Policy. The identified elements of Risk
and Risk Mitigation measures are periodically reviewed /
revised by the Board of Directors as and when the need
arises. The Board of Directors have also constituted a Risk
Management Committee to oversee the Risk Management
process.
15. Corporate Social Responsibility (CSR)
The Company has constituted a CSR Committee of
the Board of Directors and has adopted a CSR Policy.
The same is posted on the Company's website https://www.
lmwglobal.com/pdf/investors1/policies/04%20CSR%20
Policy.pdf. A report in the prescribed format detailing the
CSR expenditure for the financial year 2025-26 is attached
herewith as Annexure-3 and forms a part of this report.
16. Evaluation of Board's Performance
On the advice of the Board of Directors, the Nomination
and Remuneration Committee of the Board of Directors
of the Company has formulated the criteria for evaluation
of the performance of each individual Director, Board as a
whole, Committees of the Board, Independent Directors,
Non-Independent Directors and the Chairman of the
Board based on the criteria of evaluation as specified
by the Securities and Exchange Board of India (SEBI).
Based on these criteria the performance evaluation
process has been undertaken. The Independent Directors
of the Company had also convened a separate Meeting
for this purpose on 28th January 2026. The results from
this evaluation process has been communicated to the
Chairman of the Board of Directors.
17. Directors and Key Managerial Personnel
There were no changes in the composition of the Board
of Directors of the Company during the year ended
31st March 2026.
The Board of Directors of the Company, on the
recommendation of the Nomination and Remuneration
Committee and the approval of the Audit Committee,
have re-appointed Sri Sanjay Jayavarthanavelu
(DIN: 00004505), as the Managing Director of the Company
for a further term of 5 (Five) years commencing from
1st April 2027, subject to approval of the Shareholders in
the ensuing Annual General Meeting on the terms and
conditions as set out in the Notice convening the Annual
General Meeting. Necessary Resolution in this regard
has been included in the Agenda of the Notice for the
approval of the Members. The Board recommends his
re-appointment.
Sri M Sankar (DIN:10362673), who retires by rotation at
the ensuing Annual General Meeting, being eligible offers
himself for re-appointment. The Board recommends his
re-appointment.
Further, the Board of Directors of the Company, on the
recommendation of the Nomination and Remuneration
Committee, have re-appointed Sri M Sankar (DIN:10362673),
as a Whole-time Director (designated as Director Operations)
for a further period of 3 (Three) years commencing
from 25th October 2026 and for the continuance of the
Directorship of Sri M Sankar (DIN: 10362673), who will
attain the age of 70 years on 13th December 2027, on the
terms and conditions as set out in the Notice convening
the Annual General Meeting, subject to the approval
of Shareholders. Necessary Resolution in this regard
has been included in the Agenda of the Notice for the
approval of the Members. The Board recommends his
re-appointment.
The Nomination and Remuneration Committee and the
Board of Directors at their respective meetings held on 20th
May 2026 after considering the qualifications, credentials
and the required criteria as per statutory requirements,
have recommended to the Shareholders for their
approval, for the re-appointment of Sri Aroon Raman (DIN:
00201205) as an Independent Director of the Company, to
hold office for a second term of 5 (Five) consecutive years,
with effect from 11th May 2027. Necessary Resolution in
this regard has been included in the Agenda of the Notice
for the approval of the Members.
Also, the Nomination and Remuneration Committee and
the Board of Directors at their respective meetings held
on 20th May 2026, after considering the qualifications,
credentials and the required criteria as per statutory
requirements, have recommended to the Shareholders
for their approval, the proposal for appointment of
Sri Narayanan Vellayan (DIN:07774406), as an Independent
Director of the Company, to hold office for the first term
of 5 (Five) consecutive years, commencing from 25th July
2026 and not liable to retire by rotation. Further details
and information regarding the same can be found in
the Notice to Shareholders forming a part of the Annual
Report. Necessary Resolution in this regard has been
included in the Agenda of the Notice for the approval of
the Members.
Apart from the above, there are no other changes in the
Directors and Key Managerial Personnel of the Company.
18. Audit Committee / Whistle Blower Policy
The Audit Committee was formed by the Board of
Directors, and it presently consists of:
1. Sri Aroon Raman, Chairman (Non-Executive and
Independent Director)
2. Sri Arun Alagappan, Member (Non-Executive and
Independent Director)
3. Dr Deepali Pant Joshi, Member (Non-Executive and
Independent Director)
4. Sri M Sankar, Member (Executive Director)
The Board has accepted the recommendations of the Audit
Committee and there were no incidents of deviation from
such recommendations during the financial year under
review. The Company has devised a vigil mechanism in
the form of a Whistle Blower Policy in pursuance of Section
177(10) of the Companies Act, 2013 and details thereof
is available on the Company's website at https://www.
lmwglobal.com/pdf/investors1/policies/12%20Whistle%20
Blower%20Policy.pdf. During the year under review, there
were no complaints received under this mechanism.
19. Prevention of Sexual Harassment of Women
at the Workplace
The Company has complied with the provisions relating
to the constitution of the Internal Complaints Committee
under the Sexual Harassment of Women at Workplace
(Prevention, Prohibition and Redressal) Act, 2013.
Information regarding the complaints received is given below:
(a) Number of complaints of sexual harassment received during the year: Nil.
(b) Number of complaints disposed off during the year: Nil.
(c) Number of cases pending for more than ninety days: Nil.
20. Compliance with the provisions of the Maternity Benefit Act, 1961
The Company has complied with the provisions relating to the Maternity Benefits Act, 1961 for the financial year ended
31st March 2026.
21. Listing of Shares
The Shares of the Company are listed on the BSE Limited and the National Stock Exchange of India Limited. Applicable listing
fees have been paid up to date. The equity shares of the Company have not been suspended from trading at any time during
the year by the concerned Stock Exchanges.
22. Overall Maximum Remuneration
Particulars pursuant to Section 197(12) and Rule 5(1) of the Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014:
a. The ratio of remuneration of each Director to the median employee's remuneration for the financial year and such other
details as prescribed is as given below:
|
Director
|
Category of Directorship
|
Ratio
|
|
Sri Sanjay Jayavarthanavelu
|
Executive and Non-Independent
|
161.99
|
|
Sri S Pathy
|
Non-Executive and Non-Independent
|
1.03
|
|
Sri Arun Alagappan
|
Non-Executive and Independent
|
1.03
|
|
Sri Aroon Raman
|
Non-Executive and Independent
|
1.03
|
|
Sri Jaidev Jayavarthanavelu
|
Non-Executive and Non-Independent
|
1.03
|
|
Sri M Sankar
|
Executive and Non-Independent
|
16.52
|
|
Sri Venkataramani Anantharamakrishnan
|
Non-Executive and Independent
|
1.03
|
|
Smt Pushya Sitaraman
|
Non-Executive and Independent (Woman)
|
1.03
|
|
Dr Deepali Pant Joshi
|
Non-Executive and Independent (Woman)
|
1.03
|
Note: Sitting fees paid to the Directors is not considered as remuneration.
b. The percentage increase in remuneration of each Director, Chief Financial Officer and Company Secretary in the
financial year:
2Were appointed during the financial year 2024-25 and had received remuneration for a part of that year. Hence figures
are not comparable.
Note: For this purpose, sitting fees paid to the Directors is not considered as remuneration. The remuneration details are
for the year 2025-26 (previous year: 2024-25).
c. The percentage increase in the median remuneration of employees in the financial year: 1.85%.
d. The number of permanent employees on the rolls of Company: 3,506.
e. Average percentile spend decrease in the salaries of employees other than the managerial personnel in the last financial
year is 2.14%. Average percentile increase in the managerial remuneration is 75.66% on account of increase in profit
linked remuneration.
f. Affirmation that the remuneration is as per the remuneration policy of the Company: Yes.
g. Particulars of Employees as per [Rule 5(2) and Rule 5(3) of Companies (Appointment and Remuneration of Managerial
Personnel Rules), 2014]:
Particulars of Employees whose salary is not less than Rupees One Crore and Two Lakhs:
Table 11 2 & 3
|
Date of
Name Remuneration commencement Previous
(Age in years) g (in D) Q of employment employment
(experience in years)
|
|
Sri Sanjay
Jayavarthanavelu
(57 years)
|
Chairman and
Managing Director
|
15,76,53,344
|
MBA.
|
3rd June 1994
(31 years)
|
|
|
Sri K Soundhar Rajhan
(77 years)
|
Chief Strategy
Officer
|
2,20,60,713
|
BSc.
|
9th July 1973
(52 years)
|
Kovilpatti
Lakshmi Roller
Flour Mills Limited
|
|
Sri M Sankar
(68 years)
|
Director Operations
|
1,60,76,590
|
BTech.
|
21st August 1985
(40 years)
|
Star Marketing
and Services
Limited
|
|
Sri N Krishna Kumar
(68 years)
|
President - Foundry
& Advanced
Technology Centre
|
1,14,97,265
|
BE., ME.
|
1st July 1983
(42 years)
|
|
|
Sri S Rajasekaran
(58 years)
|
President -
Textile Machinery
Division
|
1,07,56,039
|
DTT., AMIE.,
MTech., DBM.
|
2nd May 1986
(39 years)
|
VR Textiles
|
|
Director
|
Category of Directorship
|
% increase
|
|
Sri Sanjay Jayavarthanavelu
|
Executive and Non-Independent
|
107.71
|
|
Sri S Pathy
|
Non-Executive and Non-Independent
|
-
|
|
Sri Arun Alagappan
|
Non-Executive and Independent
|
-
|
|
Sri Aroon Raman
|
Non-Executive and Independent
|
-
|
|
Sri Jaidev Jayavarthanavelu1
|
Non-Executive and Non-Independent
|
Not comparable
|
|
Sri M Sankar
|
Executive and Non-Independent
|
-7.61
|
|
Sri Venkataramani Anantharamakrishnan2
|
Non-Executive and Independent
|
Not comparable
|
|
Smt Pushya Sitaraman2
|
Non-Executive and Independent (Woman)
|
Not comparable
|
|
Dr Deepali Pant Joshi2
|
Non-Executive and Independent (Woman)
|
Not comparable
|
|
Key Managerial Personnel
|
Designation
|
% increase
|
|
Sri V Senthil
|
Chief Financial Officer
|
-4.31
|
|
Sri C R Shivkumaran
|
Company Secretary
|
5.44
|
’During the financial year 2024-25, Sri Jaidev Jayavarthanavelu's directorship category transitioned from Executive
Director to Non-Executive Director. Consequently, remuneration was drawn proportionately based on the respective
tenures in each role. For the financial year 2025-26, the Director shall be eligible to receive only the commission payable
to Non-Executive Directors, as per the prevailing Company policy.
'Remuneration includes Company's contribution to the provident fund, gratuity and perquisites.
Remuneration details are for the financial year 2025-26 and all other particulars stated are as on 31st March 2026.
3Also refer to note 2 & 3 under Table 3.
Details of employees in receipt of Remuneration / Salary for any part of the year, at a rate which, in the aggregate, was
not less than D8,50,000/- per month:
Table 21 2 & 3
|
Name
(Age in years)
|
Designation
|
Remuneration
(in D)
|
Qualification
|
Date of
commencement
of employment
(experience in years)
|
Previous
employment
|
|
Sri Siva Arvinth Ganga
(52 years)
|
President -
Machine Tool
Division
|
1,35,55,876
|
BE.,
|
17th April 2024
(1 year)
|
Setco Auto Systems
Private Limited
|
'Remuneration includes Company's contribution to provident fund, gratuity and perquisites. Sri Siva Arvinth Ganga was in
employment with the Company until 31st December 2025.
Remuneration details are for the financial year 2025-26 and all other particulars stated are as on 31st March 2026.
3Also refer to note 2 & 3 under Table 3.
|
Name
(Age in years)
|
Designation
|
Remuneration
(in D)
|
Qualification
|
Date of
commencement
of employment
(experience in
years)
|
Previous
employment
|
|
Sri V Senthil
(47 years)
|
Chief Financial
Officer
|
78,46,698
|
B.Com., ACA.
|
23rd January 2015
(11 years)
|
LMW Textile
Machinery
(Suzhou) Co. Ltd
|
|
Sri R Chandrashekar
(42 years)
|
General Manager
|
57,30,867
|
BE., MBA.
|
1st March 2022
(4 years)
|
Adani Ports
and Special
Economic Zone
Limited
|
|
Sri C R Shivkumaran
(52 years)
|
Company
Secretary
|
56,93,520
|
BA., MBA.,
ACMA.,
ACS., PhD.
|
21st August 1996
(29 years)
|
SIV Industries
Limited
|
|
Sri T Chandrasekar
(47 years)
|
Senior General
Manager -
Foundry
|
54,92,252
|
BE.
|
4th January 2023
(3 years)
|
Integra
Automation
Private Limited
|
|
Sri Suresh Kumar Mishra
(45 years)
|
Head -
(Manufacturing) -
Composites - ATC
|
54,66,262
|
Post Graduate
Diploma in
Operations
Management
|
15th February 2022
(4 years)
|
Valdel
Advanced
Technologies
Private Limited
|
|
Sri M Ranganathan
(60 years)
|
Head HR & IR
|
54,19,210
|
BA.,MA.,BL.
|
1st December 2004
(21 years)
|
Veejay Syntex
Private Limited
|
|
Smt B Dhanalakshmi
(56 years)
|
Associate Vice
President -
Finance
|
53,88,424
|
BCom., ACA.,
ACS., ACMA
(Inter).
|
19th January 1996
(30 years)
|
|
|
Sri S Ravichandran
(53 years)
|
Associate Vice
President - SCM
|
52,86,581
|
DME., BE.
|
11th November 1991
(34 years)
|
-
|
|
Sri Manoj Kumar
(58 years)
|
Senior General
Manager -
Marketing & Sales
|
50,16,863
|
BE.
|
22nd October 2007
(18 years)
|
BFCO Limited
|
|
Sri Shashank V Joshi
(57 years)
|
Senior General
Manager -
Marketing & Sales
|
49,34,089
|
BE.
|
1st April 1993
(33 years)
|
XLO Machine
Tools Limited
|
'Remuneration includes Company's contribution to provident fund, gratuity and perquisites.
2Sri Jaidev Jayavarthanavelu, Non-Executive and Non-Independent Director is the son of Sri Sanjay Jayavarthanavelu, Chairman
and Managing Director. Besides this, as at 31st March 2026, no other employee is a relative (in terms of the Companies Act,
2013) of any other Director of the Company.
3No employee of the Company is covered by Rule 5(2) (iii) of the Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014, that is employee, drawing remuneration in excess of the remuneration paid to the Chairman and
Managing Director or Whole-time Director and is holding by himself/herself or along with his/her spouse and dependent
children, shares of 2% or more in the Company.
4The remuneration details are for the financial year 2025-26 and all other particulars stated are as on 31st March 2026.
Details of employees whose salary was not less than Rupees One Crore and Two Lakhs and were listed under top ten
employees in terms of remuneration as at 31st March 2025 and had left the services of the Company during the year 2025-26:
Particulars of Top Ten employees in terms of remuneration drawn:
Table 3123 & 4
23. Corporate Governance
As per Schedule V of the SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015, a separate
section on Corporate Governance practices followed
by the Company is provided elsewhere in this Report.
A report of the Statutory Auditors of the Company
confirming the compliance of conditions of Corporate
Governance as required by SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015 is annexed to
this report as Annexure-4 and forms a part of this report.
24. Auditors
Statutory Auditor
M/s S Krishnamoorthy & Co., Chartered Accountants,
Coimbatore, were re-appointed as Statutory Auditors of the
Company for a second term of 5 (Five) consecutive financial
years commencing from the financial year 2021-22 by the
Shareholders at the 58th Annual General Meeting held
on 21st July 2021. The term of office of Statutory Auditors
expires from the conclusion of the ensuing 63rd Annual
General Meeting of the Company.
Pursuant to Section 139 of the Companies Act, 2013
read with Companies (Audit & Auditors) Rules, 2014
(as amended) and applicable regulations of SEBI (Listing
Obligations and Disclosure Requirements) Regulations,
2015, the Audit Committee and Board of Directors,
after considering the relevant professional experience
and expertise, at their respective meetings held on 20th May
2026, have recommended to appoint M/s Brahmayya & Co.,
Chartered Accountants (Firm Registration Number:
000511S) as the Statutory Auditors of the Company with
Sri P Babu and/or Sri L Ravi Sankar as signing partner(s)
for the first term of 5 (Five) consecutive financial years
commencing from the financial year 2026-27 and shall
hold office from the conclusion of 63rd Annual General
Meeting till the conclusion of the Annual General Meeting
of the Company to be held during the year 2031.
M/s Brahmayya & Co., Chartered Accountants have
consented and confirmed their eligibility for appointment
as Statutory Auditors of the Company. The necessary
Resolution for their appointment has been included in
the Agenda of the Annual General Meeting Notice for the
approval of the Members.
The terms and conditions of the appointment of Statutory
Auditors have been included in the Notice of 63rd Annual
General Meeting for the approval of Members.
Cost Auditor
Pursuant to Section 148 of the Companies Act, 2013
read with the Companies (Cost Records and Audit)
Rules, 2014 (as amended), the Board of Directors, on the
recommendation of the Audit Committee have appointed
Sri A N Raman, Cost Accountant, Chennai, as the Cost
Auditor of the Company for the financial year 2026-27.
The remuneration payable to the Cost Auditor is subject
to ratification of Members at the ensuing Annual General
Meeting.
Secretarial Auditors
Pursuant to Regulation 24A of SEBI (Listing Obligations
and Disclosure Requirements) Regulations, 2015 and
the provisions of Sections 179 & 204 of the Companies
Act, 2013, read with the Companies (Meetings of Board
and its Powers) Rules, 2014, M/s MDS & Associates LLP
(LLPIN: ABZ - 8060), Company Secretaries, Coimbatore
were appointed as Secretarial Auditors of the Company
for the first term of 5 (Five) consecutive financial years
commencing from the financial year 2025-26 by the
Shareholders at the 62nd Annual General Meeting of the
Company held on 17th July 2025.
25. Business Responsibility and Sustainability
Report
In terms of Regulation 34 of SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015 read with
relevant SEBI Circulars, the Business Responsibility and
Sustainability Report of the Company for the year ended
31st March 2026 is annexed as Annexure-5 and forms an
integral part of this report.
26. Compliance with Secretarial Standards
The Directors have devised proper systems to ensure
compliance with the provisions of all applicable Secretarial
Standards issued by the Institute of Company Secretaries
of India and that such systems are adequate and are
operating effectively.
|
Sl No
|
Name of the Employee
|
Date of Cessation
|
Reason
|
|
1
|
Sri V Vijay
|
31st March 2025
|
Resignation
|
|
2
|
Sri P Ananthan
|
30th June 2025
|
Resignation
|
|
3
|
Sri Siva Arvinth Ganga
|
31st December 2025
|
Resignation
|
|
4
|
Sri P Elangovan
|
31st December 2025
|
Resignation
|
27. Additional Information
As per Rule 8(5) of the Companies (Accounts) Rules, 2014 the following additional information is provided:
|
(i)
|
The financial summary or highlights
|
The financial highlights including information on the state of
affairs of the Company, dividend and transfer to reserve have
been provided elsewhere in this report.
|
|
(ii)
|
The change in the nature of business, if any
|
There is no change in the business line of the Company.
|
|
(iii)
|
The names of Companies which have become
or ceased to be its Subsidiaries, Joint Ventures
or Associate Companies during the year.
|
Nil.
|
|
(iv)
|
The details relating to deposits, covered under
Chapter V of the Companies Act, 2013.
|
The Company has not accepted any amount which falls under the
purview of Chapter V of the Companies Act, 2013.
|
|
(v)
|
The details of deposits which are not in
compliance with the requirements of Chapter
V of the Act.
|
Not applicable.
|
|
(vi)
|
The details of significant and material orders
passed by the regulators or courts or tribunals
impacting the going concern status and
Company's operations in future.
|
Nil.
|
|
(vii)
|
The details in respect of adequacy of financial
internal controls with reference to the
Financial Statements.
|
Procedures are set to detect and prevent frauds and to protect
the organisation's resources, both physical (e.g., machinery and
property) and intangible (e.g., reputation or Intellectual property
such as trademarks, patents, etc.). The Financial Statements are
prepared as per the Indian Accounting Standards issued by the
Ministry of Corporate Affairs.
|
|
(viii)
|
Maintenance of cost records under sub-Section
(1) of Section 148 of the Companies Act, 2013.
|
Pursuant to the provisions of Section 148(1) of the Companies
Act, 2013 read with Companies (Cost Records and Audit)
Rules, 2014, the Company is required to maintain cost records.
Accordingly, the Company has duly prepared and maintained the
Cost Records as mandated by the Central Government.
|
|
(ix)
|
A statement regarding opinion of the Board
with regard to integrity, expertise and
experience (including the proficiency) of the
independent directors appointed during the
year.
|
Not applicable; no Independent Director was appointed during
the financial year 2025-26.
|
28. Details of difference between the amount of the valuation done at the time of one-time
settlement and the valuation done while taking loans from the Banks or Financial Institutions
along with the reasons thereof
Not applicable.
29. Acknowledgements
Your Directors thank all customers for their continued support and patronage. The Directors also thank the Company's
Bankers, Selling Agents, Vendors, Central and State Governments for their valuable assistance.
The Directors wish to place on record their appreciation for the cooperation and contribution made by the employees at all
levels towards the progress of the Company.
By order of the Board
Sanjay Jayavarthanavelu
Place : Coimbatore Chairman and Managing Director
Date : 20th May 2026 DIN: 00004505
|