EGM Details
- Meeting Date: Monday, 30th November, 2026 at 2:00 PM IST
- Mode: Video Conferencing/Other Audio-Visual Means
- Cut-off Date: Monday, 23rd November, 2026 for shareholder eligibility
- Remote E-voting Period: Friday, 27th November, 2026 at 9:00 AM to Sunday, 29th November, 2026 at 5:00 PM
- Scrutinizer: Mr. Jitendra Parmar of M/s. Jitendra Parmar & Associates, Company Secretaries
Resolutions for Approval
1. Appointment of Statutory Auditor
Resolution Type: Ordinary Resolution
Purpose: To appoint M/s. M A R K S & co., Chartered Accountants, Ahmedabad (FRN: 139476W) as Statutory Auditor to fill casual vacancy caused by resignation of M/s. S S R V & Associates, Chartered Accountants (FRN: 135901W)
Term: From conclusion of EGM until conclusion of ensuing Annual General Meeting
Remuneration: To be decided by Director in consultation with auditors
2. Change of Company Name
Resolution Type: Special Resolution
Current Name: 7NR Retail Limited
Proposed Name: Culture Group Limited (or such other name as approved by Central Registration Centre)
Regulatory References: Section 4(4), 5, 13, 14 of Companies Act, 2013; Regulation 45 of SEBI LODR Regulations, 2015
Certification: Chartered Accountant certificate confirms compliance with Regulation 45(1) conditions
3. Regularization of Independent Director - Mr. Hetul Dineshbhai Patel
Resolution Type: Special Resolution
DIN: 11801068
Appointment: As Non-Executive & Independent Director
Term: 5 years from 6th November, 2026 to 5th November, 2031
Qualifications: B.Com, Post Graduate Diploma in Export and Import Management from Gujarat University
Experience: Import-Export Consultant at Udit K. Desai since March 2024
Committee Memberships: Chairperson of Stakeholders Relationship Committee and Nomination and Remuneration Committee
4. Regularization of Independent Director - Ms. Varsha Vilasbhai Bhagat
Resolution Type: Special Resolution
DIN: 11994265
Appointment: As Non-Executive & Independent Director
Term: 5 years from 6th November, 2026 to 5th November, 2031
Qualifications: B.Com
Experience: 14 years as Order and Accounts Executive with expertise in order processing and accounting operations
Committee Memberships: Member of Audit Committee, Nomination and Remuneration Committee, and Stakeholders Relationship Committee
5. Borrowing Limits under Section 180(1)(c)
Resolution Type: Special Resolution
Limit: ₹100 Crores (Rupees One Hundred Crores) over and above aggregate of paid-up capital and free reserves
Sources: Banks, Financial Institutions, foreign lenders, body corporates, through various instruments including fixed rate notes, syndicated loans, debentures, commercial papers
Currency: Both rupees and foreign currencies
6. Creation of Charges/Mortgages under Section 180(1)(a)
Resolution Type: Special Resolution
Purpose: To create charges/mortgages/pledges/hypothecations on movable/immovable properties to secure borrowings approved under Resolution 5
Security: On all or any moveable/immovable properties, tangible/intangible assets, present/future, whole/part of undertakings
7. Powers under Section 186
Resolution Type: Special Resolution
Limit: ₹100 Crores (Rupees One Hundred Crores) outstanding at any point
Activities: Loans to any person/body corporate, guarantees, security provision, investments in securities of body corporate
8. Loans to Directors under Section 185
Resolution Type: Special Resolution
Limit: ₹100 Crores (Rupees One Hundred Crores) aggregate outstanding amount
Beneficiaries: Entities in which directors are interested as per Section 2(76) of Companies Act, 2013
9. Material Related Party Transaction with Culture Antique Jewellery Private Limited
Resolution Type: Ordinary Resolution
Limit: ₹100.00 Crores (Rupees One Hundred Crores)
Transaction Types: Sale/purchase/supply of goods/materials, property disposal/acquisition, leasing, services, agent appointment, office of profit appointment, securities underwriting
Duration: One year from 1-April-2026 to 31-March-2027
Turnover Percentage: 791.13% of company's FY2025-26 consolidated turnover of ₹12.64 Crore
10. Material Related Party Transaction with Culture Diamond Jewels
Resolution Type: Ordinary Resolution
Limit: ₹100.00 Crores (Rupees One Hundred Crores)
Transaction Types: Same as Resolution 9
Duration: One year from 1-April-2026 to 31-March-2027
Relationship: Director or relative is Partner in Culture Diamond Jewels
Turnover Percentage: 791.13% of company's FY2025-26 consolidated turnover
11. Material Related Party Transaction with Umiya Jewellers
Resolution Type: Ordinary Resolution
Limit: ₹100.00 Crores (Rupees One Hundred Crores)
Transaction Types: Same as Resolution 9
Duration: One year from 1-April-2026 to 31-March-2027
Relationship: Director or relative is Partner in Umiya Jewellers
Turnover Percentage: 791.13% of company's FY2025-26 consolidated turnover
Financial Context
- FY2025-26 Consolidated Turnover: ₹12.64 Crore
- Material RPT Threshold: ₹1.26 Crore (10% of turnover)
- Proposed RPT Limits: ₹100 Crores each (significantly above threshold)
Voting Arrangements
- Remote E-voting Provider: National Securities Depository Limited (NSDL)
- Voting Rights: Proportional to shareholding as on cut-off date (23-Nov-2026)
- Physical Attendance: Not permitted due to VC/OAVM mode
- Proxy Facility: Not available
Additional Information
- Company Website: http://www.7nrretailltd.in
- Contact Email: info@7nrretailltd.in