Event Details

ADF Foods Limited held its 36th Annual General Meeting (AGM) on Wednesday, 12th August 2026 at 04:00 p.m. (IST) through two-way Video Conferencing (VC) or Other Audio Visual Means (OAVM) without physical presence of members.

The meeting was conducted in compliance with Circulars issued by the Ministry of Corporate Affairs and SEBI, with no facility for appointment of proxies due to the virtual format.

Attendance

Directors Present: Mr. Bimal Thakkar (Chairman, Managing Director and CEO), Mr. Manmohan Srivastava (Independent Director and Chairman of Audit Committee), Mr. Viren Merchant (Non-Executive Non-Independent Director and Chairman of Stakeholders' Relationship Committee), Mr. Ameet Hariani (Independent Director), Mr. Pheroze Mistry (Independent Director), Mr. Jay Mehta (Non-Executive Non-Independent Director), and Mr. Arjuun Guuha (Whole Time Director).

Directors Absent: Ms. Deepa Misra Harris (Independent Director and Chairperson of Nomination and Remuneration Committee) due to unavoidable preoccupations.

Other Attendees: Mr. Srinivas Ayyagari (Chief Financial Officer), Ms. Shalaka Ovalekar (Company Secretary), representatives from M/s. MSKA & Associates LLP (Statutory Auditors, Firm Registration No. 105047W), Mr. Keyul Dedhia from M/s. Dedhia Shah & Partners LLP (Secretarial Auditors, COP No. 8618), and Mr. Sanjay S. Risbud (Practicing Company Secretary and Scrutinizer).

Meeting Administration

The Annual Report for FY 2025-26 along with the Notice of the 36th AGM was sent electronically to members with registered email addresses. For shareholders without registered email, a letter with web-link to access the Annual Report was provided.

Remote e-voting was available from 8th August 2026 (09:00 a.m.) till 11th August 2026 (05:00 p.m.), with additional e-voting facility during the meeting for those who hadn't voted earlier. Voting was proportionate to shares held.

Key Proceedings

Mr. Bimal Thakkar chaired the meeting and delivered a speech on company performance. The Notice of AGM was taken as read with members' consent.

Audit Reports: The Company Secretary confirmed no qualifications in the Statutory Auditors Report on Standalone and Consolidated Financial Statements for FY 2025-26. No qualifications, reservations or adverse remarks were contained in the Secretarial Audit Report and Compliance report on Corporate Governance.

Resolutions Considered

1. (a) Receipt, consideration and adoption of Audited Standalone Financial Statements for FY ended 31st March 2026 with Reports of Board of Directors and Auditors

(b) Receipt, consideration and adoption of Audited Consolidated Financial Statements for FY ended 31st March 2026 with Report of Auditors [Ordinary Resolution]

2. Declaration of Final Dividend of ₹0.60 per equity share of face value ₹2 each for FY ended 31st March 2026 [Ordinary Resolution]

3. Appointment of Director in place of Mr. Bimal Thakkar (DIN: 00087404) who retires by rotation and offers himself for re-appointment [Ordinary Resolution]

4. Approval for continuation of existing remuneration terms of Mr. Bimal Thakkar for remaining tenure from 1st October 2026 to 30th September 2028 [Special Resolution]

Note: Original appointment term was approved by members on 11th March 2023 from 1st October 2023 to 30th September 2028, but remuneration could only be approved for first three years until 30th September 2026 due to statutory provisions.

Voting Process

Mr. Sanjay S. Risbud was appointed as Scrutinizer to scrutinize the remote e-voting process and e-voting at AGM. The e-voting facility remained open for fifteen minutes after the Q&A session.

Disclosure Requirements

The meeting was conducted pursuant to Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and SEBI Master Circular No. HO/49/14/14(7)2025-CFD-POD2/I/3762/2026 dated 30th January 2026.

Meeting Conclusion

The meeting concluded at 5:10 p.m. (IST). Voting results will be submitted to NSE and BSE and made available on company website (https://adf-foods.com) and MUFG Intime India Private Limited website (https://instavote.linkintime.co.in) within two working days. Results will also be displayed on Notice Board at Registered Office and Corporate Office.

Important Notes

  • This document does not constitute minutes of the proceedings of the AGM
  • The company will separately intimate e-voting results to stock exchanges