Meeting Details
- Type of Meeting: Postal Ballot through remote e-voting only (no physical meeting)
- Cut-Off Date for Voting Rights: Friday, October 9, 2026
- Voting Period: Monday, October 26, 2026 at 9:00 a.m. (IST) to Tuesday, November 24, 2026 at 5:00 p.m. (IST)
Proposed Resolutions and Implications
Item No. 1: Approval of Material Related Party Transactions with JS Infra Core Private Limited
- Resolution Type: Ordinary Resolution
- Transaction Categories:
- Sale/purchase of goods/materials and/or rendering/availing of services: Value not exceeding ₹50 crore at any given point
- Borrowings/lending, including providing/receiving corporate guarantees: Outstanding amount not exceeding ₹500 crore at any given point
- Relationship: JS Infra Core is a subsidiary (70% owned by Arisinfra)
- Materiality: Represents 51.53% of the company's annual consolidated turnover
- Business Rationale: To facilitate business operations and growth requirements of the subsidiary
- Governance: Audit Committee and Board have reviewed and approved, subject to shareholder approval
Item No. 2: Partial Modification of Approval for Material Related Party Transactions with Buildmex-Infra Private Limited
- Resolution Type: Ordinary Resolution
- Modification Purpose: To expressly include providing/receiving corporate guarantees within existing borrowing/lending category
- Transaction Categories:
- Sale/purchase of goods/materials and/or rendering/availing of services: Value not exceeding ₹50 crore at any given point
- Borrowings/lending, including providing/receiving corporate guarantees: Outstanding amount not exceeding ₹450 crore at any given point
- Relationship: Buildmex-Infra is a subsidiary (92% owned by Arisinfra)
- Materiality: Represents 46.84% of the company's annual consolidated turnover
- Original Approval: Granted at Fifth Annual General Meeting held on July 31, 2026
- Validity Period: From conclusion of 5th AGM (July 31, 2026) until conclusion of 6th AGM
Voting Process and Methods
- Voting Method: Remote e-voting only through NSDL platform
- Service Provider: National Securities Depository Limited (NSDL)
- Voting Rights: Proportional to shareholding as on cut-off date (October 9, 2026)
- Result Declaration: Within 2 working days from conclusion of voting period
- Result Publication: To be communicated to BSE and NSE, and placed on company website (https://aris.in/pages/investor-relations) and NSDL website (www.evoting.nsdl.com)
Scrutinizer Appointment
- Name: Mr. Dhrumil M. Shah, Practising Company Secretary (Membership No. FCS 8021 & CP 8978)
- Firm: Partner of M/s Dhrumil M. Shah & Co. LLP
- Role: To conduct postal ballot process in fair and transparent manner
- Authority: Final decision on validity of votes cast
Compliance with Laws and Regulations
The notice is issued in compliance with:
- Section 110 of the Companies Act, 2013 read with Rules 20 and 22 of the Companies (Management and Administration) Rules, 2014
- Regulation 44 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015
- Secretarial Standard on General Meetings (SS-2) issued by ICSI
- MCA Circulars: General Circular No. 14/2020, 17/2020, and latest being General Circular No. 03/2025 dated September 22, 2025
- SEBI Master Circular bearing reference no. HO/49/14/14(7)2025-CFDPOD2/I/3762/2026 dated January 30, 2026
Additional Financial Information
JS Infra Core Private Limited Financials (FY 2025-2026 standalone):
- Turnover: ₹69.23 million
- Profit After Tax: ₹0.95 million
- Net Worth: ₹1.05 million
Buildmex-Infra Private Limited Financials (FY 2025-2026 standalone):
- Turnover: ₹1,769.60 million
- Profit After Tax: ₹50.43 million
- Net Worth: ₹43.30 million
Voting Instructions
- Members holding shares in demat mode can vote through their demat accounts with NSDL or CDSL
- Members holding physical shares need to register for e-voting with required documentation
- Institutional shareholders must submit board resolutions/authority letters to scrutinizer
- Helpdesk contacts provided for technical support during voting process
Document Availability
The complete postal ballot notice with explanatory statements and annexures is available on:
- Company website: https://aris.in/pages/investor-relations
- BSE website: www.bseindia.com
- NSE website: www.nseindia.com
- NSDL e-voting website: www.evoting.nsdl.com