Meeting Details

  • Date: Thursday, 17th September, 2026
  • Time: 3:30 P.M. IST
  • Mode: Video Conferencing (VC)/Other Audio-Visual Means (OAVM)
  • Record Date: Thursday, 10th September, 2026
  • Register of Members Closure: Friday, 11th September, 2026 to Thursday, 17th September, 2026 (both days inclusive)

Ordinary Business Items

1. Adoption of Financial Statements

Resolution to receive, consider, and adopt the Standalone and Consolidated Financial Statements for the year ended 31st March, 2026, including Audited Balance Sheet, Statement of Profit and Loss, Cash Flow Statement, and Reports of Board of Directors and Auditors. This is proposed as an Ordinary Resolution under Sections 129, 134 of Companies Act, 2013 and Companies (Accounts) Rules, 2014.

2. Re-appointment of Director

Re-appointment of Mr. Shalin Ashok Shah (DIN: 002974447) as Non-Executive Director, who retires by rotation. Proposed as an Ordinary Resolution under Section 152 of Companies Act, 2013.

  • Age: 52 years
  • Date of Birth: 31/08/1973
  • First Appointment: 29/07/2009
  • Qualifications: Civil Engineer from L.D. Engineering College, Ahmedabad
  • Experience: Over 30 years in manufacturing, trading, finance, accounting, IT, legal and industrial operations
  • Shareholding: 5,545,000 Equity Shares (22.18%)
  • Board Meetings Attended (2025-26): 11 out of 11
  • Other Directorships: Lesha Industries Limited, Gujarat Natural Resources Limited, Rhetan TMT Limited, Ashnisha Industries Limited, Lesha Ventures Private Limited

Special Business Items

3. Regularization of Appointment of Independent Director

Appointment of Mrs. Jhanvi Vikas Sethi (DIN: 08593000) as Non-Executive Independent Director for a term of 5 years from 12th August, 2026 to 11th August, 2031. Proposed as a Special Resolution under Sections 149, 150, 152 of Companies Act, 2013 and SEBI LODR Regulations.

  • Age: 49 years
  • Date of Birth: 12/04/1977
  • First Appointment: 12/08/2026 (as Additional Director)
  • Qualifications: Psychologist
  • Experience: Over 20 years in stock market and finance sector with expertise in investment management, capital market operations, and financial analysis
  • Shareholding: Nil
  • Other Directorships: Rhetan TMT Limited, Ashnisha Industries Limited, Gujarat Natural Resources Limited

4. Enhancement of Financial Assistance Limit and Loan Conversion

Special Resolution to enhance the limit for availing financial assistance from Promoters and Promoter Group from ₹25 Crores to ₹50 Crores and authorize conversion of outstanding loans into equity shares.

  • Purpose: To meet funding requirements for capital expenditures, operational expenditure, working capital, and general corporate purposes
  • Conversion Terms: Lenders may convert whole or part of outstanding loans into fully paid-up equity shares at mutually agreed price
  • Conversion Conditions: Shares to rank pari passu with existing equity shares; repayment installments to reduce proportionately after conversion
  • Authorization: Board authorized to delegate powers to any Director or officer to implement this resolution

5-9. Material Related Party Transactions

Five separate Special Resolutions seeking approval for entering into material related party transactions with the following entities, each capped at ₹150 Crores for FY 2027-28:

1. Rhetan TMT Limited (Subsidiary)

2. Ashnisha Industries Limited

3. Lesha Industries Limited

4. Gujarat Natural Resources Limited

5. Lesha Ventures Private Limited

Nature of Transactions: Sale/purchase/lease/supply of goods; procurement/rendering of services; transfer of resources/services/obligations; availing/advancing borrowings/inter-corporate loans/advances

Transaction Basis: Ordinary course of business, arm's length basis

Detailed RPT Information

Historical Transactions (2025-26)

With Listed Entity:

  • Rhetan TMT Limited: Purchases ₹216.12 lakh, Sales ₹108.24 lakh, Closing Balance ₹67.58 lakh
  • Lesha Industries Limited: Inter-corporate borrowings/advance received Closing Balance ₹61.72 lakh

With Subsidiary (Rhetan TMT Limited):

  • Ashnisha Industries Limited: Purchases ₹698.83 lakh, Sales ₹272.19 lakh, Closing Balance ₹591.60 lakh; Inter-corporate borrowings/advance given ₹32.90 lakh, Closing Balance ₹180.21 lakh
  • Lesha Industries Limited: Purchases ₹548.01 lakh, Closing Balance ₹63.06 lakh
  • Ashoka Metcast Limited: Purchases ₹216.12 lakh, Sales ₹108.24 lakh, Closing Balance ₹67.58 lakh; Inter-corporate borrowings/advance given ₹2,010.40 lakh, Closing Balance ₹2,693.60 lakh

Current Year Transactions (2026-27 till approval date)

With Listed Entity:

  • Rhetan TMT Limited: Opening Balance ₹2693.60 lakh, Loan Taken ₹165.50 lakh, Loan Repaid ₹1590.00 lakh, Closing Balance ₹1269.10 lakh; Purchases ₹135.65 lakh, Closing Balance ₹16.56 lakh
  • Lesha Industries Limited: Opening Balance ₹61.72 lakh, Closing Balance ₹61.72 lakh

Proposed Transaction Value Impact

  • As percentage of listed entity's consolidated turnover (2025-26): Upto 541.47%
  • As percentage of subsidiary's standalone turnover (2025-26): Upto 613.73%

Director Interests in Related Parties

  • Mr. Shalin Shah: 5.65% in Rhetan TMT Limited, 3.21% in Ashnisha Industries Limited, 16.52% in Lesha Industries Limited, 50% in Lesha Ventures Private Limited
  • Mr. Ashok Shah: 2.83% in Ashnisha Industries Limited, 9.14% in Lesha Industries Limited, 50% in Lesha Ventures Private Limited

Voting Arrangements

  • Remote e-Voting Period: Monday, 14th September, 2026 (9:00 AM) to Wednesday, 16th September, 2026 (5:00 PM)
  • e-Voting Service Provider: Central Depository Services (India) Limited (CDSL)
  • Scrutinizer: Mr. Chintan K. Patel, Practicing Company Secretary
  • Results Declaration: To be placed on company website and disseminated to stock exchanges immediately after declaration

Governance Compliance

  • Notice includes Annexure with director details as required by Regulation 36(3) of SEBI LODR Regulations
  • Explanatory Statements provided as required under Section 102 of Companies Act, 2013
  • Related party transactions comply with SEBI Circulars dated February 14, 2025 and June 26, 2025 on Industry Standards
  • Audit Committee has reviewed and approved all related party transactions subject to shareholder approval