Ordinary Business Agenda

1. Item 1: To receive, consider and adopt the Audited Standalone Financial Statements for the financial year ended March 31, 2026, together with Reports of Board of Directors and Auditors.

2. Item 2: To appoint a director in place of Mrs. Amita Jayesh Mehta (DIN: 00193075), who retires by rotation and offers herself for re-appointment.

Special Business Agenda

3. Item 3: Appointment of Mr. Kishor Babubhai Vaidya (DIN: 00780826) as Non-Executive Independent Director for a first term of five consecutive years commencing from September 30, 2026. He was appointed as Additional Director (Independent) effective September 08, 2026, and has attained age 75 years but meets independence criteria under Section 149(6) of Companies Act, 2013 and Regulation 16(1)(b) of SEBI Listing Regulations.

4. Item 4: Re-appointment of Mr. Richie Hiralal Amin (DIN: 02253316) as Independent Director for a second term of five consecutive years from November 08, 2026, to November 07, 2031. He was initially appointed on September 29, 2022, with term ending November 07, 2026.

5. Item 5: To approve giving loans, inter-corporate deposits, guarantees, and acquiring securities of other body corporates in excess of limits prescribed under Section 186 of Companies Act, 2013. Special resolution seeks approval for aggregate limit of ₹30,00,00,000 (Rupees Thirty Crores). This supersedes all earlier resolutions.

6. Item 6: Appointment of M/s. NL Bhatia & Associates, Practicing Company Secretaries (Firm Reg. No.: P1996MH055800), as Secretarial Auditor for five consecutive years from FY 2026-27 to FY 2030-31. Remuneration to be determined by Board.

7. Item 7: To approve temporary deployment of unutilized proceeds from preferential issue of securities up to ₹11,00,00,000 (Rupees Eleven Crores) through fixed deposits and/or secured/unsecured Inter-Corporate Deposits (ICDs) and/or loans to other body corporates. This is pending utilization towards objects of the preferential issue and does not constitute change in objects.

8. Item 8: Sub-division/split of each equity share from face value of ₹10/- to ₹1/-. Pre sub-division: Authorized Share Capital - 1,15,00,000 shares of ₹10 each (₹11,50,00,000); Issued, Subscribed and Paid-up Share Capital - 70,38,333 shares of ₹10 each (₹7,03,83,330). Post sub-division: Authorized Share Capital - 11,50,00,000 shares of ₹1 each (₹11,50,00,000); Issued, Subscribed and Paid-up Share Capital - 7,03,83,330 shares of ₹1 each (₹7,03,83,330). Record date to be fixed by Board.

9. Item 9: Alteration of Capital Clause V of Memorandum of Association to reflect changed authorized share capital post sub-division from "₹11,50,00,000 divided into 1,15,00,000 Equity Shares of ₹10/- each" to "₹11,50,00,000 divided into 11,50,00,000 Equity Shares of ₹1/- each".

Voting and Meeting Logistics

  • Cut-off date for determining voting rights: September 23, 2026.
  • Remote e-voting period: September 26, 2026 (09:00 AM) to September 29, 2026 (05:00 PM).
  • E-voting service provider: Purva Sharegistry (India) Private Limited.
  • Scrutinizer: M/s S P K G & Co. LLP, Practicing Chartered Accountants.
  • Members can join AGM via VC/OAVM 15 minutes before scheduled time.

Director Details from Annexure

  • Mrs. Amita Jayesh Mehta: Age 62, DIN 00193075, appointed April 12, 2016, holds 5,51,925 shares. Spouse of Mr. Jayesh Ramniklal Mehta.
  • Mr. Kishor Babubhai Vaidya: Age 78, DIN 00780826, appointed September 08, 2026. Profile highlights 42+ years in compliance and business consulting.
  • Mr. Richie Hiralal Amin: Age 61, DIN 02253316, appointed November 08, 2021. Commerce graduate with expertise in industrial equipment and manufacturing.

Financial Impact

  • Loans/Investments/Guarantees limit: ₹30 crores
  • Temporary ICDs/Loans from unutilized preferential issue proceeds: ₹11 crores
  • Share capital remains unchanged at ₹11.5 crores authorized and ₹7.04 crores paid-up post split