AGM Details

  • AGM Date: Monday, September 21, 2026
  • Time: 11:00 A.M. (IST)
  • Venue: Video Conferencing / Other Audio-Visual Means
  • Book Closure Date: Tuesday, September 15, 2026 to Monday, September 21, 2026 (both days inclusive)
  • Record Date for Final Dividend & AGM: Monday, September 14, 2026
  • Remote e-voting period: Friday, September 18, 2026 at 9:00 A.M. (IST) to Sunday, September 20, 2026 at 5:00 P.M. (IST)

Ordinary Business Items

1. To receive, consider and adopt:

  • Audited Standalone Financial Statements for FY ended March 31, 2026 with Reports of Board of Directors and Auditors
  • Audited Consolidated Financial Statements for FY ended March 31, 2026 with Report of Auditors

2. To declare Final Dividend of ₹0.05 (Rupees Five Paise Only) per equity share of face value ₹1 each for FY ended March 31, 2026

  • Dividend payment subject to TDS deduction
  • Payment within 30 days of AGM approval
  • Electronic payment mode only (no physical warrants)

3. To appoint director in place of Mrs. Apeksha Kadam (DIN: 08878724) who retires by rotation

  • Date of Birth: February 28, 1982
  • Age: 44 years
  • First appointed: February 11, 2021
  • Qualification: MBA from National Institute of Management
  • Remuneration for FY2025-26: ₹11,32,147 (includes sitting fees ₹40,000)
  • Holds directorships in Dhansafal Finserve Limited, Comfort Commotrade Limited, Comfort Securities Limited
  • Resigned from Comfort Fincap Limited effective December 30, 2025

Special Business Item

4. To approve Material Related Party Transactions (Special Resolution required)

Overview of Proposed RPTs

Aggregate value of ₹830 crore proposed for FY2026-27 with nine related parties:

| Related Party | Proposed Value (₹ Cr) | Nature of Transactions |

| Luharuka Exports Private Limited | 50 | Transfer of securities including subsidiary/associate company securities |

| Comfort Fincap Limited | 100 | Transfer of securities (₹50Cr) + Loans/Guarantee/Securities (₹50Cr) |

| DhanSafal Finserve Limited | 20 | Inter-corporate loans/deposits, guarantees, security provisions |

| Comfort Commotrade Limited | 40 | Inter-corporate loans/deposits, guarantees, security provisions |

| Comfort Capital Private Limited | 20 | Inter-corporate loans/deposits, guarantees, security provisions |

| Comfort Securities Limited | 100 | Inter-corporate loans/deposits, guarantees, security provisions |

| Liquors India Limited | 40 | Inter-corporate loans/deposits, guarantees, security provisions |

| Flora Fountain Properties Limited | 400 | Loans/Guarantee/Securities (₹50Cr) + Sale/purchase/supply of goods (₹350Cr) |

| Flora Limited | 50 | Not specified in detail |

Key Terms and Conditions

  • All transactions proposed on arm's length basis
  • Tenure: 1 year for most transactions
  • Interest rate: 14% per annum payable quarterly (where applicable)
  • Security: Secured by property or shares as mutually agreed
  • Repayment: Repayable on demand or fixed tenure as per loan agreement
  • Purpose: Business and working capital requirements

Financial Impact Assessment

  • The proposed RPTs represent significant percentages of the company's consolidated turnover:
  • Luharuka Exports: 26.85% of FY2024-25 turnover
  • Comfort Fincap: 53.70% of FY2024-25 turnover
  • DhanSafal Finserve: 10.74% of FY2024-25 turnover
  • Comfort Commotrade: 21.48% of FY2024-25 turnover
  • Flora Fountain Properties: 214.80% of FY2024-25 turnover

Dividend Distribution Details

  • Record Date: Monday, September 14, 2026
  • Payment Timeline: Within 30 days of AGM approval
  • TDS Requirements:
  • Resident individuals: 10% with valid PAN, 20% without PAN
  • Exemption threshold: ₹10,000 aggregate dividend per shareholder
  • Non-residents: 20% plus applicable surcharge and cess, with DTAA benefits available
  • Payment Mode: Electronic only through ACH
  • KYC Requirements: Shareholders must register bank details with DP/RTA

E-voting and AGM Participation

  • Remote e-voting: September 18-20, 2026 via NSDL platform
  • AGM Participation: Through VC/OAVM only (no physical attendance)
  • Scrutinizer: Mrs. Ramadevi Venigalla, Practicing Company Secretary
  • Results Declaration: Within 2 working days of AGM conclusion

Additional Information

  • Annual Report 2025-26: Available electronically only unless physical copy requested
  • Green Initiative: Supporting MCA's electronic document delivery initiative
  • Significant Beneficial Ownership: Members must comply with Section 90 of Companies Act, 2013
  • Nomination Facility: Available for shareholders as per Section 72 of Companies Act, 2013

Financial Data of Related Parties (FY2024-25)

The document provides detailed financial information for each related party including turnover, profit after tax, and net worth values for assessment of the proposed transactions.