Date: 04th August, 2026

KMP / Board / Auditor Changes

Ms. Shikha Bansal (DIN: 02712175)

  • Re-appointment as Whole-time Director, liable to retire by rotation
  • Current term: 01.11.2025 to 31.10.2030 (5 years)
  • Qualification: Bachelor's Degree in commerce from University of Delhi and Master's Degree in commerce
  • Association with company since December 1, 2020
  • Part of Promoter Group

Mrs. Shruti Aggarwal (DIN: 08598962)

  • Re-appointment as Whole-time Director, liable to retire by rotation
  • Current term: 14.04.2025 to 13.04.2030 (5 years)
  • Qualification: Bachelor of Commerce from University of Delhi, Chartered Financial Analyst (ICFAI), Tripura, PGDM (Finance) - Shri Ram Institute of Management
  • 13+ years experience in financial planning, budgeting, operations and management reporting
  • Part of Promoter Group

Mr. Bhisham Kumar Gupta (DIN: 09493608)

  • Continuation as Independent Director beyond age of 75 years
  • Date of Birth: June 05, 1952
  • Current term: July 12, 2023 to July 11, 2028
  • Continuation period: From June 05, 2027 to July 11, 2028
  • 47 years experience in Mechanical Industry, former Executive Director of M/s Engineers India Limited, New Delhi
  • Not related to any other Director
  • Directorship in NAM Securities Limited

Ms. Ashvika Bansal

  • Appointment as CSR Head of the Company effective 04.08.2026
  • Relative of a director
  • Qualification: International Baccalaureate at Bangkok Patana School with Higher Level studies in Economics, Mathematics, and Physics
  • Experience: Volunteer at Atul Krishan Bansal Foundation since January 2021, Founder of "Beyond the Equation" podcast platform, finance leadership roles
  • No other directorships

Board Meeting Outcomes

The Board of Directors meeting held on 04th August, 2026 (commenced at 09:00 AM, concluded at 10:52 AM) approved the following matters:

1. Reclassification and Increase in Authorised Share Capital from ₹85,00,00,000 to ₹95,00,00,000 and alteration of Capital Clause of MOA

2. Increase in Managerial Remuneration of Ms. Shikha Bansal

3. Related Party Transaction for office premises rent

4. Appointment of Ms. Ashvika Bansal as CSR Head

5. Approval for issuance and allotment of Equity Shares on conversion of existing loan facility

6. Continuation of Directorship of Mr. Bhisham Kumar Gupta beyond age 75

7. Re-appointment of Ms. Shikha Bansal as Whole-time Director

8. Re-appointment of Mrs. Shruti Aggarwal as Whole-time Director

9. Convening of 37th Annual General Meeting

10. Re-constitution of Committees of the Board

Capital Restructuring

Existing Authorised Share Capital: ₹85,00,00,000 divided into:

  • 787,50,000 Equity Shares of ₹10 each (aggregating to ₹78,75,00,000)
  • 62,50,000 Preference Shares of ₹10 each (aggregating to ₹6,25,00,000)

Proposed Authorised Share Capital: ₹95,00,00,000 divided into:

  • 9,50,00,000 Equity Shares of ₹10 each

Reason for increase: To meet future fund-raising requirements/growth plans of the Company

Approval mode: Members' approval through AGM

MOA alteration: Clause V of Memorandum of Association

Related Party Transactions

Office Premises Rent Transaction:

  • Related Party: Ms. Shikha Bansal (Whole-time Director & Promoter Group)
  • Nature: Taking Office Premises on Rent
  • Properties: SCO 222 & SCO 223, Omaxe World Street
  • Purpose: For use by Atul Krishan Bansal (AKB) Foundation
  • Tenure: 11 months
  • Monthly Rent: ₹70,000 (₹35,000 for each property)
  • Arm's Length Basis: Yes, based on prevailing market rates
  • Materiality: Not Material as per Regulation 23(1)
  • Approval: Audit Committee meeting held on 4th August, 2026

Fundraising / Financing

Loan Facility Conversion Option:

  • Lender: Bank of India (Lead Bank) and Consortium of Lenders
  • Loan Amount: ₹2,000 Crores
  • Conversion Trigger: Event of default as per Loan Agreement
  • Conversion Type: Section 62(3) read with section 62(1)(c) of Companies Act, 2013
  • Security: Equity Shares of face value ₹10 each
  • Conversion Price: As per formula in Loan Agreement and compliance with SEBI ICDR Regulations
  • Approval Required: Shareholders' Special Resolution

Remuneration Changes

Ms. Shikha Bansal, Whole-time Director:

  • Current remuneration: ₹38.49 Lakhs per annum
  • New remuneration: ₹1.38 Crore per annum
  • Increase: ₹1 Crore
  • Effective: 01.04.2026
  • Approval: Subject to Members' Special Resolution

Ms. Ashvika Bansal, CSR Head:

  • Remuneration: ₹2,40,000 per month
  • Within limits prescribed under Section 188(1)(f) of Companies Act, 2013
  • No member approval required

Board Committee Re-constitution

Effective 4th August 2026:

Stakeholders Relationship Committee:

  • Mr. Krishan Lalit Bansal – Chairperson
  • Mrs. Shruti Aggarwal – Member
  • Mrs. Shilpi Barar – Member
  • Mr. Ashwani Kumar Prabhakar – Member
  • Mr. Bhisham Kumar Gupta – Member

Corporate Social Responsibility Committee:

  • Mrs. Shilpi Barar – Chairperson
  • Mr. Krishan Lalit Bansal – Member
  • Mrs. Shruti Aggarwal – Member
  • Mr. Ashwani Kumar Prabhakar – Member
  • Mr. Bhisham Kumar Gupta – Member

AGM Arrangements

Authorized persons to convene 37th Annual General Meeting:

  • Mr. Krishan Lalit Bansal, Chairman & Managing Director
  • Mr. Ranjan Kumar Sarangi, Company Secretary (Membership No: F8604)

Meeting to be conducted through Video Conferencing/Other Audio Visual Means