1. Appointment of Internal Auditor

The Board approved the appointment of M/s. Mahesh Sharma & Associates, Chartered Accountants (Firm Registration No. 014330N), as the Internal Auditor of the Company for the financial years 2026-27 to 2030-31.

  • Professional Fee: ₹25,000 per annum plus applicable taxes
  • Appointment Date: 09 October 2026
  • Basis of Appointment: Section 138 of the Companies Act, 2013 read with applicable rules
  • Rationale: To assist the Company in reviewing and strengthening its internal control systems, management processes, operational efficiency, and support compliance with applicable laws and regulatory requirements.

Profile of Internal Auditor: M/s. Mahesh Sharma & Associates is a professionally managed Chartered Accountancy firm headed by Mahesh Sharma, providing audit, taxation, investment advisory, RBI-related matters, legal and secretarial services, business processing, project financing, accounting, and business advisory services. The firm has over 30 years of experience and serves clients across manufacturing, education, retail, real estate, exports, NGO/trust, and overseas sectors.

2. Appointment of Mr. Chandrashekhar Singh as Additional Director

The Board approved the appointment of Mr. Chandrashekhar Singh (DIN: 05131693) as an Additional Director in the category of Non-Executive Independent Director with effect from 09 October 2026.

  • Term: Shall hold office as Additional Director up to the date of the ensuing Annual General Meeting, subject to Section 161(1) of Companies Act, 2013. His appointment as Independent Director for five consecutive years is subject to shareholder approval.
  • Independence Declaration: Mr. Singh furnished a declaration confirming he meets independence criteria under Section 149(6) of Companies Act, 2013 and Regulation 16(1)(b) of SEBI (LODR) Regulations, 2015.
  • Debarment Status: Not debarred from holding director office by any SEBI order or other authority.
  • Shareholding: Holds 0 shares in the company as confirmed.
  • Relationships: Not related to any existing directors of the Company.

Profile of Director: Mr. Chandrashekhar Singh is a serial entrepreneur, business coach, and motivational speaker with experience in financial markets, technology, web technology, artificial intelligence, brand communication, and media. Educational qualifications include Master of Computer Applications (MCA), Bachelor of Laws (LL.B.) from University of Delhi, and Post Graduate Certificate in Enterprise Management (PGCEM) from IIT Delhi. He has also undertaken courses from Harvard University relating to management, entrepreneurship, and artificial intelligence.

3. Opening of Branch Office at Kolkata

The Board approved in principle the establishment of a branch office at 19, N.S. Road, 2nd Floor, Kolkata - 700001, Standard Chartered Bank Building, Kolkata, West Bengal.

  • Monthly Rent: ₹20,000 with effect from 01/10/2026
  • Landlord: M/s. Dill Developers Private Limited, owned by Mr. Suresh Bohra
  • Related Party Aspect: This constitutes a related party transaction as Mr. Suresh Bohra is a beneficiary
  • Compliance Requirement: Board directed compliance with Sections 177 and 188 of Companies Act, 2013 and Regulations 23 and 30 of SEBI (LODR) Regulations, 2015
  • Purpose: To facilitate the Company's business operations, development and coordination in Eastern India with Kolkata as its base
  • Authorization: Company Secretary authorized to execute all necessary documents

Meeting Details

The meeting commenced at 11:00 AM and concluded at 02:30 PM at the registered office of the Company at M-55, M-Block Market, Greater Kailash-2, 3rd Floor, New Delhi - 110048.

Authorizations

  • Mr. Suresh Bohra, Director, authorized to sign and file Form DIR-12 and other documents with Registrar of Companies, Delhi for director appointment
  • Company Secretary authorized to execute documents for branch office establishment

Financial Impact

The direct financial impacts disclosed include:

  • Internal auditor professional fee: ₹25,000 per annum plus taxes
  • Branch office monthly rent: ₹20,000 per month

Capital Structure Impact

No impact on capital structure disclosed.

Governance Impact

Addition of one Independent Director to the Board, subject to shareholder approval for full term.