Meeting Details

The Court Convened Meeting of equity shareholders was held on Monday, July 13, 2026, at 11:00 AM IST through video conferencing using the Cisco Webex platform. The meeting concluded at 11:16 AM IST. The meeting was convened pursuant to the directions of the Hon'ble National Company Law Tribunal (NCLT), Principal Bench, New Delhi, vide its order dated April 22, 2026. Mr. Ashutosh Gupta served as the Chairperson appointed by the NCLT.

Proposed Resolution and Implications

The single resolution proposed was for the approval of the Scheme of Amalgamation by way of merger between Spice Money Limited (Transferor Company 1), E-Arth Travel Solutions Private Limited (Transferor Company 2), Vikasni Fintech Private Limited (Transferor Company 3) with DiGiSPICE Technologies Limited (Transferee Company) and their respective shareholders and creditors. The resolution required approval under Sections 230 and 232 of the Companies Act, 2013 and the SEBI master circular dated June 20, 2023.

Voting Process and Methods

The voting rights were reckoned based on the paid-up value of equity shares registered in the name of shareholders as of the record date, July 6, 2026. Two methods of voting were provided:

  • Remote e-voting facility was provided via NSDL from Thursday, July 9, 2026 at 9:00 a.m. (IST) till Sunday, July 12, 2026 at 5:00 p.m. (IST).
  • E-voting during the meeting was conducted using the NSDL platform on the Cisco Webex meeting interface. The facility remained open for 15 minutes after the meeting concluded to allow attendees who hadn't voted remotely to cast their votes.

Key Voting Outcomes

Overall Results:

  • Total number of shareholders on record date: 39,616
  • Total number of outstanding shares: 234,671,106
  • Total number of votes polled: 172,391,562 shares (73.4609% of outstanding shares)
  • Votes in favor: 172,391,556 shares (100% of votes polled)
  • Votes against: 6 shares (0% of votes polled)
  • The resolution was passed.

Category-wise Breakdown:

Promoter and Promoter Group:

  • Total shares held: 170,460,115
  • Votes polled: 170,459,965 shares (99.9999% of shares held)
  • Votes in favor: 170,459,965 shares (100% of votes polled)
  • Votes against: 0 shares (0% of votes polled)
  • 2 promoters attended the meeting via video conferencing.

Public - Institutions:

  • Total shares held: 1,406
  • Votes polled: 0 shares (0% of shares held)
  • Votes in favor: 0 shares
  • Votes against: 0 shares
  • 0 institutions attended the meeting.

Public - Non Institutions:

  • Total shares held: 64,209,585
  • Votes polled: 1,931,597 shares (3.0083% of shares held)
  • Votes in favor: 1,931,591 shares (99.9997% of votes polled)
  • Votes against: 6 shares (0.0003% of votes polled)
  • 310 public shareholders attended the meeting via video conferencing.

Scrutinizer's Role and Findings

Ms. Aditi Gupta, Company Secretary (FCS 9410, CP 10512) of Aditi Agarwal & Associates, was appointed as Scrutinizer on April 22, 2026, pursuant to the NCLT order. Her responsibilities included scrutinizing the remote e-voting process and voting during the meeting to ensure a fair and transparent process. She verified that all votes cast were reconciled with the company's records and register of members. The scrutinizer reported no invalid or duplicate votes. The final report was issued to the company on July 15, 2026.

Compliance Confirmation

The disclosure confirms that the resolution was passed by the requisite majority as prescribed under Section 230 and 232 of the Companies Act, 2013 and SEBI master circular dated June 20, 2023. The company complied with all directions of the Hon'ble NCLT regarding the meeting process and voting arrangements.