Ordinary Business Items

1. Adoption of Financial Statements

To receive, consider and adopt the Audited Financial Statements (Standalone & Consolidated) of the Company for the financial year ended March 31, 2026, together with the Reports of the Board of Directors and the Auditors thereon.

2. Director Re-appointment

To appoint a director in place of Mr. Suchit Punnose (DIN: 02184524), who retires by rotation and, being eligible, offers himself for re-appointment.

Director Details:

  • Date of Birth: December 5, 1975
  • Age: Approximately 50 years
  • Date of first appointment: November 10, 2022
  • Qualifications: MA (Political Sciences)
  • Current shareholding: 2.15% as on date of notice
  • Board meetings attended during FY2026: 08 out of 13 meetings (till January 2026)
  • Other directorships: Modulex Construction Technologies Limited (listed) and 8 private companies including Eco Hotels India Private Limited

3. Statutory Auditor Appointment

To approve the appointment of M/s. K. M. Garg & Co. (Firm Registration No. 120712W) as Statutory Auditors of the Company for a first term of 5 years from conclusion of this AGM till conclusion of 44th AGM in 2031.

Auditor Details:

  • Remuneration: ₹3,50,000 for financial year 2026-2027 (exclusive of taxes and out-of-pocket expenses)
  • Established in 1982, holds valid peer review certificate from ICAI

Special Business Items

4. Sweat Equity Shares Issuance

To approve issuance of sweat equity shares to Mr. Vinod Kumar Tripathi, Executive Chairman of the Company:

Key Details:

  • Number of shares: 12,87,681 equity shares of face value ₹10 each
  • Issue price: ₹13.65 per share
  • Total value: ₹1,75,76,845.65
  • Recipient: Mr. Vinod Kumar Tripathi (DIN: 00798632), Whole Time Director and Executive Chairman
  • Purpose: In recognition of and in lieu of part remuneration for value addition made/being made
  • Valuation: Based on Valuation Report dated August 31, 2026 by Eshank Shah, Registered Valuer
  • Market price reference: Closing market price of ₹9.96 per equity share as on August 31, 2026
  • Ranking: Pari-passu with existing equity shares
  • Lock-in period: 6 months as prescribed under SEBI regulations
  • Accounting impact: Diluted EPS would be approximately -₹1.81 per share
  • Board approval date: January 14, 2026

Voting Information

  • Cut-off date for voting rights: September 23, 2026
  • Remote e-voting period: September 27, 2026 (09:00 AM) to September 29, 2026 (05:00 PM)
  • E-voting service provider: Bigshare Services Private Limited
  • Scrutinizer: Ms. Sonia Chettiar, Partner of M/s. GMJ & Associates, Company Secretaries, Mumbai
  • Depository participants: CDSL and NSDL

Additional Information

  • Company shares are listed on BSE Limited, Mumbai
  • Registrar & Transfer Agent: M/s. Bigshare Services Pvt. Ltd., Mumbai
  • Members can join e-AGM 15 minutes before scheduled time
  • Maximum 1000 members can join on first-come-first-serve basis
  • Physical attendance not required, proxy attendance not available
  • Statutory registers available for inspection in electronic mode