AGM Details

The 34th Annual General Meeting of Heritage Foods Limited is scheduled to be held on Thursday, July 23, 2026, at 10:00 AM (IST) through Video Conferencing (VC) / Other Audio Visual Means (OAVM). The deemed venue is the Registered Office of the Company at H.No.8-2-293/82/A/1286, Plot No: 1286, Road No. 1 & 65, Jubilee Hills, Hyderabad, Telangana, 500033.

Business to be Transacted

Ordinary Business (Requiring Ordinary Resolutions)

1. Adoption of Audited Standalone Financial Statements: To consider and adopt the Audited Standalone Financial Statements for the financial year ended March 31, 2026, along with the Reports of the Board of Directors and the Auditors.

2. Adoption of Audited Consolidated Financial Statements: To consider and adopt the Audited Consolidated Financial Statements for the financial year ended March 31, 2026, along with the Report of the Auditors.

3. Declaration of Final Dividend: To declare a final dividend on equity shares at the rate of 50% i.e., ₹2.50 per equity share of face value of ₹5 each for FY 2025-26.

4. Re-appointment of Director Retiring by Rotation: To re-appoint Dr. M Sambasiva Rao (DIN:01887410), who retires by rotation and is eligible for re-appointment.

Special Business (Requiring Special Resolution)

5. Re-Appointment of Mr. Muthu Raju Paravasa Raju Vijay Kumar as Non-Executive Independent Director: To re-appoint Mr. Muthu Raju Paravasa Raju Vijay Kumar (DIN: 05170323) for a second and final term of five consecutive years from November 1, 2026, to October 31, 2031.

Dividend Information

  • Rate: Final dividend recommended at 50% (₹2.50 per share) on equity shares of face value ₹5 each.
  • Record Date: July 15, 2026 (close of business hours).
  • Payment Date: The dividend, if approved, will be paid/credited on July 30, 2026.
  • Register Closure: The Register of Members and Share Transfer Books will be closed from July 16, 2026, to July 23, 2026 (both days inclusive) for determining eligibility.
  • TDS: The dividend payment is subject to Tax Deducted at Source (TDS) as per the Income-Tax Act, 2025. Detailed tables outlining TDS rates for resident and non-resident members are provided in the notice. Members must submit relevant documents (e.g., Form 12B, TRC) by July 12, 2026, to claim nil/lower deduction.

Director Re-appointment Details

  • Dr. M Sambasiva Rao (DIN:01887410): A Whole Time Director retiring by rotation. His current terms of appointment (remuneration, tenure) were approved by members via postal ballot on May 2, 2025, and will remain unchanged. He holds 93,078 equity shares in the company.
  • Mr. Muthu Raju Paravasa Raju Vijay Kumar (DIN: 05170323): A Non-Executive Independent Director proposed for a second term. He is currently the Chairperson of the Nomination & Remuneration Committee and a member of the Audit and Management Committees. He will be entitled to sitting fees only and holds no shares in the company. His profile highlights over 30 years of experience in finance and corporate governance, including his role as Executive Director and Group CFO at Sify Technologies Limited.

Voting Information

  • Cut-off Date: Wednesday, July 15, 2026. Only members registered as of this date are entitled to vote.
  • Remote e-Voting Period: Commences on Monday, July 20, 2026, at 9:00 AM (IST) and ends on Wednesday, July 22, 2026, at 5:00 PM (IST) via the NSDL e-Voting platform (https://www.evoting.nsdl.com/).
  • Voting at AGM: Members attending the AGM via VC/OAVM who have not voted remotely can vote during the meeting. The e-Voting module will be disabled 15 minutes after the meeting concludes.
  • Scrutinizer: Mr. A. Ravi Shankar (M No: FCS-5335), Partner of M/s. Ravi & Subramanyam, Company Secretaries, has been appointed to scrutinize the voting process.
  • Result Declaration: The voting results will be declared within two working days of the AGM and placed on the company's website (www.heritagefoods.in) and NSDL's website (www.evoting.nsdl.com).

Access to Meeting Documents

  • The Notice of the 34th AGM and the Annual Report for FY 2025-26 were dispatched electronically on June 25, 2026, to members with registered email addresses.
  • The documents are available on the company's website (https://www.heritagefoods.in), the websites of BSE (www.bseindia.com) and NSE (www.nseindia.com), and the NSDL website (www.evoting.nsdl.com).
  • Members requiring physical copies can request them by emailing hfl@heritagefoods.in with their Folio/DP ID and Client ID.

IEPF (Investor Education and Protection Fund) Information

The notice provides a table of unclaimed dividends from FY 2018-19 to FY 2024-25, detailing the dividend declaration date, the due date for transfer to IEPF, the amount involved (₹1.21 Mn to ₹2.27 Mn), and the number of shares.

  • The company transferred ₹13.27 Lakh of unclaimed dividend for FY 2017-18 to the IEPF on October 14, 2025.
  • The company also transferred 2,13,802 equity shares belonging to 145 members to the IEPF Authority on October 27, 2025.
  • Unclaimed dividend and shares for FY 2018-19 are due for transfer to IEPF in FY 2026-27.

Other Instructions

  • The AGM will be held entirely through VC/OAVM; physical attendance and the facility to appoint proxies are not available.
  • Members wishing to speak during the AGM must register by sending a request to hfl@heritagefoods.in between July 18, 2026 (9:00 AM IST) and July 21, 2026 (5:00 PM IST).
  • Members are urged to dematerialize their physical shares and ensure their PAN, bank account details, and email addresses are updated with their Depository Participants (for demat holdings) or the RTA, KFin Technologies Limited (for physical holdings).