Meeting Details

The 39th AGM will be held on Friday, September 25, 2026, at 2:00 p.m. (IST) through Video Conferencing (VC) facility or other audio visual means (OAVM) without physical presence of shareholders at a common venue, in compliance with MCA Circulars and SEBI Circulars.

Book Closure Period

The Share Transfer Books and Register of Members will remain closed from Saturday, September 19, 2026 to Friday, September 25, 2026 (both days inclusive) for the purpose of the 39th AGM.

Voting Arrangements

Remote e-voting facility will be provided by Purva Sharegistry (India) Private Limited. The remote e-voting period commences from Monday, September 21, 2026 at 9:00 A.M. (IST) and ends on Thursday, September 24, 2026 at 5:00 P.M. (IST). Members holding shares as on the cut-off date of Friday, September 18, 2026 may cast their vote electronically.

Ordinary Business Items

1. Adoption of Financial Statements

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

2. Dividend Declaration

To declare dividend @0.01% on the total paid up preference share capital of the Company for the financial year ended March 31, 2026.

3. Director Re-appointment

To appoint Mr. Varun S. Gupta (DIN: 02938137) as a Director who retires by rotation and being eligible, offers himself for re-appointment. His remuneration is Rs. 1.50 Lacs per month.

4. Statutory Auditor Appointment

To appoint M/s. CGCA & Associates LLP, Chartered Accountants (FRN: 123393W / W100755) as Statutory Auditors of the Company for a term of 1 year until the conclusion of the 40th AGM, at a remuneration of Rs. 500,000 plus applicable taxes and reimbursement of out-of-pocket expenses for statutory audit, and Rs. 50,000 for quarterly limited review reports.

Special Business Items

5. Material Related Party Transaction with Level Enterprises LLP

Approval sought for the Company to enter into agreements with Level Enterprises LLP for proposed investment and capital contribution not exceeding Rs. 55 Crore. The LLP currently has total capital contribution of Rs. 1,00,000 and total assets of Rs. 1,65,31,524 as on March 31, 2026. The Company proposes to acquire up to 99% partnership interest. This represents approximately 224.46% of the Company's annual consolidated turnover and 122.20% of the Company's net worth.

6. Approval of Material Related Party Transactions

Approval sought for transactions with 19 related parties for financial years 2026-27 and 2027-28 with aggregate amounts not exceeding:

  • Rs. 50 Crore each for 17 entities including Khamgaon Land Development, Leap India Institute, Isistar Exports, and others
  • Rs. 200 Crore for Mr. Sudhir H. Gupta for acquisition of development rights of land at Agarwal Building, Davis S. Barretto Road, Wadala (W), Mumbai-31
  • Rs. 1,000 Crore for Mr. Sudhir H. Gupta for acquisition of development rights of land at Waman Tukaram Marg, Chembur, Mumbai - 400071

The transactions include purchase/sale of goods, rendering/receipt of services, inter-corporate loans/investments, purchase/sale of fixed assets, payment of interest, and other business transactions.

7. Approval for Investments/Loans/Guarantees under Section 186

Approval sought through special resolution for making investments, providing loans, and giving guarantees in excess of limits prescribed under Section 186 of the Companies Act, 2013, up to a maximum of Rs. 100 Crore (Rupees Hundred Crores only).

Financial Impact

  • Dividend payment at 0.01% on preference share capital
  • Auditor remuneration: Rs. 500,000 for statutory audit plus Rs. 50,000 for quarterly reviews
  • Related party transactions: Up to Rs. 1,510 Crore aggregate across all approved transactions
  • Section 186 limit: Up to Rs. 100 Crore for investments/loans/guarantees

Capital Structure Impact

The resolutions do not directly impact the equity capital structure of the Company, except for potential future investments in other entities under Section 186 approval.

Governance Aspects

  • CS Mayur More appointed as scrutinizer for e-voting process
  • Purva Sharegistry (India) Private Limited appointed for e-voting services
  • Detailed instructions provided for shareholders to participate in virtual meeting and voting