AGM Details

  • Meeting Date: Wednesday, 30th September 2026 at 12:00 noon
  • Mode: Electronic mode through Video Conferencing (VC) or Other Audio Visual Means (OAVM)
  • Deemed Venue: Registered Office at Survey No. 5,6 & 7A Village Poicha (Rania), Savli, Dist. Vadodara, Gujarat - 391780

Key Dates

  • Cut-off date for voting: Wednesday, 23rd September 2026
  • Book Closure: Thursday, 24th September 2026 to Wednesday, 30th September 2026
  • E-voting period: Sunday, 27th September 2026 (09:00 am) to Tuesday, 29th September 2026 (05:00 pm)
  • E-voting service provider: Bigshare Services Private Limited
  • Scrutinizer: M/s. Jajodia & Associates (Practicing Company Secretary)

Business to be Transacted

Ordinary Business

1. Adoption of Audited Financial Statements for FY ended 31st March 2026 with Reports of Board of Directors and Auditors

2. Re-appointment of Mrs. Sangita Maheshwari (DIN: 00369898) who retires by rotation

Special Business

3. Increase in Remuneration of Managing Director Mr. Atul Maheshwari (DIN: 00255202)

  • Special Resolution to increase remuneration effective 1st April 2026
  • Revised remuneration: ₹15,00,000 per month plus perquisites, allowances, and retirement benefits
  • Within limits prescribed under Sections 196, 197, and Schedule V of Companies Act, 2013

4. Increase in Remuneration of Mrs. Sangita Maheshwari, Whole-Time Director

  • Special Resolution to increase remuneration effective 1st April 2026
  • Revised remuneration: ₹15,00,000 per month plus perquisites, allowances, and retirement benefits
  • Within limits prescribed under Sections 196, 197, and Schedule V of Companies Act, 2013

5. Approval of Related Party Transactions

  • Special Resolution for transactions with AVA ARTIS (firm of relative of director)
  • Maximum amount: ₹25 crores per annum for sales and purchases each
  • Period: 1st April 2026 to 31st March 2029
  • Transactions to be on arm's length basis

6. Appointment of Cost Auditor

  • Ordinary Resolution to appoint Mr. Alpesh A. Lakeshri as Cost Auditor for FY 2026-27
  • Remuneration to be decided by Board and Cost Auditor

Financial Performance Highlights (FY 2025-26)

  • Operating and other Income: ₹16,436.20 lakhs (PY: ₹11,785.32 lakhs)
  • Total Expense: ₹15,574.20 lakhs (PY: ₹11,093.54 lakhs)
  • Profit before Tax: ₹862.01 lakhs (PY: ₹691.78 lakhs)
  • Profit after Tax: ₹606.28 lakhs (PY: ₹516.29 lakhs)
  • Earnings per Share: ₹4.82 (PY: ₹4.10)
  • No dividend recommended for FY 2025-2026

Capital Structure

  • Authorized Capital: 1,50,00,000 equity shares of ₹10 each (₹1,500.00 lakhs)
  • Issued, Subscribed & Paid-up Capital: 1,25,89,000 equity shares of ₹10 each (₹1,258.90 lakhs)
  • Shareholding Pattern (as on 31st March 2026):
  • Promoters: 53.65%
  • Financial Institutions/Banks/Mutual Funds: 0.62%
  • Indian Public: 45.43%
  • NRI/Foreign Nationals: 0.30%

Corporate Governance

  • Board Composition: 5 Directors (2 Executive, 3 Non-Executive Independent)
  • Board Meetings: 11 meetings held during FY 2025-26
  • Committee Meetings:
  • Audit Committee: 5 meetings
  • Stakeholders Relationship Committee: 4 meetings
  • Nomination and Remuneration Committee: 1 meeting
  • Secretarial Audit: Conducted by M/s. Jajodia & Associates with no qualifications

Other Material Information

  • Scheme of Amalgamation: NCLT Ahmedabad approved amalgamation with Vitanosh Ingredients Private Limited vide order dated 5th August 2026
  • Foreign Exchange Earnings: ₹3,114.43 lakhs during FY 2025-26
  • Contingent Liabilities: ₹226.75 lakhs in disputed statutory matters
  • Corporate Social Responsibility: Spent ₹12.11 lakhs against requirement of ₹11.98 lakhs

Voting Arrangements

  • Remote e-voting through Bigshare Services Private Limited
  • Members can vote through demat accounts or directly on ivote.bigshareonline.com
  • Physical attendance dispensed with due to MCA circulars permitting VC/OAVM meetings