Meeting Details

The 39th Annual General Meeting will be held on Wednesday, September 30, 2026, at 10:00 a.m. (IST) at the registered office of the Company situated at DW-9020, Bharat Diamond Bourse, Bandra Kurla Complex, Bandra East, Mumbai-400051, Maharashtra, India.

Ordinary Business Items

1. To receive, consider and adopt the Audited Standalone Financial Statements for the financial year ended March 31, 2026, including Balance Sheet, Statement of Profit and Loss, Cash Flow Statement, and Reports of Board of Directors and Auditors.

2. To receive, consider and adopt the Audited Consolidated Financial Statements for the financial year ended March 31, 2026, including Balance Sheet, Statement of Profit and Loss, Cash Flow Statement, and Reports of Board of Directors and Auditors.

3. To re-appoint Mr. Upendra Narottamdas Shah (DIN: 00748451) as a director liable to retire by rotation.

Special Business Items

4. Authorization for document service charges under Section 20 of Companies Act, 2013: Special resolution to authorize the company to charge fees from members equivalent to estimated actual expenses for delivery of documents through registered post, speed post, courier service, or other modes when specifically requested by shareholders with advance payment.

5. Reappointment of Mr. Upendra Narottamdas Shah as Chairman & Managing Director: Special resolution for reappointment for a period of three years effective from March 01, 2027, to March 01, 2030, with approval for continuation of directorship and payment of remuneration.

Remuneration Details for Mr. Upendra N. Shah

  • Salary, perquisites and allowances: ₹24,00,000 to ₹50,00,000 per annum
  • Perquisites and allowances as per company policies and Income Tax Rules, 1962
  • Contribution to Provident Fund, Superannuation Fund, National Pension System, Gratuity as per rules
  • Leave entitlement and encashment as per company policy
  • Reimbursement of legitimate business expenses including travel in India and abroad
  • Office liable to termination with 3 months' notice from either side
  • Annual increment subject to Board review and mutual agreement
  • Minimum remuneration payable even in case of loss or inadequacy of profits for up to 3 years
  • No sitting fees for Board or committee meetings while serving as Managing Director

Financial Performance Context (Annexure B)

(` In Lakhs)

| Particulars | 2025-26 | 2024-25 | 2023-24 |

| Turnover | 56784.91 | 40,557.47 | 24,557.79 |

| Profit/(Loss) before tax | 179.69 | 549.03 | 212.77 |

| Profit/(Loss) after tax | 160.46 | 343.75 | 214.69 |

| Net worth | 6437.02 | 6,276.57 | 866.82 |

Director Information (Annexure C)

Mr. Upendra Narottamdas Shah:

  • DIN: 00748451
  • Age: 79 years (Date of Birth: 26/02/1947)
  • Qualification: Graduate
  • Experience: More than 50 years in Gems and Jewellery Industry
  • First appointment: May 12, 1987
  • Current remuneration: ₹21,01,000 (FY 2025-26)
  • Shareholding: 5,000 equity shares as of March 31, 2026
  • Board meetings attended in FY 2025-26: 7 out of 7
  • Committee memberships: Audit Committee and Stakeholders Relationship Committee
  • Other directorships: Namra Jewels Private Limited, Pyramid Gold Assaying & Hallmarking Centre Private Limited
  • Relationship: Father of Mr. Ronish U Shah, Executive Director and Promoter

Voting Procedures

  • Remote e-voting period: September 27, 2026 (9:00 AM IST) to September 29, 2026 (5:00 PM IST)
  • Cut-off date for voting eligibility: September 23, 2026
  • Individual shareholders in demat mode can vote through CDSL/NSDL platforms
  • Physical shareholders and non-individual shareholders vote through Purva Sharegistry platform
  • Scrutinizer: CS Sandhya R. Malhotra, Partner of M/s. Manish Ghia & Associates
  • Results to be announced within 2 working days after the meeting and posted on company website

Additional Information

  • The company is in the business of Gems and Jewellery, incorporated on February 12, 1987
  • No foreign investments or collaborations
  • Explanatory statement provided pursuant to Section 102 of Companies Act, 2013 and Regulation 17(11) of SEBI Listing Regulations
  • Register of Directors and other documents available for inspection at registered office during working days
  • Annual Report available on company website: https://www.minidiamonds.net/