Nature of the Event

Regulatory disclosure intimating the 46th Annual General Meeting (AGM) of shareholders to be conducted through video conferencing/other audio visual means.

Key Quantitative Figures and Dates

  • AGM Date: Tuesday, September 29, 2026 at 03:00 PM IST
  • Remote e-voting period: September 26, 2026 (9:00 AM) to September 28, 2026 (5:00 PM)
  • Cut-off date for voting eligibility: September 22, 2026
  • Register of Members closure: September 22, 2026 to September 29, 2026 (both days inclusive)
  • Proposed MD remuneration: ₹12,50,000 per month (₹1,50,00,000 per annum)
  • Statutory auditor fees: ₹10,00,000 per annum plus applicable taxes and out-of-pocket expenses
  • FY25-26 financial performance: Revenue ₹1925.75 lakh, PBT ₹1291.14 lakh, PAT ₹861.98 lakh, EPS ₹0.64

Parties Involved

  • Stock Exchanges: BSE Limited, National Stock Exchange of India Limited
  • New Statutory Auditors: M/s. BGMG & Associates, Chartered Accountants (Firm Registration No. 025265N)
  • Previous Statutory Auditors: M/s. Mehta Chokshi & Shah LLP, Chartered Accountants (resigned August 11, 2026)
  • New Secretarial Auditors: M/s Anuj Gupta & Associates, Practising Company Secretaries (FRN: S2015DE314800)
  • Previous Secretarial Auditors: M/s Jay Mehta & Associates, Company Secretaries (resigned July 20, 2026)
  • Scrutinizer: M/s Anuj Gupta Associates, Company Secretary in Practice
  • Voting Agency: National Securities Depository Limited (NSDL)

Agenda Items and Resolutions

Ordinary Business

1. Adoption of Financial Statements: To consider and adopt audited standalone and consolidated Ind AS financial statements for FY ended March 31, 2026 with reports of Board of Directors and Auditors.

2. Re-appointment of Director: Re-appointment of Mrs. Aruna Oswal (DIN: 00988524) who retires by rotation.

Special Business

3. Regularization of Statutory Auditor Appointment: Approval for appointment of M/s. BGMG & Associates to fill casual vacancy caused by resignation of previous auditors, to hold office until conclusion of 46th AGM at remuneration of ₹10,00,000 plus taxes.

4. Full-term Statutory Auditor Appointment: Appointment of M/s. BGMG & Associates for five consecutive years from conclusion of 46th AGM until 51st AGM in 2031.

5. Appointment of Secretarial Auditor: Approval for appointment of M/s Anuj Gupta & Associates to fill casual vacancy for remainder of FY25-26.

6. Full-term Secretarial Auditor Appointment: Appointment of M/s Anuj Gupta & Associates for five consecutive financial years from FY26-27 to FY30-31.

7. Appointment of Managing Director: Special resolution for appointment of Mr. Shael Oswal (DIN: 00256956) as Managing Director & Vice Chairperson for three years from October 1, 2026 at remuneration of ₹12,50,000 per month plus perquisites. This requires central government approval.

Financial and Operational Impact

  • Auditor changes may impact audit continuity but are presented as necessary due to resignations
  • MD appointment at proposed remuneration represents executive leadership restructuring
  • All appointments subject to shareholder approval at AGM

Capital Structure Impact

No direct impact on capital structure disclosed. Mr. Shael Oswal holds nil equity shares as per the disclosure.

Governance Updates

  • Mrs. Aruna Oswal holds 5,60,26,460 equity shares (beneficial owner)
  • Mr. Shael Oswal is related to Mrs. Aruna Oswal (son) and is member of promoter group
  • Company has implemented compliance with SEBI nomination circulars and KYC requirements

Voting Arrangements

  • Remote e-voting through NSDL platform
  • VC/OAVM facility for meeting attendance
  • Scrutinizer appointed for vote counting and result declaration
  • Results to be posted on company website and submitted to stock exchanges