Key Resolutions for Shareholder Approval

1. Alteration of Main Object Clause of Memorandum of Association

  • Purpose: To add new business activities not currently covered in main object clause
  • New Business Areas:
  • Agricultural, agro-based, horticultural, food and allied products trading (import/export/distribution)
  • Entertainment business including shows, films, music programs, TV channels, and entertainment websites
  • Approval Required: Special Resolution under Sections 4, 13 of Companies Act, 2013
  • Financial Impact: Not quantified in disclosure

2. Shift of Registered Office from Haryana to Gujarat

  • Current Address: 196, 1st Floor, G T Road, Opp. Red Cross Market Karnal, Haryana, 132001
  • Proposed Location: State of Gujarat (specific address not provided)
  • Rationale: Operational and administrative convenience
  • Previous Approval: Board initially approved on July 11, 2025; shareholders approved via postal ballot on August 8, 2025, but implementation lapsed due to time constraints
  • Approval Required: Special Resolution under Sections 12, 13 of Companies Act, 2013 and Rule 30 of Companies (Incorporation) Rules, 2014
  • Regulatory Approval: Requires confirmation from Regional Director (Northern Region)

3. Creation of Mortgage/Charge on Company Assets

  • Purpose: To secure borrowings, debentures, financial assistance up to ₹100 crores
  • Authority: Section 180(1)(a) of Companies Act, 2013
  • Security Coverage: All immovable and movable assets (tangible and intangible), present and future, whole or substantially whole of undertakings
  • Maximum Limit: ₹100.00 Crores (Rupees Hundred Crores Only)
  • Lenders: Banks, financial institutions, investors, debenture holders, other lenders

4. Increase in Borrowing Power Limit

  • New Limit: ₹100.00 crores (Rupees Hundred Crores Only)
  • Authority: Section 180(1)(c) of Companies Act, 2013
  • Coverage: Excludes temporary loans from bankers in ordinary course of business
  • Borrowing Instruments: Loans, bonds, notes, debentures, other securities (convertible or non-convertible)
  • Lenders: Banks, financial institutions, mutual funds, other persons

Voting Details

  • Cut-off Date: June 5, 2026 (for determining voting eligibility)
  • Voting Method: Remote e-voting only (no physical ballot forms)
  • Voting Period: July 3, 2026 (9:00 AM IST) to August 1, 2026 (5:00 PM IST)
  • Service Provider: CDSL (Central Depository Services India Limited)
  • Scrutinizer: Mr. Ashish Goyal, Proprietor of M/s A. Goyal & Associates, Company Secretary in Whole-time Practice
  • Results Declaration: On or before August 4, 2026

Document Distribution

  • Electronic Mode: To members with registered email addresses as per MCA Circular Nos. 14/2020, 17/2020 and subsequent circulars including General Circular No. 03/2025
  • Availability: Company website (www.padamcotton.com/notices.php) and BSE website (www.bseindia.com)