This disclosure details the outcomes of the Board of Directors meeting of Safa Systems & Technologies Limited held on August 19, 2026, from 2:00 PM to 2:50 PM at the company's registered office in Ernakulam, Kerala.

Key Board Approvals:

1. Annual General Meeting:

  • Approved the notice of the 5th Annual General Meeting (AGM) scheduled for Friday, September 11, 2026, at 3:30 PM to be conducted through video conferencing/other audio-visual means.

2. Financial Reporting:

  • Approved the Director's Report along with applicable annexures for the financial year ended March 31, 2026.

3. Director Re-appointments:

  • Approved the re-appointment of Mr. Sankaranarayanan Nair Sreejith (DIN: 09250652) as an Independent Director for a second term of five consecutive years, effective from December 6, 2026, to December 5, 2031, subject to shareholder approval at the AGM.
  • Approved the re-appointment of Mr. Bengolan Anilkumar (DIN: 09248528) as an Independent Director for a second term of five consecutive years, effective from December 6, 2026, to December 5, 2031, subject to shareholder approval at the AGM.

4. Registered Office Relocation:

  • Approved the shifting of the registered office from the State of Kerala to the National Capital Territory of Delhi, requiring consequential amendment to Clause II of the Memorandum of Association.
  • This shift is subject to approvals from shareholders, the Central Government (power delegated to Regional Director), and other relevant authorities.

5. Borrowing Limits:

  • Approved borrowing funds pursuant to Section 180(1)(C) of the Companies Act, 2013, not exceeding ₹500 crores.
  • Approved an increase in limits under Section 180(1)(a) for creating charges on the company's assets.

6. Managerial Remuneration:

  • Approved a waiver for the recovery of excess managerial remuneration paid to Mr. Faizal Bavaraparambil Abdul Khader (DIN: 07729191), Managing Director, for the period April 1, 2024, to March 31, 2026.
  • Approved a waiver for the recovery of excess managerial remuneration paid to Ms. Sruthi Muhammed Ali (DIN: 09237016), Non-Executive Director, for the period April 1, 2024, to March 31, 2026.
  • Approved payment of managerial remuneration in excess of limits prescribed under Section 197 of the Companies Act, 2013, for any financial year.
  • Approved an increase in the remuneration of Mr. Faizal Bavaraparambil Abdul Khader, Managing Director.
  • Approved an increase in the remuneration of Ms. Sruthi Muhammed Ali, Non-Executive Director.

7. Preferential Issue of Equity Shares:

  • Subject to shareholder approval at the 5th AGM and other requisite approvals, approved the issuance of up to 23,90,000 fully paid-up equity shares of face value ₹10 each at an issue price of ₹20.47 per share.
  • The aggregate consideration will not exceed ₹4,89,23,300.00 (₹4.89 crore).
  • The issue will be made to promoters and members of the promoter group on a preferential allotment basis under Chapter V of the SEBI ICDR Regulations.

Annexure Details:

Annexure A & B (Director Profiles):

  • Mr. Sankaranarayanan Nair Sreejith is a Finance Manager and Operations Head with over 11 years of experience in finance, accounting, taxation, and business operations. He is a B.Com graduate from the University of Kerala.
  • Mr. Bengolan Anilkumar is a seasoned Sales Manager and Sales Operations Head with extensive experience in sales management and business development, particularly in consumer electronics and mobile brands. He is a BBA graduate from Periyar University.
  • Both directors have no relationships with other existing directors and are not debarred from holding office by SEBI or any other authority.

Annexure C (Preferential Issue Details):

  • Type of Security: Equity Shares
  • Issue Type: Preferential Allotment
  • Total Issue: Up to 23,90,000 shares at ₹20.47 each (including a premium of ₹10.47 per share)
  • Allottees (8 Promoter/Promoter Group Entities):

1. Faizal Bavaraparambil Abdul Khader (Promoter)

2. Bavaraparambil Hydrose Abdhul Kadher (Promoter)

3. Sruthi Muhammed Ali (Promoter Group)

4. Safa Plywoods Private Limited (Promoter Group)

5. Pathukunju Abdul Khader (Promoter Group)

6. Soumya Arakkal Ayyoob (Promoter Group)

7. Ayyoob Bavaraparambil Abdul Khader (Promoter Group)

8. Anaz Abdul Khader Bavaraparambil (Promoter Group)

  • Shareholding Impact:

The table provided shows the pre- and post-issue shareholding for specific allottees. For example:

  • Faizal Bavaraparambil Abdul Khader: Pre-issue 11.55% (28,84,000 shares) → Post-issue 15.29% (41,84,000 shares)
  • Sruthi Muhammed Ali: Pre-issue 6.21% (15,50,450 shares) → Post-issue 6.58% (18,00,450 shares)
  • Safa Plywoods Private Limited: Pre-issue 2.95% (7,36,850 shares) → Post-issue 3.24% (8,86,850 shares)

The meeting was concluded, and the disclosure is made pursuant to Regulation 30 of the SEBI Listing Regulations and the SEBI Master Circular No. HO/49/14/14(7)2025-CFD-POD2/I/3762/2026 dated January 30, 2026.