Meeting Details
- Date of Meeting: Saturday, 20th June, 2026
- Time of Meeting: Commenced at 11:15 A.M. and concluded at 11:26 A.M.
- Location/Type: The meeting was held through Video Conferencing (VC) / Other Audio-Visual Means (OAVM) only, in compliance with circulars from the MCA and SEBI.
Summary of Proposed Resolutions and Implications
Five resolutions were transacted at the meeting:
1. Ordinary Resolution: To increase the Authorised Share Capital of the Company and alter the Capital clause of the Memorandum of Association.
2. Special Resolution: To consider and approve the issuance of 1,80,24,157 equity shares by way of a Preferential Issue on a private placement basis to Corn Products Development Inc., a non-promoter category entity, for an aggregate consideration of approximately ₹198,26,57,270.
3. Special Resolution: To approve the special rights granted to Corn Products Development Inc. in accordance with Regulation 31B of the SEBI Listing Regulations.
4. Special Resolution: To approve the adoption of the amended and restated Articles of Association of the Company.
5. Special Resolution: To consider and approve the amendment of the Object Clause of the Memorandum of Association of the Company.
Key Implications:
- The preferential issue will result in Corn Products Development Inc. holding about 9% of the post-issue share capital of Sanstar Limited.
- The investment is strategic and is expected to strengthen the company's growth prospects and create long-term value for stakeholders.
- The proceeds are to be utilized primarily for working capital requirements and general corporate purposes.
- The investment will not result in any change in management or control of the company.
- The special rights granted to the investor include:
- The right to nominate a non-executive, non-independent director (Investor Director) on the Board.
- Pre-emptive rights to subscribe to additional equity shares or equity securities.
- Consultation rights, affirmative voting rights, and information rights on certain specified matters, as detailed in the Shareholders' Agreement dated May 28, 2026.
Voting Process
- The facility of remote e-voting was provided by NSDL and was available from Wednesday, 17th June, 2026, at 9:00 A.M. until Friday, 19th June, 2026, at 5:00 P.M.
- Members present at the EGM who had not voted remotely were provided an opportunity to cast their vote through an e-voting facility during the meeting.
- The resolutions were deemed passed on June 20, 2026, if carried with the requisite majority.
Key Voting Outcomes and Scrutinizer
- The consolidated results of the remote e-voting and e-voting conducted during the EGM (Voting Results) were not provided in this document and are to be declared separately within prescribed timelines.
- The Voting Results and the Scrutinizer's Report will be submitted to BSE Limited and the National Stock Exchange of India Limited in accordance with Regulation 44 of the SEBI Listing Regulations.
- The results will also be uploaded on the company's website (www.sanstar.in) and on the NSDL website (http://www.evoting.nsdl.com/).
- Scrutinizer: CS Keyur Shah was appointed as the Scrutinizer for the EGM. His findings and conclusions are part of the separate Scrutinizer's Report.
Compliance
- The company confirmed that the meeting was conducted in compliance with circulars issued by the Ministry of Corporate Affairs (MCA) and SEBI, read with applicable Secretarial Standards.
Attendees and Signatories
Directors and Key Personnel Present:
- Mr. Gouthamchand Sohanlal Chowdhary (DIN: 00196397) - Chairman & Managing Director
- Mr. Sambhav Gautam Chowdhary (DIN: 01370802) - Joint Managing Director
- Mr. Shreyans Gautam Chowdhary (DIN: 01759527) - Joint Managing Director
- Mr. Aniket Sunil Talati (DIN: 02724484) - Independent Director
- Mr. Atul Agarwal (DIN: 10373422) - Independent Director
- Ms. Sejal Ronak Agrawal (DIN: 09376887) - Independent Director
- Mr. Harish Maheshwary - Chief Financial Officer
- Ms. Fagun Harsh Shah - Company Secretary & Compliance Officer (ACS-62163)
- CS Keyur Shah - Scrutinizer of the EGM
- Mr. Vikram Chaudhary - Authorised person of National Securities Depository Limited (NSDL)