Leadership Realignment and Board Changes

The Board approved a comprehensive leadership realignment effective from July 20-21, 2026:

  • Mr. Viral Mukundbhai Shah resigned from his position as Chief Executive Officer (CEO) effective July 20, 2026. His resignation letter cited "planned leadership realignment and evolution of the Company's board structure" as the reason, confirming no other material reasons.
  • Mr. Viral Mukundbhai Shah (DIN: 00014182) was appointed as Additional Director designated as Executive Director effective July 21, 2026, subject to shareholder approval. He will be liable to retire by rotation. Mr. Shah has over a decade of experience in the steel and alloys industry and currently oversees strategic management and core operations of the company. He is related to Ms. Mona Shah.
  • Mr. Mahendra Shukla (DIN: 09461897) was appointed as Whole-time Director and Key Managerial Personnel (KMP) effective July 21, 2026, for a period of 5 years, subject to shareholder approval. He holds an MA in Economics and has 23 years of experience in HR and administrative management. He has no relationship with existing directors.
  • Mr. Nanwal Sajjankumar (DIN: 01723254) was appointed as Additional Director designated as Non-Executive, Independent Director for a first term of 5 years effective July 21, 2026, until July 20, 2031, subject to shareholder approval. He has over 20 years of experience in fund management, portfolio management, and holds multiple NISM certifications. He has no relationship with existing directors.

Equity Share Allotment

The Board approved allotment of 1,00,00,000 (One Crore) equity shares of ₹1 each to Ms. Mona Viral Shah (Promoter and Director) at an issue price of ₹4.71 per share (₹1 face value + ₹3.71 premium) upon conversion of convertible warrants.

This conversion represents 50% of the total 2,00,00,000 convertible warrants allotted to Ms. Mona Shah on June 28, 2025. The company received the balance consideration of ₹3,53,25,000 (being 75% of the issue price per warrant at ₹3.5325 per warrant) for these shares.

Capital Structure Impact:

  • Pre-allotment paid-up equity share capital: ₹98,23,74,228 (98,23,74,228 shares)
  • Post-allotment paid-up equity share capital: ₹99,23,74,228 (99,23,74,228 shares)
  • 1,00,00,000 warrants remain outstanding for potential future conversion

The allotted shares will be in dematerialized form and rank pari passu with existing equity shares.

Materiality Policy and Authorized Persons

  • Mr. Viral Shah - Executive Director (Email: Md@shahgroupco.com, Phone: 079 66614508)
  • Ms. Mona Shah - Chairman and Executive Director (Email: info@shahgroupco.com, Phone: 079 66615727)
  • Chief Financial Officer (Email: cfo@shahgroupco.com, Phone: 079 66614508)
  • Company Secretary (Email: cs@shahgroupco.com, Phone: 079 66614508)

The Policy for Determination of Materiality of Events and Information was amended accordingly.

Other Board Approvals

The Board also approved:

  • Reconstitution of Audit Committee, Nomination and Remuneration Committee, Stakeholders Relationship Committee, and Committee of Directors
  • Amendment in Related Party Transaction Policy
  • Draft notice of Postal Ballot to seek shareholder approvals
  • Appointment of Scrutinizer and fixing date for postal ballot

Meeting Details

The Board meeting commenced at 05:30 p.m. and concluded at 07:30 p.m. on July 16, 2026. This information is available on the company website www.shahmetacorp.com.