AGM Details

  • Date: Tuesday, September 29th, 2026
  • Time: 03:00 p.m.
  • Venue: Registered Office at 22, First Floor, Harsidhh Complex, Opp. Kalupur Commercial Bank, Income Tax, Ashram Road, Ahmedabad, Gujarat, India, 380014
  • Record Date: Register of Members and Share Transfer Books will remain closed from September 23, 2026 to September 29, 2026 (both days inclusive)

Ordinary Business

1. To receive, consider and adopt the Standalone Audited Profit and Loss Account for the year ended 31st March, 2026 and Balance Sheet as at that date together with Directors Report and Auditors Report thereon.

2. To appoint Mr. Rajesh Fojaji Karwasara (DIN: 10753863) who retires by rotation and offers himself for re-appointment.

Special Business Resolutions

3. Appointment of Secretarial Auditor
  • Appointment of M/s. Ramesh Chandra Bagdi & Associates, Company Secretaries as Secretarial Auditors
  • Term: Five consecutive years from financial year 2025-26 to 2029-30
  • COP: 2871, Membership No. F8276
  • Peer Review Registration Number: 1560/2021 valid until 31/10/2026
4. Appointment of Mr. Hiren Kishor Patel as Whole Time Director
  • DIN: 10753864
  • Tenure: Five years from 02nd September, 2025 to 01st September, 2030
  • Remuneration: As approved by Board within Companies Act limits
  • Perquisites and allowances as determined by Board
5. Regularization of Mr. Siddharth Parshottam Gajra as Independent Director
  • DIN: 10223234
  • Appointment term: 14th November, 2025 to 13th November, 2030 (5 years)
  • Not liable to retire by rotation
  • Experience: Over five years in Company Secretary practice
6. Regularization of Mrs. Krati Garg as Independent Director
  • DIN: 10499597
  • Appointment term: 14th November, 2025 to 13th November, 2030 (5 years)
  • Not liable to retire by rotation
  • Experience: 5+ years as Company Secretary
7. Increase in Authorized Share Capital
  • Current authorized capital: ₹10,25,00,000 divided into 1,02,50,000 equity shares of ₹10 each
  • Proposed increase: ₹50,00,00,000 divided into 5,00,00,000 equity shares of ₹10 each
  • Increase amount: ₹39,75,00,000 divided into 3,97,50,000 equity shares
  • Requires alteration of Clause V (Capital Clause) of Memorandum of Association
8. Acquisition of Startech Infralogistics Private Limited (SIPL)
  • Acquisition of 11,18,149 equity shares representing 19.50% stake
  • Purchase consideration: ₹42,48,96,620 at ₹380 per share
  • Consideration method: Share swap (non-cash)
  • Allotment of 2,12,44,831 equity shares of Shivansh at ₹20 per share (₹10 face value + ₹10 premium)
  • SIPL to become associate company post-acquisition
9. Acquisition of Peepal Mining and Logistics Private Limited (PMLPL)
  • Acquisition of 10,21,960 equity shares representing 19.50% stake
  • Purchase consideration: ₹38,83,44,800 at ₹380 per share
  • Consideration method: Share swap (non-cash)
  • Allotment of 1,94,17,240 equity shares of Shivansh at ₹20 per share (₹10 face value + ₹10 premium)
  • PMLPL to become associate company post-acquisition
10. Preferential Issue for Share Swap
  • Total shares to be issued: 4,06,62,071 equity shares
  • Issue price: ₹20 per share (₹10 face value + ₹10 premium)
  • Allottees: Shareholders of SIPL and PMLPL (non-promoters)
  • Lock-in period: As per SEBI ICDR Regulations
  • Relevant date for pricing: 30th August, 2026
  • Allotment to be completed within 15 days of resolution approval
Allottee Details for Preferential Issue:
  • Khem-Sum Apparels Overseas Limited: 42,15,416 shares (8.99% post-issue)
  • Symbol Advertising & Marketing Private Limited: 61,15,416 shares (13.04% post-issue)
  • Nishchal Leasing and Finance Private Limited: 66,98,583 shares (14.28% post-issue)
  • Bacil Pharma Limited: 42,15,416 shares (8.99% post-issue)
  • Brenley Engineers Private Limited: 36,23,680 shares (7.73% post-issue)
  • Shrynax Trading Private Limited: 66,46,200 shares (14.17% post-issue)
  • Earth Capital Finvest Limited: 55,23,680 shares (11.78% post-issue)
  • Ramesh Ramdhari Gupta: 18,11,840 shares (3.86% post-issue)
  • Sheela Hariprasad Gupta: 18,11,840 shares (3.86% post-issue)
Shareholding Pattern Impact:
  • Pre-issue capital: 62,40,000 shares
  • Post-issue capital: 4,69,02,071 shares
  • Promoter holding dilution: From 1.03% to 0.14%
  • Non-promoter holding: From 98.97% to 99.86%
11. Shifting of Registered Office
  • From: Gujarat (ROC Ahmedabad jurisdiction)
  • To: Maharashtra, Mumbai (ROC Mumbai jurisdiction)
  • Requires Central Government/Regional Director approval
12. Approval under Section 185
  • Overall limit: ₹100 Crores for loans/guarantees/security to entities where directors are interested
  • To be utilized for principal business activities of borrowing entity
13. Approval under Section 186
  • Overall limit: ₹100 Crores for investments/loans/guarantees/securities to other body corporates
  • May exceed limits prescribed under Section 186(2)
14. Appointment of Statutory Auditor
  • M/s. H S K & Co LLP resigned effective 14th August, 2026
  • Appointment of M/s. Suvarna & Katdare Chartered Accountants (FRN: 125080W)
  • To fill casual vacancy until next AGM (2026-27)

Board Composition Changes

Resignations:
  • Mr. Jignesh Shah (Whole-Time Director and CFO) - resigned 14th August, 2026
  • Mr. Nehalkumar Navin Chandra Shah (Independent Director) - resigned 14th November, 2025
  • Ms. Pina Shah (Independent Director) - resigned 14th November, 2025
  • Ms. Rima Amitbhai Dalal (Company Secretary) - resigned 8th August 2025
  • Mrs. Krishna Prakash Patel (Company Secretary) - appointed 8th August 2025, resigned 28th October 2025
Appointments:
  • Mrs. Pratikshaben Umang Shah (Independent Director) - appointed 2nd August, 2025
  • Mr. Rajesh Fojaji Karwasara (Executive Director) - appointed 21st August, 2025
  • Mr. Hiren Kishor Patel (Executive Director) - appointed 2nd September, 2025
  • Mr. Siddharth Parshottam Gajra (Independent Director) - appointed 14th November, 2025
  • Mrs. Krati Garg (Independent Director) - appointed 14th November, 2025
  • Mr. Prakhar Agarwal (Company Secretary) - appointed 16th March, 2026

Registrar and Share Transfer Agent

Purva Sharegistry (India) Pvt. Ltd., 9 Shiv Shakti Ind. Estt., J R Boricha Marg, Lower Parel, East Mumbai-400011

E-Voting Details

  • Voting period: September 26, 2026 (9:00 am) to September 28, 2026 (5:00 pm)
  • Scrutinizer: M/s Ramesh Chandra Bagdi & Associates, Practicing Company Secretary
  • Results to be placed on company website: www.shivanshfinserve.com

Financial Impact

  • Total acquisition consideration: ₹81,32,41,420 (₹42,48,96,620 + ₹38,83,44,800)
  • Equity dilution: 4,06,62,071 shares representing 86.7% of post-issue capital
  • Authorized capital increase: ₹39,75,00,000 additional capital