Key Decisions:

1. Management Appointment

  • Appointed Ms. Khushboo Agrawal (Membership No. A42153) as Company Secretary and Compliance Officer of the Company with effect from September 8, 2026.
  • Ms. Agrawal is a qualified Company Secretary, Associate Member of ICSI, and holds B.Com and MBA degrees with professional experience in secretarial and compliance functions of listed and unlisted companies.
  • She has no relationship with the directors of the company.

2. Preferential Issue of Warrants

  • Approved the issue and allotment of 46,98,32,000 (46.98 crore) fully convertible equity warrants of the company in one or more tranches on a preferential basis.
  • Warrants to be issued at a price determined as per Regulation 166A of SEBI (Issue of Capital and Disclosures Requirements) Regulations, 2018.
  • Each warrant convertible into one fully paid-up equity share of face value ₹1 at the option of the allottees within 18 months from allotment date.
  • Total issue size: ₹46,98,32,000 (Rupees Forty-Six Crore Ninety-Eight Lakh Thirty-Two Thousand Only).
  • Payment terms: 25% of warrant issue price payable upfront with application, balance 75% payable upon conversion.
  • Number of allottees: 15 investors

Investor Allocation Details:

  • Patel Maulik Kanubhai: 2,21,99,562 warrants
  • Patel Rakeshkumar Narayanbhai: 2,21,99,562 warrants
  • Patel Henilkumar Chandrakant: 2,21,99,562 warrants
  • N N Financial Advisory: 3,10,79,387 warrants
  • P J Finserv: 3,10,79,387 warrants
  • Patel Kevin Kanubhai: 2,21,99,562 warrants
  • Patel Manubhai Keshavlal: 1,10,99,781 warrants
  • Patel Ashokbhai Gordhanbhai: 47,57,049 warrants
  • Patel Jaymendra Rajendrakumar: 2,82,48,649 warrants
  • Patel Chandrakant Narayanbhai: 2,21,99,562 warrants
  • Arha Online Marketing Private Limited: 3,10,79,387 warrants
  • Briny Digitalize Private Limited: 3,07,62,250 warrants
  • Varcas Decor Private Limited: 3,07,62,250 warrants
  • Shree Nathji Cold Storage Private Limited: 3,07,62,250 warrants
  • Venece Merchandise Private Limited: 12,92,03,800 warrants

Post-Allotment Shareholding Impact:

The preferential allotment will significantly change the shareholding pattern, with Venece Merchandise Private Limited becoming the largest shareholder with 20.67% holding post-conversion.

3. Annual Reports and AGM

  • Considered and approved Board's Report along with all annexures including Management Discussion and Analysis Report for Financial Year 2025-2026.
  • Approved to hold the 19th Annual General Meeting on Wednesday, September 30, 2026 at 2:00 PM through Video Conference/Other Audio-Visual Means.
  • Cut-off date for determining shareholders for dispatch of Notice: September 4, 2026
  • Cut-off date for determination of shareholders eligible for e-voting and attending AGM: September 23, 2026
  • E-voting period: September 26, 2026 (9:00 AM) to September 29, 2026 (5:00 PM)
  • Appointed National Securities Depository Limited (NSDL) as authorized e-voting agency
  • Appointed Mr. Himanshu Surendrakumar Gupta of M/s. Himanshu S K Gupta & Associates as scrutinizer for remote e-voting
  • Approved the Notice of 19th AGM and the 19th Annual Report

4. Committee Reconstitution

Audit Committee:

  • Mrs. Khyati Bhavya Shah (Chairperson)
  • Mr. Rajat Raja Kothari (Member)
  • Mr. Sanjay Patil (Member)

Nomination and Remuneration Committee:

  • Mrs. Khyati Bhavya Shah (Chairperson)
  • Mr. Bharatbhai Kanjibhai Patel (Member)
  • Mr. Rajat Raja Kothari (Member)

Stakeholders Relationship Committee:

  • Mr. Bharatbhai Kanjibhai Patel (Chairperson)
  • Mr. Sanjay Patil (Member)
  • Mrs. Khyati Bhavya Shah (Member)