Thomas Scott India AGM Approves ₹300 Crore RPTs

Date and Time: Tuesday, September 29, 2026 at 01:00 PM IST
Mode: Video Conferencing (VC) / Other Audio Visual Means (OAVM)
Book Closure: Wednesday, September 23, 2026 to Tuesday, September 29, 2026 (both days inclusive)
Remote E-voting Period: Friday, September 25, 2026 at 09:00 AM to Monday, September 28, 2026 at 05:00 PM
Cut-off Date for Voting Rights: Tuesday, September 22, 2026
Venue (Deemed): Registered Office at 447, Kewal Industrial Estate, Senapati Bapat Marg, Lower Parel (W), Mumbai - 400013

1. To receive, consider and adopt the Financial Statements for FY ended March 31, 2026, together with Reports of Auditors and Board of Directors.

2. To appoint a director in place of Mr. Vedant Bang (DIN: 09506327) who retires by rotation and seeks re-appointment.

3. Approval of Material Related Party Transaction with Bang Overseas Limited (Ordinary Resolution)

Related Party: Bang Overseas Limited (enterprise owned or significantly influenced by Key Managerial Personnel of the Company and/or their relatives)
Nature of Transaction: Sale/Purchase of Raw Material and Finished Goods and/or Services
Proposed Amount: ₹200 Crores
Tenure: 1 year from date of approval (September 30, 2026 to September 29, 2027)
Previous Transactions (FY 2025-26): Purchase ₹116.95 Cr, Sale ₹81.02 Cr
Current Year Transactions (till June 30, 2026): Purchase ₹32.27 Cr, Sale ₹15.42 Cr
Value as % of Company's Annual Turnover: 78.46%
Value as % of Related Party's Annual Turnover: 89.31%
Justification: Ordinary course of business, arm's length basis, ensures continuity of supply, operational efficiency, cost optimization

4. Approval of Material Related Party Transaction with Vedanta Creations Limited (Ordinary Resolution)

Related Party: Vedanta Creations Limited (enterprise owned or significantly influenced by Key Managerial Personnel of the Company and/or their relatives)
Nature of Transaction: Sale/Purchase of Goods and Services
Proposed Amount: ₹100 Crores
Tenure: 1 year from date of approval (September 30, 2026 to September 29, 2027)
Previous Transactions (FY 2025-26): Not quantified in disclosure
Current Year Transactions (till June 30, 2026): Purchase ₹1.21 Cr, Sale ₹0.0572 Cr
Value as % of Company's Annual Turnover: 39.23%
Value as % of Related Party's Annual Turnover: 788.02%
Justification: Ordinary course of business, arm's length basis, ensures continuity of supply, operational efficiency, cost optimization

5. Reappointment of Mr. Vedant Bang as Managing Director (Special Resolution)

Name: Mr. Vedant Bang (DIN: 09506327)
Position: Managing Director for E-commerce segment
Term: 3 years from October 01, 2026 to September 30, 2029
Remuneration: Basic Salary in range of ₹6,00,000 to ₹12,00,000 per month (inclusive of perquisites and allowances)
Components: Basic Salary, House Rent Allowances, Special allowance, Leave Travel allowance, City Compensatory Allowance, Annual club maintenance fees, PF/ESIC contributions, Conveyance allowance, Gratuity, Other allowances
No Sitting Fees: Not entitled for sitting fees for Board/committee meetings
Notice Period: 6 months by either side
Current Holding: 537,936 equity shares (3.67%)
Previous Remuneration: ₹90 lakh per annum

Mr. Vedant Bang, Mr. Brijgopal Bang, and Mrs. Vandana Bang are interested in resolution nos. 3, 4, and 5
Related parties shall abstain from voting on RPT resolutions