Key Decisions Approved

1. Re-appointment of Independent Director

  • Approved re-appointment of Mr. Sagar Jyot Rupani (DIN: 03418732) as Independent Director for a second term of 5 consecutive years.
  • Effective from December 26, 2026, subject to approval by Special Resolution at the 40th Annual General Meeting (AGM).
  • Mr. Rupani holds a BMS degree from Narsee Monjee College (2010) and has 15 years of experience in real estate and textiles.
  • He is a Partner of M/s. Rupani Builders LLP and is not related to any Directors or Key Managerial Personnel of the Company.
  • Not debarred from holding director office by any SEBI order.

2. Appointment of Statutory Auditors

  • Approved appointment of M/s. M.R. Sharma & Co., Chartered Accountants (Firm Registration No. 109965W) as Statutory Auditors.
  • Term: 5 consecutive years from conclusion of ensuing AGM until conclusion of 45th AGM.
  • Appointment is due to completion of 2 terms of 5 years each by previous auditors M/s. N. S. Shetty & Co.

3. Sale of Material Subsidiary

  • Approved sale of company's entire shareholding in Victoria Investments Company Limited, a wholly owned material subsidiary.
  • Details: 7,00,400 equity shares of ₹10 each (100% of paid-up share capital).
  • Buyer: Mr. Ketan Kirtikumar Shah, an unrelated third party (not related to promoters/promoter group).
  • Financial contribution of Victoria (as of March 31, 2026):
  • Income: ₹2,08,860 (34.89% of consolidated income)
  • Net-worth: ₹2,43,36,630 (98.76% of consolidated networth)
  • Consideration: Not yet received. Will be received after shareholder approval and share transfer.
  • Expected completion date: On or before March 31, 2027.
  • Transaction does not qualify as related party transaction or slump sale.
  • Subject to approval by Special Resolution at AGM under Section 180(1)(a) of Companies Act, 2013 and SEBI LODR Regulations 24(5), 24(6) & 37A.

4. Other Board Approvals

  • Directors' Report and its annexures for financial year ended March 31, 2026 approved.
  • Secretarial Audit Report from Ms. Hansa Gaggar, Practicing Company Secretary, under Section 204 of Companies Act, 2013 approved.
  • Ms. Hansa Gaggar appointed as Scrutinizer for e-voting process at AGM under Section 108 of Companies Act, 2013.
  • Notice convening 40th Annual General Meeting on September 30, 2026 at 11:30 a.m. approved.

Meeting Details

  • Board meeting commenced at 3:30 p.m. and concluded at 4:15 p.m. on September 4, 2026.
  • All approvals are subject to shareholder approval at the 40th AGM scheduled for September 30, 2026.