Meeting Details
The 27th Annual General Meeting was held on Monday, September 28, 2026, at 12:30 P.M. (IST) through Video Conferencing (VC) / Other Audio-Visual Means (OAVM).
Summary of Proposed Resolutions and Implications
The Notice of the AGM contained 11 resolutions for shareholder approval, categorized into Ordinary Business and Special Business.
Ordinary Business
- Item No. 1: To receive, consider and adopt the Audited Financial Statements for the financial year ended on March 31, 2026, along with the Report of the Directors and the Auditors.
- Item No. 2: To appoint the Statutory Auditors of the Company and to fix their remuneration.
- Item No. 3: To re-appoint Mr. Sanjay Kumar Sanghi as a Director of the Company, liable to retire by rotation.
- Item No. 4: To declare a dividend of ₹0.5 (Fifty Paise) per equity share (i.e., 5% per equity share of face value ₹10 each) for the financial year 2025-26.
Special Business
- Item No. 5: To approve the material related party transactions of the Company with Sanghi Jewelers Private Limited (SJPL), a company having common directors.
- Item No. 6: To consider and approve related party transactions under Section 188 of the Companies Act, 2013 and Regulation 23 of SEBI LODR with Directors and Promoters for payment of rent, etc.
- Item No. 7: To consider and approve an increase in borrowing powers under Section 180(1)(e) of the Companies Act, 2013.
- Item No. 8: Approval under Section 180(1)(a) of the Companies Act, 2013 for the creation of security for borrowings.
- Item No. 9: To consider and approve the making of investments, giving loans, guarantees, and providing securities in excess of limits under Section 186 of the Companies Act, 2013.
- Item No. 10: To consider and approve the appointment of Mr. Tejas Sanghi, a related party, to an office or place of profit, with remuneration.
- Item No. 11: To consider and approve the appointment of Mrs. Sakshi Sanghi, a related party, to an office or place of profit, with remuneration.
Voting Process and Methods
The voting process involved two methods:
1. Remote E-Voting: Conducted via the platform provided by Central Depository Services (India) Limited (CDSL) from Friday, September 25, 2026 (9:00 A.M. IST) to Sunday, September 27, 2026 (5:00 P.M. IST).
2. Venue E-Voting: Conducted during the AGM on September 28, 2026, and kept open for 15 minutes after the meeting concluded.
The cut-off date for determining voting rights was September 21, 2026. The total number of shareholders as of the cut-off date was 7,247.
Key Voting Outcomes
All 11 resolutions were passed by the members with the requisite majority. The scrutinizer reported nil invalid votes.
Participation Breakdown
- Total Shareholders on cut-off date: 7,247
- Shareholders present in the meeting through VC: 103
- Promoters & Promoter Group: 9
- Public: 94
Detailed Voting Results
Item No. 1: Adoption of Financial Statements
- Votes in Favour: 26,282,447 (99.999%)
- Remote E-voting: 26,245,599 votes from 125 members
- Venue E-voting: 36,848 votes
- Votes Against: 0.0001%
Item No. 2: Appointment of Statutory Auditors
- Votes in Favour: 26,282,447 (99.999%)
- Remote E-voting: 26,245,599 votes from 125 members
- Venue E-voting: 36,848 votes
- Votes Against: 0.0001%
Item No. 3: Re-appointment of Director (Mr. Sanjay Kumar Sanghi)
- Votes in Favour: 26,282,447 (99.999%)
- Remote E-voting: 26,245,599 votes from 125 members
- Venue E-voting: 36,848 votes
- Votes Against: 0.0001%
Item No. 4: Declaration of Dividend (₹0.50 per share)
- Votes in Favour: 26,282,447 (99.999%)
- Remote E-voting: 26,245,599 votes from 125 members
- Venue E-voting: 36,848 votes
- Votes Against: 0.0001%
Item No. 5: RPT with Sanghi Jewelers Pvt. Ltd.
- Votes in Favour: 2,455,599 (99.999%)
- Remote E-voting: 2,418,751 votes from 113 members
- Venue E-voting: 36,848 votes
- Votes Against: 0.0001%
Item No. 6: RPT with Directors/Promoters for Rent
- Votes in Favour: 2,455,599 (99.999%)
- Remote E-voting: 2,418,751 votes from 113 members
- Venue E-voting: 36,848 votes
- Votes Against: 0.0001%
Item No. 7: Increase in Borrowing Powers (u/s 180(1)(e))
- Votes in Favour: 26,282,430 (99.999%)
- Remote E-voting: 26,245,582 votes from 124 members
- Venue E-voting: 36,848 votes
- Votes Against: 19 (0.0001%) via Remote E-voting
Item No. 8: Creation of Security (u/s 180(1)(a))
- Votes in Favour: 26,282,447 (99.999%)
- Remote E-voting: 26,245,599 votes from 125 members
- Venue E-voting: 36,848 votes
- Votes Against: 0.0001%
Item No. 9: Investments/Loans/Guarantees (u/s 186)
- Votes in Favour: 26,282,447 (99.999%)
- Remote E-voting: 26,245,599 votes from 125 members
- Venue E-voting: 36,848 votes
- Votes Against: 0.0001%
Item No. 10: Appointment of Mr. Tejas Sanghi
- Votes in Favour: 2,455,599 (99.999%)
- Remote E-voting: 2,418,751 votes from 113 members
- Venue E-voting: 36,848 votes
- Votes Against: 0.0001%
Item No. 11: Appointment of Mrs. Sakshi Sanghi
- Votes in Favour: 2,455,599 (99.999%)
- Remote E-voting: 2,418,751 votes from 113 members
- Venue E-voting: 36,848 votes
- Votes Against: 0.0001%
Scrutinizer's Role and Findings
CS Ajay Suman Shrivastava (Membership No. FCS 3489, CP No. 3479), a Practising Company Secretary, was appointed as the Scrutinizer. His responsibility was restricted to making a consolidated report of votes cast based on reports generated from the CDSL e-voting system. He unblocked the e-votes after the meeting closure in the presence of two independent persons, Mr. Arunesh S. and Ms. Aniali S. He concluded that there were no invalid votes and that all resolutions were passed.
Compliance Confirmation
The report and submission to the stock exchanges confirm compliance with Section 108 of the Companies Act, 2013, Rule 20 of the Companies (Management and Administration) Rules, 2014, and Regulation 44 of the SEBI (LODR) Regulations, 2015. The notice for the AGM was dispatched to shareholders via email on August 28, 2026, and an advertisement was published in the 'Financial Express' (English) and 'Namasthe Telangana' (Telugu) newspapers on September 7, 2026.