Key Quantitative Figures and Dates
- AGM Date and Time: Tuesday, 3rd November 2026, concluded at 12:28 PM IST.
- Regulatory Submission Deadline: 12:28 AM on 4th November 2026 (12 hours from AGM conclusion).
- Actual Submission Time: 4:45 PM on 4th November 2026, resulting in a delay of approximately 16 hours and 17 minutes.
- Remote E-Voting Period: Commenced on Friday, 30th October 2026 at 09:00 AM IST and ended on Monday, 2nd November 2026 at 05:00 PM IST.
- E-Voting Window Post-AGM: Remained open for 15 minutes after the AGM concluded.
- Voting Results Submission: The voting results and Scrutinizer's Report were submitted on 4th November 2026.
Parties Involved
- Regulator: BSE Limited.
- Scrutinizer & Secretarial Auditor: Mr. Govind Ram Gupta, Proprietor of M/s G. R. Gupta & Associates.
- E-Voting Service Provider: MUFG Intime India Private Limited.
- Statutory Auditor: Mr. Hiren P. Muni.
Reason for Delay
The delay in submitting the AGM proceedings is described as entirely inadvertent and bona fide. It coincided with the completion of the final tranche of an acquisition of shares by an Acquirer under a Share Purchase Agreement/Open Offer and a related change in management and control of the company. This event entailed several contemporaneous disclosures and filings on the same day and the following day, which caused the AGM proceedings submission to be inadvertently overlooked.
Stated Rationale and Impact
- The company states that no prejudice was caused to investors because:
- The AGM notice, detailing all business items, was disseminated well in advance.
- Voting results were submitted on time.
- No price-sensitive information was withheld, and no trading occurred based on the delayed information.
- The lapse is characterized as a one-time, technical, and procedural error without mala fide intent or gain to any party.
- Financial impact is not quantified in the disclosure.
AGM Proceedings Details
- Attendance: The meeting was attended by 92 shareholders. Key attendees via VC included:
- Mr. Eknath Ramkrushna Bade (Chairperson, from Mumbai)
- Mrs. Vidya Pishe (Managing Director, from Mumbai)
- Mr. Chandresh Dutt Upadhyay (Independent Director, from Varanasi)
- Ms. Neeru Saini (Independent Director, from Delhi)
- Mr. Naishadh H. Mankad (Company Secretary & Compliance Officer, from Mumbai)
- Mr. Hiren P. Muni (Statutory Auditor, from Mumbai)
- Mr. Govind Ram Gupta (Secretarial Auditor & Scrutinizer, from Delhi)
- Mr. Hardeep Darshan Singh Sangha (Executive Director) did not attend.
- Business Transacted: All eight resolutions set out in the notice were approved via e-voting.
- Ordinary Business: 1. Adoption of Financial Statements for FY ended 31st March 2026.
- Special Business:
- 2. Appointment of Ms. Vidya Pishe (DIN: 11881924) as a Director.
- 3. Appointment of Ms. Vidya Pishe as Managing Director.
- 4. Appointment of Mr. Eknath Ramkrushna Bade (DIN: 11523239) as a Director.
- 5. Appointment of Mr. Hardeep Darshan Singh Sangha (DIN: 11752789) as a Director.
- 6. Appointment of Ms. Neeru Saini (DIN: 03617003) as an Independent Director (Special Resolution).
- 7. Appointment of Mr. Chandresh Dutt Upadhyay (DIN: 11400708) as an Independent Director (Special Resolution).
- 8. Appointment of M/s. G. R. Gupta & Associates as Secretarial Auditor for a first term of five consecutive years.
- The Chairman recorded appreciation for outgoing Managing Director Mr. Nikhil G. Tanwani, outgoing directors Mrs. Malavika A. Acharya, Mr. Hemraj Chheda, Mr. Shekhar Mennon, and outgoing promoter Mr. Gordhan P. Tanwani.
Request and Conclusion
The company respectfully requests that BSE take a lenient view, condone the inadvertent delay, and treat the matter as closed without initiating any further action.