Board approves internal auditor, additional independent director; clears in principle Kolkata branch office

Board meeting outcome – 09 October 2026.

Fri 9 Oct 2026

Internal Auditor Fee

₹25,000 per annum plus applicable taxes

Internal Auditor Tenure

financial years 2026-27 to 2030-31

Kolkata Branch Monthly Rent

₹20,000 per month

What the Board approved

The Board of Directors of the company met on Friday, 09 October 2026 at the registered office and approved three matters, as informed to the exchange.

Internal Auditor appointed

• M/s. Mahesh Sharma & Associates, Chartered Accountants (Firm Registration No. 014330N) has been appointed as the Internal Auditor of the company for the financial years 2026-27 to 2030-31.
• The professional fee is ₹25,000 per annum plus applicable taxes, on terms and conditions mutually agreed upon.
• The stated rationale is to assist the company in reviewing and strengthening its internal control systems, management processes and operational efficiency, and to support compliance with applicable laws and regulatory requirements.
• The firm's profile describes a chartered accountancy practice headed by Mahesh Sharma and offering audit, taxation, advisory, compliance and related professional services.

New Independent Director

• Mr. Chandrashekhar Singh (DIN: 05131693) has been appointed as an Additional Director in the category of Non-Executive Independent Director, with effect from 09 October 2026.
• He will hold office as an Additional Director up to the date of the ensuing Annual General Meeting.
• His appointment as an Independent Director for a term of five consecutive years is subject to the approval of the shareholders.
• The company states that he has furnished a declaration confirming he meets the criteria of independence under Section 149(6) of the Companies Act, 2013 and Regulation 16(1)(b) of the SEBI (LODR) Regulations, 2015, and that he is not debarred from holding the office of Director by any order of SEBI or any other authority.
• The disclosure states that he is not related to any of the existing directors, and his shareholding in the company is Nil.
• His brief profile describes him as a serial entrepreneur, business coach and motivational speaker, with qualifications including an MCA, an LL.B. from the University of Delhi and a Post Graduate Certificate in Enterprise Management. His consent form records that he is already a director in 2 companies.

Branch office at Kolkata

• The Board considered and approved, in principle, the proposal to establish a branch office at 19, N.S. Road, 2nd Floor, Kolkata - 700001, Standard Chartered Bank Building, Kolkata, West Bengal.
• The premises are to be taken on rent at a monthly rental of ₹20,000 (Rupees Twenty Thousand only), with effect from 01/10/2026.
• The purpose stated is to facilitate the company's business operations, development and coordination in Eastern India with Kolkata as its base.
• The Board was informed that the premises, i.e. M/s. Dill Developers Private Limited, are owned by Mr. Suresh Bohra, and that this is a related party transaction in which Mr. Suresh Bohra is a beneficiary.
• The Board noted the related-party aspect and directed that the applicable provisions of the Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 be complied with, wherever applicable.
• The Company Secretary has been authorised to execute all necessary documents in this regard.

How to look at it

• The internal auditor appointment and the additional director appointment are board-level governance actions. The director's independent-director term will require shareholder approval.
• The Kolkata branch is a business step for the company's presence in Eastern India, taken on rent, and the update records it as a related party arrangement with the premises owner.

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