AGM approved three director appointments; resolutions were not properly passed and need re-passing

At the 33rd AGM (30 Sept 2026), shareholders approved Mrs. Gudiya Yadav as Non-Executive Non-Independent Woman Director, and Mrs. Surabhi Singh Rathod and Mr. Siddharth Shankar Mahajan as Non-Executive Independent Directors.

Thu 1 Oct 2026

AGM held

33rd AGM (30 Sept 2026)

Director appointed

Mrs. Gudiya Yadav as Non-Executive Non-Independent Woman Director, with effect from 30 September 2026

Director appointed

Mrs. Surabhi Singh Rathod as Non-Executive Independent Woman Director

Director appointed

Mr. Siddharth Shankar Mahajan as Non-Executive Independent Director

Resolution status

The resolutions were not properly passed and need re-passing

What the company informed the exchanges

The company has informed BSE and NSE about a change in management, following its 33rd Annual General Meeting (AGM) held on 30 September 2026. The letter is signed by Rahul Chouhan, Whole Time Director.

The three director appointments put to the AGM

• Mrs. Gudiya Yadav — approved as Non-Executive Non-Independent Woman Director of the company, with effect from 30 September 2026.
• Mrs. Surabhi Singh Rathod — appointed as an Additional Non-Executive Independent Woman Director by the Board of Directors on 12 August 2026, and approved at the AGM as a Non-Executive Independent Woman Director.
• Mr. Siddharth Shankar Mahajan — appointed as an Additional Non-Executive Independent Director by the Board of Directors on 12 August 2026, and approved at the AGM as a Non-Executive Independent Director.

The corrective step the company has flagged

The update states that the resolutions were not properly passed and therefore need to be re-passed. The company says it will undertake all necessary corrective actions in compliance with applicable law, including obtaining requisite approvals, consents and ratifications, and making such statutory updates and disclosures as may be considered necessary for re-appointing them.

What the annexure to the letter shows

• The reason for change is shown as appointment for both Mrs. Surabhi Singh Rathod and Mr. Siddharth Shankar Mahajan.
• The date of appointment/change is given as 30 September 2026 for both.
• The update notes that their term as Additional Director was completed at the Annual General Meeting of the company held on 30 September 2026.
• The columns for brief profile and for disclosure of relationships between directors are marked Not Applicable.

How a reader can look at this

• The AGM relates to three board positions: one non-executive non-independent woman director and two non-executive independent directors, one of whom is a woman independent director.
• Independent directors sit on the board to provide oversight, and their presence is relevant to board and committee composition.
• The company's own statement is that the resolutions were not properly passed and will be re-passed, so the appointment process needs a corrective step before it is complete on record.
• The update gives no figures such as shareholding or remuneration for these appointments.

The company's own words are the safest guide here: the appointments were approved at the AGM, the resolutions were not properly passed, and the company has said it will re-pass them with the necessary approvals, consents and ratifications.

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