Board approves up to ₹10 crore investment and shifts EGM to VC/OAVM

Board meeting held on 8 October 2026, 3.30 pm to 4.00 pm.

Thu 8 Oct 2026

Proposed Investment Amount

up to ₹10,00,00,000 (Rupees Ten Crore only)

Target Entity

Triveni Jewellers and Bullion Private Limited - manufacture of jewellery, not a related party

EGM Date and Mode

19 October 2026, 12:00 noon; changed to VC/OAVM from physical mode

What the board approved

The board meeting of 8 October 2026 approved two matters: a change in the way the upcoming Extra-Ordinary General Meeting (EGM) will be conducted, and a proposal to invest in a private jewellery company. Details of both are set out below.

The proposal to invest

• The company proposes to make investment(s) of up to ₹10,00,00,000 (Rupees Ten Crore only), in one or more tranches.
• The mode is subscription to and/or acquisition of equity shares and/or other securities of Triveni Jewellers and Bullion Private Limited (TJBPL).
• TJBPL's nature of business is stated as manufacture of jewellery.
• TJBPL is not a related party of the company, and none of the promoters, directors or key managerial personnel of the company, or their relatives, is a director or member of, or otherwise interested in, TJBPL.
• The company's stated relationship with TJBPL is "None".

Why members must vote on it

The aggregate of loans, investments, guarantees and securities already provided by the company, together with the proposed investment(s), may exceed the limits under Section 186(2) of the Companies Act, 2013. Those limits are sixty per cent. of the aggregate of paid-up share capital, free reserves and securities premium account, or one hundred per cent. of free reserves and securities premium account, whichever is more.

Because of this, the approval of members by way of a Special Resolution under Section 186(3) is required. The board recommends the resolution for approval.

The resolution, if passed, authorises the board to decide the type and number of securities, the consideration, the timing and the tranches, and to delegate these powers.

How it reaches the EGM

The Special Resolution was not part of the EGM notice already circulated to members. The board therefore approved adding it through a Corrigendum/Addendum to the EGM notice, along with the explanatory statement. It appears as Item No. 2 of the EGM notice.

A point to note on this item: because the corrigendum is being issued less than twenty-one clear days before the EGM, the meeting will be held at a shorter notice. Consent in writing or by electronic mode is being obtained from members representing not less than ninety-five per cent. of the paid-up share capital carrying voting rights. If that consent is not received before the EGM begins, Item No. 2 will not be taken up at the EGM.

The change in EGM mode

• The EGM was originally called for Monday, 19 October 2026, at 12:00 noon (IST) at the registered office in Secunderabad, in physical mode.
• It will now be held through Video Conferencing (VC) / Other Audio-Visual Means (OAVM). The date and time remain unchanged.
• Physical attendance of members has been dispensed with, so the facility to appoint proxies is not available and the Proxy Form, Attendance Slip and Route Map stand withdrawn.
• Corporate members may appoint authorised representatives under Section 113 to attend, participate and vote.
• Members attending through VC/OAVM will be counted for reckoning the quorum under Section 103.
• The deemed venue of the EGM will be the registered office of the company.

Voting and e-voting

• Remote e-voting is available from Friday, 16 October 2026, 9:00 a.m. (IST) to Sunday, 18 October 2026, 5:00 p.m. (IST) through CDSL.
• The cut-off date for e-voting eligibility is Monday, 12 October 2026.
• Members who have already voted by remote e-voting may attend the EGM but cannot vote again.
• The scrutinizer will submit a consolidated report within two working days of the conclusion of the meeting, which will be placed on the websites of the company and CDSL and communicated to BSE Limited.

What to take away

The update itself does not indicate any completion of the investment: what has happened is a board approval of a proposal, which is subject to members' approval by Special Resolution at the EGM. Investors may want to track the outcome of the EGM and the precise terms of the investment.

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