Ashiana Agro Industries Ltd

Voting results and resolutions

• AGM held 25 Sep 2026 via video conference.
• Record date 18 Sep 2026; total on-record shareholders 23,056.
• Resolution 1: Adopt audited balance sheet and P&L for year ended 31 Mar 2026.
• Resolution 2: Re-appointment of Smt Matli Sruthakeerthi (DIN 07159336) as director.
• Resolution 3: Fix remuneration of M/s K. Gopal Rao & Co for FY2026-27.
• Promoter group voting showed full in-favour; no promoter opposition.
• Total votes polled: 1,272,081; in favour 1,271,981; against 100.
• In-favour percentage 99.9921%; against 0.0079%.

AGM details

• AGM held on 25 September 2026 at 11:00 AM via VC/OAVM.
• Cut-off date for voting: 18 September 2026.
• Remote e-voting from 22 to 24 September 2026.
• Voting at AGM conducted through e-voting facility.

Resolutions and outcomes

• Resolution One: Ordinary - Adoption of audited financial statements; passed with one dissent.
• Resolution Two: Ordinary - Reappointment of Sruthakeerthi Matli (DIN 07159336); passed.
• Resolution Three: Ordinary - Remuneration of M/s.K.Gopal Rao & Co for 2026-27; passed.

Directors

• Sruthakeerthi Matli retires by rotation and is reappointed.

Auditors & remuneration

• Remuneration for Statutory Auditor fixed for the financial year 2026-27.

Related party transactions

• No material related party transactions approved.

Other material approvals

• No other material approvals reported.

AGM Details

• AGM held on 25 September 2026 at 11:00 AM via VC/OAVM.
• Voting cut-off date: 18 September 2026.

Key Resolutions

• Adopt audited balance sheet, P&L, and directors' report.
• Re-appoint Sruthakeerthi Matli as director by rotation.
• Remuneration for statutory auditors FY2026-27 fixed.

Voting Results

• Resolution 1 passed; 1 dissent; 1,271,981 in favour of 1,272,081 polled.
• Resolution 2 passed; 1 dissent; 1,271,981 in favour.
• Resolution 3 passed; 1 dissent; 1,271,981 in favour.

Directors & Auditors

• Director Sruthakeerthi Matli reappointed by rotation.
• Remuneration fixed: Rs 50,000 plus GST and expenses.
• Auditors’ tenure: five years to the 37th AGM.

AGM Details

• 36th AGM held on 25 September 2026 at 11:00 AM via VC/OAVM.
• Quorum met with over 136 members attending.
• Notice, Board's Report and annual report circulated and accessible on the website.
• Meeting conducted electronically; no physical attendance.
• Remote e-voting opened Sep 22, 2026 and concluded at the AGM.

Key Resolutions

• Item 1: Ordinary — Adoption of Audited Standalone Financial Statements for year ended Mar 31, 2026.
• Item 2: Ordinary — Re-appointment of Smt. Matli Sruthakeerthi (DIN 07159336) by rotation.
• Item 3: Ordinary — Fix remuneration of Statutory Auditor for 2026-27.

Voting Process

• Voting conducted exclusively via e-voting; no show-of-hands voting.
• Results and Scrutinizer's report to stock exchanges and company website within two working days.

Director Changes

• Director Matli Sruthakeerthi proposed for re-appointment (retiring by rotation).

Auditor Matters

• Remuneration fixed for Statutory Auditor for financial year 2026-27.

Audit & Compliance Observations

• Statutory Auditor’s report and Secretarial Auditor’s report for FY2026 contain qualifications/observations.
• Secretarial observations include delays in MCA form filings with late fees paid.

AGM Notice & Access

• Issued web-link notices to access the 36th AGM notice and Annual Report 2025-26 for unregistered emails.
• AGM scheduled on Friday, September 25, 2026 at 11:00 AM IST via VC/OAVM.
• Notice and Annual Report accessible on company website and Google Drive link provided.
• Cut-off date for email address update: August 22, 2026.
• KYC update required for dematerialisation and online payments under SEBI circular.
• KYC formats available on company website under Resources > Downloads > KYC.
• MUFG Intime India Private Limited named Registrar & Transfer Agent.
• Shareholders encouraged to update email and KYC details via depository or RTA helpdesk.
• Compliance with SEBI Listing Regulations 2015 amendments; web-link delivery for AGM notices.

Financial performance

• Total income Rs 10.048 cr in FY2025-26, vs Rs 9.636 cr prior year.
• Profit before tax Rs 6.75 lakh; tax Rs 1.69 lakh; net profit Rs 5.05 lakh.
• EPS (basic and diluted) Rs 0.11.
• Balance carried forward losses Rs 196.25 lakh.
• Dividend not recommended due to accumulated losses.
• Debt-free; cash and cash equivalents Rs 13.493 cr.
• New packaging materials business identified; expansion plans underway.

Operations and business scope

• Single segment: trading packaging materials; financing activities accounted for 17% of turnover.
• Revenue from operations Rs 8.306 cr; other income Rs 1.742 cr.
• Annexure A confirms no subsidiary/associate.
• Packaging materials trading identified as growth area by new management.

Capital structure and liquidity

• Paid-up equity capital Rs 4.586 crore.
• Total equity Rs 2.623 crore; reserves (negative) Rs 1.962 crore.
• Total assets Rs 2.689 crore; cash Rs 1.349 crore; borrowings nil.
• Net current assets around Rs 1.623 crore.

Governance and management

• Board size five; MD Pavan Kumar Matli; two independent directors; one woman director.
• Board meetings: six during FY2025-26; independent directors met 30 Mar 2026.
• Audit Committee chaired by independent director; six meetings; Company Secretary as secretary.
• Stakeholders Relationship, Nomination & Remuneration, and Share Transfer Committees active.
• Secretarial audit notes delays in MCA filings; management responses provided.

Audit and internal controls

• Independent Auditor: M/s K Gopal Rao & Co; unmodified opinion.
• Internal financial controls adequate and operating effectively as of 31-03-2026.
• Secretarial audit MR-3; observations noted with replies.

Related party transactions and risk

• Related party disclosures; no material conflicts disclosed.
• Unsecured loan to Diadem Enterprises Pvt Ltd Rs 1 crore; repayments completed by 31 July 2026.
• Credit and liquidity risk management described; policy to be enhanced on restart.

CSR and sustainability

• CSR policy exists; not active presently due to limited operations.
• Will earmark social initiatives when expansion occurs.

AGM communications and shareholder info

• 36th AGM on 25 Sept 2026 via VC/OAVM.
• AR and notices available on the company website and stock exchange portals.
• Dematerialization urged; RTA MUFG Intime for share-related matters.

Outlook and risks

• Outlook hinges on revival via packaging materials trading expansion.
• Management focuses on liquidity and capital efficiency.

Book Closure and AGM Details

• Book closure for two days: 19 September to 20 September 2026 (inclusive).
• Purpose: to determine shareholders entitled to attend the AGM on 25 September 2026 at 11 AM.
• Record/electronic voting cut-off: 18 September 2026 for voting entitlement.
• Event date: AGM scheduled 25 September 2026 at 11:00 AM via VC/OAVM.
• Security type: Equity shares.

AGM Details

• AGM on 25 September 2026 at 11:00 AM via VC/OAVM.
• Members' Register closed 19-20 September 2026.
• 18 September 2026 is the cut-off to determine entitlement to attend and vote.
• E-voting arranged with MUFG Intime India; opens 22 Sept 2026 9:30 AM, closes 24 Sept 2026 5 PM.
• Annual Report and AGM notice will be mailed to shareholders in due course.

Governance and AGM actions

• Secretarial Audit Report for FY2025-26 noted by the Board.
• Remuneration recommended for Statutory Auditors M/s K. Gopal Rao & Co to shareholders for FY2026-27.
• Certificate on Corporate Governance issued by Statutory Auditors noted.
• Directors' Report approved with AGM Notice.
• AGM fixed for 25 Sept 2026 at 11:00 AM IST via video conferencing.
• Members register closed from 19 to 20 Sept 2026.
• Cut-off date to determine entitlement: 18 Sept 2026.
• E-voting facilities for shareholders via MUFG Intime India platform.
• E-voting window: 22 Sept 2026 9:30 AM to 24 Sept 2026 5 PM.
• Shri A. Kumar Reddy appointed Scrutinizer for E-voting.