B. P. Capital Ltd

AGM Details

• AGM held on 29 September 2026, 10:30–11:10 IST, physical mode at registered office.
• Remote e-voting from 26 September 2026, 9:00 AM to 28 September 2026, 5:00 PM.
• 44 members attended in person.

Resolutions Presented

• Adoption of Audited Financial Statements for FY2026 — Ordinary.
• Re-appointment of Faizal Bavaraparambil Abdul Khader as Director — Ordinary.
• Re-appointment of Ajay Sharma as Independent Director — Special.
• Alteration of Object Clause of MOA — Special.
• Alteration of Articles of Association — Special.
• Borrowing powers under Section 180(1)(c) — Special.
• Investments/loans/guarantees under Section 186 — Special.
• Transactions under Section 185 — Special.
• Approval for Related Party Transactions — Ordinary.

Voting/Outcome

• Results of voting to be announced/uploaded on the company's website.

B. P. Capital Limited: Closure of trading window from Oct 1, 2026 to 48 hours after the declaration of Un-Audited Financial Results for the quarter ended Sept 30, 2026

RO shift approval details

• Order dated 15 September 2026 approves shifting the registered office.
• Shift from Haryana to the NCT of Delhi under Section 13(4) of the Companies Act.
• Order received 21 September 2026; disclosed to the Exchange on 22 September 2026.
• Intimation to exchanges previously made on 22 September 2026.

Registered office shift

• Regional Director NR-II Chandigarh approves shifting registered office from Haryana to Delhi.
• Order dated 15 September 2026 confirms alteration to MOA clause per Special Resolution dated 25 May 2026.
• References: AC5989645/13(4)/RD CHD/2026/1859 and INC-23 SRN AC5989645.
• Order imposes condition that no employee is adversely affected.
• Jurisdiction of pending litigation remains unchanged.
• Shift expected to improve efficiency and cost-effectiveness of management.
• No objection from Registrar of Companies Haryana to proposed shift.
• Order date: September 2026; action confirms Special Resolution 25 May 2026.

Book closure & AGM details

• Cut-off date for e-voting: Sep 23, 2026 (eligibility for voting).
• Remote e-voting period: Sep 26–28, 2026 (9:00 AM to 5:00 PM IST).
• Book closure period: Sep 23, 2026 to Sep 29, 2026 (inclusive).
• Purpose: 33rd Annual General Meeting.
• AGM date: Sep 29, 2026 at 10:30 AM.

Overview

• 33rd AGM scheduled for 29 September 2026 at 10:30 IST in physical mode at the registered office.
• Annual Report 2025-26 and AGM Notice accessible via the company's website with direct link and navigation path.
• Letters dispatched to shareholders without registered emails informing availability of Annual Report and requesting PAN/KYC updates.
• Special window for transfer/dematerialisation of pre-2019 physical shares from Feb 5, 2026 to Feb 4, 2027.
• Cut-off date for AGM notice dispatch fixed at August 28, 2026.
• SEBI master circular requires updating PAN, nominations, and contact details for physical holders.
• Annual Report hosted on bpcapital.in under Investors Relations > Annual Report > Financial Year 2025-26.

Financial snapshot

• Net loss for FY2025-26: Rs 16.76 lakh (standalone).
• Revenue from operations: NIL.
• EPS: Rs -0.28.
• Paid-up equity capital: Rs 6.01 crore.
• Accumulated losses carried forward: Rs 1.68 crore.
• Dividend not declared due to losses.

Regulatory & listing status

• ALF to BSE outstanding: ₹0.72 lakh.
• ₹12.00 lakh paid toward ALF; balance ₹0.72 lakh due.
• BSE trading suspended for ALF non-payment; GSM Stage 0.
• CSE trading suspended for non-payment of listing fees.

Governance & board changes

• Board size four; MD is Peeyush K. Aggarwal.
• Rachit Garg resigned on 21-01-2026; Faizal Bavaraparambil Abdul Khader appointed 20-03-2026.
• CS Sakshi Gupta resigned; Ishani Joshi appointed 19-02-2026.
• Statutory auditors Nemani Garg Agarwal & Co; five-year term to 2029.
• Independent Directors meeting held on 24-Mar-2026.

Strategic initiatives & growth plan

• NBFC CoR canceled in 2016; pivot to computer hardware/software and consumer electronics.
• MOA altered to authorize new electronics/IT objects.
• AOA amended to enable equity with voting/differential rights and private placements.
• Planned activities: trading, distribution, warehousing, logistics, ecommerce.
• Strategy is phased; revenue impact to be realized as activities commence.

Related party transactions

• Omkam Global Capital Private Limited loan up to ₹10 crore; MD is director.
• Year-end loan from Omkam Global Capital: ₹85.16 lakh outstanding.
• Omkam Developers Limited loan up to ₹5 crore; MD is director.
• Total unsecured loans from related parties: ₹119.38 lakh.

Shareholding & market data

• Promoters include Symbolic Inframart (7.06%), Vishal Garg (23.29%), Dhiru Builders (16.63%), Patliputra (9.98%).
• Total issued shares: 60,11,800; paid-up capital Rs 6.01 crore.
• Dematerialised shares: 94.25% (NSDL 37.14%, CDSL 57.16%, Physical 5.70%).
• ISIN: INE947C01010.

Audit & compliance highlights

• Secretarial audit flagged ALF default; GSM Stage 0; penalties paid.
• Green initiative: e-communication; annual reports to be sent electronically.

Re-appointment of Ajay Sharma (Independent Director)

• Type: Re-appointment of Ajay Sharma as Non-Executive Independent Director.
• Effective: 1 September 2026 to 31 August 2031.
• Reason: Recommended by NRC; subject to AGM approval.
• Term: Five-year period; not liable to retire by rotation.
• Profile: Over 20 years' experience in trading, retail, real estate, and financial services.
• Relation with other directors: None.

Re-appointment of Faizal Bavaraparambil Abdul Khader (Director liable to rotation)

• Type: Re-appointment of Faizal Bavaraparambil Abdul Khader as Director liable to retire by rotation.
• Date: 29 August 2026; subject to AGM approval.
• Profile: Nearly 18 years in plywood, spices, resins, petrochemicals, and electronics distribution.
• Relation with directors: None.
• Term: Not specified; liable to rotation.
• Note: Subject to shareholders' approval at AGM.