Hari Govind International Ltd

AGM details

• AGM held on 30 September 2026 at 12:00 PM via VC/OAVM.
• Concluded at 12:10 PM; deemed held at the registered office, Nagpur.
• Quorum: 26 members present via VC/OAVM, representing 54,14,310 equity shares.
• Notice and Annual Report for FY 2025-26 were taken as read.
• Auditors' Report had no qualification.

Resolutions

• Adoption of audited financial statements for year ended 31 March 2026—Ordinary.
• Re-appointment of Linta Purayidathil Jose on rotation—Ordinary.
• Appointment of M/s Manikandan & Associates as Statutory Auditors to fill casual vacancy—Ordinary.
• Appointment of M/s Manikandan & Associates as Statutory Auditors for five-year term—Ordinary.

Voting and governance

• MD Shaju Thomas abstained on item 2 due to related-party considerations.
• Results to be declared within two working days; outcomes not stated in synopsis.

Popees Baby Care India Ltd — Trading window closed from 1 October 2026 till 48 hours after the announcement/declaration of the unaudited financial results for the quarter and half year ending 30 September 2026

Meeting Details

• Scheduled board meeting on 22 September 2026 at 9:00 AM; location not disclosed.

Key Agenda Items

• Postponed to 8 October 2026 to consider a preferential securities issue via private placement.
• Proposal: issue of securities on a preferential basis via Share Swap Arrangement for non-cash consideration.
• Subject to applicable terms, conditions, and regulatory approvals.
• Consider and approve incidental and ancillary matters to the proposal and related board decisions.
• Transact any other business with chairperson's permission.

Other Notes

• Board postponed from 22 Sep 2026; rescheduled to 8 Oct 2026.
• Actual meeting duration: 9:00 AM to 9:16 AM.
• The company will disclose outcome to stock exchanges per regulations.

Meeting Details

• Board meeting scheduled for September 22, 2026; time and venue not disclosed.

Key Agenda Items

• Consider and approve fund-raising by preferential issue/private placement via share swap, non-cash.
• Approval of incidental matters related to the fundraising proposal, per Board decisions and Chair's permission.

Other Notes

• No additional material notes disclosed in filing.

Financial highlights

• Revenue from operations: ₹260.34 Lakhs in FY2025-26 (standalone).
• Total revenue: ₹260.34 Lakhs; prior year Nil.
• Total expenses: ₹251.03 Lakhs in FY2025-26.
• EBITDA: ₹9.32 Lakhs for the year.
• Profit before tax: ₹9.31 Lakhs, improved from prior year loss.
• Profit after tax: ₹9.31 Lakhs.
• Earnings per share: Basic & Diluted ₹0.19.

Management change and name change

• New board inducted on 7 Feb 2026 after open offer.
• Name changed to Popees Baby Care India Limited on 22 Apr 2026.
• Promoter reclassification: promoters moved to Public; new promoters designated.
• Statutory auditors CV Paturkar & Co resigned 14 Aug 2026; Manikandan & Associates appointed.
• 38th AGM scheduled for 30 Sep 2026 via VC/OAVM.

Capital structure & equity

• Authorized capital increased to ₹10.25 crore.
• Issued capital increased to ₹8.525 crore via preferential allotment.
• 25 lakh equity shares issued under preferential allotment.
• Promoters reclassified; Shaju Thomas and Linta Jose named as promoters.
• Top shareholding: Shaju Thomas 47.40%, Linta Jose 15.96%, Sunita Maniyar 8.80%.

Audits and governance

• Statutory auditors appointed: M/s Manikandan & Associates; replace CV Paturkar & Co.
• Auditors' report: no qualifications; internal controls adequate.
• Secretarial audit noted earlier non-publication of results; remedial measures implemented; SDD compliance added.
• Board committees reconstituted post-management changes.

Related party transactions

• Related party purchases: Popees Baby Care Products Limited; ₹236.16 Lakhs, at arm's length.
• Transactions disclosed in Form AOC-2; ordinary course of business.

Outlook and risks

• Outlook: optimistic with calibrated scale-up; focus on product portfolio and distribution.
• Risks: raw material price volatility, regulatory changes, and execution risk in new lines.
• Liquidity: current assets exceed current liabilities as at 31 March 2026.

Governance and compliance notes

• SEBI LODR compliance not applicable due to small size; policies hosted on website.
• Management reports MD&A annexed; CSR not applicable; no significant litigations.

Book closure details

• Book closure from 24 September 2026 to 30 September 2026 inclusive.
• Purpose: 38th AGM.
• Cut-off date: 23 September 2026 for voting/attendance eligibility.
• Security: equity shares.

AGM details

• AGM date and time: 30 September 2026 at 12:00 P.M. IST.
• Mode: VC/OAVM (virtual/remote participation) only.
• Cut-off for e-voting: 23 September 2026.
• E-voting window: 27 September 2026, 09:00 to 29 September 2026, 17:00.
• Register and share transfer books closure: 24 to 30 September 2026 (inclusive).
• Notice and integrated annual report available electronically to members.
• Attendance via VC/OAVM will count toward quorum.

Resolutions placed

• Ordinary: Adopt audited financial statements for year ended 31 March 2026.
• Ordinary: Re-appoint Linta Purayidathil Jose as Director by rotation.
• Ordinary: Appoint M/s Manikandan & Associates as Statutory Auditors to fill casual vacancy.
• Ordinary: Appoint M/s Manikandan & Associates for five consecutive years.

Auditor appointments

• Casual vacancy: Term to conclude at the AGM.
• Five-year tenure: From conclusion of this AGM to the 43rd AGM.
• Remuneration proposed: up to ₹2,00,000 per annum plus taxes and expenses.
• Board authorized to fix actual remuneration within the limit.

Director changes

• Re-appointment of Linta Purayidathil Jose as Director by rotation.

Material related party transactions

• No material RPTs disclosed.

Key AGM actions

• Notice convening the 38th AGM to be held 30 Sept 2026 via VC/OAVM
• Board approved Board's Report and MD&A for year ended 31 March 2026
• Cut-off date for voting fixed at 23 Sept 2026
• Remote e-voting period from 27 Sept 2026 09:00 to 29 Sept 2026 17:00
• Register of Members and Share Transfer Books closed 24-30 Sept 2026
• NSDL appointed to provide remote e-voting and VC facilities for AGM
• CS Liya Antony appointed Scrutinizer for AGM e-voting