SVC INDUSTRIES Ltd

AGM outcomes

• AGM held on 30 Sep 2026 via video conference.
• Adopted Audited Financial Statements for year ended 31 March 2026 with Board and Statutory Auditors' reports.
• Re-appointed Advait Chaturvedi, who retires by rotation.
• Approved development and/or mortgage or disposal of land under Section 180(1)(a).
• Altered Memorandum of Association's main object clause.
• Re-appointed Sonal Waghela as Non-Executive Independent Director for 5 years from 14 Feb 2027.
• Appointed Ambuj Chaturvedi as Managing Director.

Encumbrance to Sicpa India Pvt Ltd

• Pledged shares: 3,99,58,361 to Sicpa India Private Limited.
• Non-disposal undertaking covers 66,10,183 shares (4.05% of total share capital).
• Total promoter shareholding amounts to 7,78,14,865 shares (47.71%).
• Encumbrance as a percentage of promoter holding is 24.50% pledged.
• Encumbrance as a percentage of total share capital is 4.05%.
• Promoter group and PACs include Akhill Marketing Pvt Ltd and the Chaturvedi family.
• Date of encumbrance is 24 September 2026.
• Counterparty is Sicpa India Private Limited; end-use involves a Rs 15 crore inter-company deposit with a six-month tenor.

Non-disposal undertaking overview

• Non-disposal undertaking dated 24 September 2026 encumbers 3,57,68,504 shares (21.93%) of voting rights.
• Encumbrance not recorded in the depository system; shares remain in promoters' Demat accounts.
• Promoters retain voting rights and dividends; encumbrancer has no beneficial interest.
• Total voting rights affected by undertaking about 22.10% of TC voting rights.

Share pledge to SICPA India

• Pledge created 28 September 2026 over 3,99,58,361 shares (24.50%) in NSDL.
• Pledged shares remain with pledgor and transfer to acquirer on invocation.
• Pledged shares, with non-disposal undertaking, total ~46.78% of TC voting rights.
• Inter-corporate deposit facility of Rs 15 crore secured via pledge.

SVC Industries Limited – Trading window closure from 1 October 2026 till expiry of 48 hours after the declaration of unaudited financial results for the quarter and half-year ended 30 September 2026.

Financial performance

• Revenue from operations FY2025-26: 491.99 lakh, up from FY2024-25.
• Total income FY2025-26: 493.86 lakh.
• Total expenditure FY2025-26: 750.97 lakh.
• Net loss for FY2025-26: 257.11 lakh.
• EPS (basic/diluted) for FY2025-26: (0.16) Rs.

Operations and segments

• Operating segment: trading and warehousing of Agri Products.
• Agri product sales: 423.09 lakh; lease rent income: 68.90 lakh.
• Monetization of land bank planned to unlock value and reduce liabilities.
• Diversification focus into Defence, Green Energy, Mining, Real Estate; India-Africa orientation.

Capital structure & liquidity

• Equity capital: 16,186.37 lakh; issued shares: 16,30,95,352.
• Total equity: 26,546.52 lakh; Total assets: 44,198.85 lakh.
• Non-current borrowings: 17,567.03 lakh; current liabilities: 85.30 lakh.
• Debt-Equity ratio: 0.65; Current ratio: 0.33.

Dividend & capital allocation

• Dividend not declared due to losses.
• Land monetization to repay creditors and fund growth.

Board & governance changes

• 35th AGM on Sept 30, 2026 via VC/OAVM.
• Special business: land sale/development, mortgage, MOA alteration.
• Sonal Waghela reappointed as Independent Director for five years from Feb 14, 2027.
• Ambuj Chaturvedi appointed as Managing Director for five years from Aug 29, 2026.

Audit, internal controls & risk

• Key audit matters include uncertain liabilities of Rs 4,910.07 lakh.
• Management pursuing one-time settlements with lenders; litigations ongoing.
• Internal controls deemed adequate; RTA changed to Purva; e-voting facility provided.

Shareholding & investor info

• Promoter Akhill Marketing holds 28.55%.
• Dematerialisation: about 88.30% of shares dematerialized as of 31 Mar 2026.
• Book closure for AGM: 24-30 Sept 2026.

Outlook & strategic priorities

• Monetize land bank to fund diversification into Defence, Green Energy, Mining.
• Pace of diversification depends on regulatory feasibility and partnerships.
• Plan to digitize operations and adopt AI-enabled workflows.

AGM overview and resolutions

• AGM scheduled for 30 September 2026 at 11:30 IST via VC/OAVM.
• Book closure: 24 September to 30 September 2026 (inclusive).
• Ordinary business: adoption of audited financial statements for year ended 31 March 2026.
• Ordinary business: re-appointment of Advait Chaturvedi as director on rotation.
• Special: approval for development, mortgage, or disposal of land under Section 180(1)(a).
• Special: authorization to board to finalize terms and execute related documents.
• Special: alteration of main object clause to include defense and renewable energy sectors.
• Special: re-appointment of Sonal Waghela as Non-Executive Independent Director for five years.
• Ordinary: appointment of Ambuj Chaturvedi as Managing Director for five years from 29 Aug 2026.

Book closure details

• Book closure period: 24 Sep 2026 to 30 Sep 2026 (inclusive).
• Purpose: AGM to be held on 30 Sep 2026 via VC/OAVM.
• Security type: Equity shares.

Approvals and AGM actions

• Approved Board's Report with annexures for FY2025-26.
• 35th AGM to be convened on 30 September 2026 via VC/OAVM.
• Record date and closure for AGM: Sep 24-30, 2026.
• Scrutinizer appointed for e-voting: Abhishek Wagh & Associates.
• RTA appointed for AGM e-voting: Purva Sharegistry India Private Limited.

Land, MOA and object changes

• Development and/or mortgage/disposal of land at Chhata, Mathura, UP; subject to shareholder approval.
• Board exploring buyer/developer; updates to be disclosed on completion.
• Alteration of main objects clause of MOA approved, subject to shareholder approval by special resolution.

Board and management appointments

• Advait Chaturvedi re-appointed Non-Executive Director, effective 30-09-2026.
• Sonal Waghela re-appointed Non-Executive Independent Director for 5-year term from 14-02-2027 to 13-02-2032.
• Ambuj Chaturvedi appointed Managing Director from 29-08-2026 to 28-08-2031; no remuneration until profits.

Meeting Details

• Board meeting on 29 August 2026 at 12:00 Noon at Registered Office, Mumbai.

Key Agenda Items

• Approve AGM date, record date, share-closure dates, Directors' Report and Notice.
• Appoint Scrutinizer: Abhishek Wagh & Associates.
• Re-appoint Advait Chaturvedi as Non-Executive Director, subject to shareholders.
• Approve development/mortgage/disposal of land under Section 180(1)(a).
• Alter main object clause of MOA subject to AGM shareholders' approval.
• Re-appoint Sonal Waghela as Non-Executive Independent Director for 5 years.
• Appoint Ambuj Chaturvedi as Managing Director for 5 years.
• Trading window closed from 24 August 2026 until 48 hours after UPSI publication.