TGIF Agribusiness Ltd

AGM details

• Date: redacted; Start time: 3:00 PM; Mode: VC/OAVM.
• Record date: redacted.

Resolutions

• Adopt standalone financial statements and reports; 100% votes in favour.
• Director re-appointment approved; 100% votes in favour.

Director changes

• Director re-appointment approved as per rotation.

Auditors

• No auditor appointment changes; existing auditors continued.

AGM Details

• AGM held on Friday, 25 September 2026 at 3:00 PM.
• Mode: VC / OAVM (video conference or other audio-visual means).
• Remote e-voting window: 22 Sep 2026 to 24 Sep 2026.
• Cut-off date for voting rights: 18 Sep 2026.
• Proxy facility available only for body corporates.

Key Resolutions

• Adoption of standalone financial statements for year ended March 31, 2026.
• Approve re-appointment of Niraj Gemawat as Non-Executive Director on rotation.

Voting Results

• Voting results not disclosed in filing; to be announced within statutory time.

Dividend

• No dividend proposed or declared at AGM.

Director Changes

• Re-appointment of Niraj Gemawat as Non-Executive Director.

Auditor Appointments

• No changes to statutory or secretarial auditors disclosed.

Material Related Party Transactions

• No material related party transactions disclosed.

Other Material Approvals

• No other material approvals reported.

TGIF Agribusiness Ltd — Closure of trading window

AGM notice and AR access

• 3rd AGM set for Sep 25, 2026 at 3:00 PM via VC/OAVM.
• FY2025-26 Annual Report linked on company website.
• e-voting window: Sep 22, 2026 09:00 to Sep 24, 2026 17:00.
• e-voting cut-off date: Sep 18, 2026.
• AR/notice available also on NSDL and BSE websites.

Financial highlights

• Revenue from operations: ₹33,175k in FY2025-26, slight dip from ₹33,437k.
• Total income: ₹35,808k for FY2025-26.
• PBT ₹20,841k; PAT ₹20,156k for FY2025-26.
• EPS (Basic/Diluted): ₹7.79 per share.
• Dividend: no dividend declared for FY2025-26.
• IPO proceeds ₹6.40 Cr; utilised ₹3.19 Cr as of 31-03-2026.

Operational footprint

• Open farming across 110+ acres in Rajasthan near Ajari, Kasindra, Kojra.
• Principal crop: pomegranate; other crops include dragon fruit, Malta, teak.
• Drip irrigation used; post-harvest facility designed for food safety.
• Direct2home B2C platform piloted in Ahmedabad; expansion planned.

Capital structure & liquidity

• Authorized capital ₹5 crore; issued and paid-up ₹2.5876 crore.
• Cash and cash equivalents ₹3.945 crore; FDR investments ₹3.882 crore.
• IPO proceeds ₹6.40 Cr; utilised ₹3.19 Cr as of 31-03-2026.
• No long-term borrowings at year end.

Governance & controls

• Statutory auditors: Samir M. Shah & Associates; internal auditor: Zalak Chokshi.
• Secretarial auditor: Shalini Pandey & Associates.
• Auditors' report: unmodified; no fraud reported.
• Board meetings held: 4 during the year.

CSR & compliance

• CSR not applicable for FY2025-26.
• Company complied with governance and disclosure requirements; no separate CSR committee.

Related party & governance

• Related party transactions at arm's length; disclosures in notes.
• Rent paid to directors and relatives disclosed; balances, as provided.

Risks & outlook

• Weather dependence and seasonality impact crop yields and prices.
• Expansion focus: domestic markets and direct-to-consumer growth.
• Horticulture sector outlook positive; innovation and efficiency drive value.

Audit, listing & compliance status

• Listed on BSE SME Platform; integrated annual report with AGM notice.
• Auditors' opinion: unmodified; internal controls adequate; no going concern issues.

AGM Details

• Date: 25 September 2026; time: 3:00 PM; mode: VC/OAVM.
• This is the 3rd AGM; voting via remote e-voting and at meeting.
• Record date for voting: 18 September 2026.

Ordinary Resolutions

• Adopt Standalone Audited Financial Statements for year ended 31 March 2026.
• Re-appoint Niraj Gemawat as Non-Executive Director, retiring by rotation.

Director Details

• Niraj Gemawat; DIN 00030749; Non-Executive Director.
• Remuneration proposed: Nil; shareholding: 1,416,450 shares.

Voting & Participation

• No proxy facility; corporate bodies may appoint representatives for VC/OAVM attendance.
• Remote e-voting: Sep 22–24, 2026; cut-off date for voting: Sep 18, 2026.

AGM notice

• Subject: 3rd AGM of TGIF Agribusiness Limited scheduled for 25 September 2026 at 3:00 PM.
• Mode: VC/OAVM via Video Conferencing and Other Audio Visual Means.
• Governing rules: MCA and SEBI circulars apply.
• Issuer and code: TGIF Agribusiness Limited, Scrip code 544175.

Annual Report approval

• Approved Annual Report 2025-26 including Audited Financial Statements and related reports.
• Notice of 3rd AGM and Annual Report approved for circulation.

AGM scheduling and governance actions

• AGM fixed for 25 September 2026 at 3:00 PM via VC/OAVM.
• Arrangements for e-voting and related matters approved.
• Scrutinizer appointed for AGM remote voting: Mr. Mukesh Jiwnani, PCS.