ADF Foods Limited has submitted its quarterly compliance certificate to stock exchanges, fulfilling regulatory obligations under SEBI's depository regulations for the quarter ended March 31, 2026.

Regulatory Compliance Filing

The company filed its certificate under Regulation 74(5) of the SEBI (Depositories and Participants) Regulations, 2018 on April 3, 2026. Company Secretary Shalaka Ovalekar submitted the compliance documentation to both the National Stock Exchange of India Limited and BSE Limited.

Registrar Confirmation

MUFG Intime India Private Limited, formerly Link Intime India Private Limited, serves as ADF Foods' Registrar and Share Transfer Agent. The registrar provided comprehensive confirmation regarding dematerialization processes during the quarter.

Ashok Shetty, Sr. Vice President-Corporate Registry at MUFG Intime India, confirmed that:

• Securities received from depository participants for dematerialization were properly confirmed to depositories
• All securities comprised in certificates have been listed on stock exchanges where earlier issued securities are listed
• Security certificates received for dematerialization were confirmed or rejected within prescribed timelines
• Certificates were mutilated and cancelled after due verification by depository participants
• Depository names were substituted in the register of members as registered owners

Corporate Information

This compliance filing represents ADF Foods' ongoing adherence to SEBI's regulatory framework governing depositories and participant operations, ensuring transparent and compliant handling of securities dematerialization processes.

ADF Foods Limited has received regulatory approval for the amalgamation of two of its subsidiaries, marking a significant step in the company's corporate restructuring initiative. The Regional Director (RD) – North Western Region, Ministry of Corporate Affairs, Ahmedabad approved the Scheme of Amalgamation between ADF Foods (India) Limited and Telluric Foods Limited on 1st April, 2026.

Merger Details and Structure

The approved scheme involves the merger of ADF Foods (India) Limited (transferor company) with Telluric Foods Limited (transferee company), both wholly-owned subsidiaries of ADF Foods Limited. The merger has been sanctioned under Section 233 of the Companies Act, 2013 through the fast track route.

Business Operations and Rationale

Both entities operate in the trading of processed food products within the domestic market. The amalgamation is strategically designed to achieve multiple operational benefits:

• Simplify the corporate structure
• Enable more efficient utilization of capital and resources
• Integrate business operations
• Eliminate operational duplication
• Rationalize administrative and compliance costs

Implementation Framework

The merger will become effective from the appointed date specified in the scheme upon filing of the order with the Registrar of Companies through e-form INC-28. Following this filing, the transferor company ADF Foods (India) Limited will stand dissolved.

Since ADF Foods (India) Limited is a wholly-owned subsidiary of Telluric Foods Limited, no new shares will be issued pursuant to the scheme. The shareholding of the transferee company in the transferor company will be cancelled upon the scheme becoming effective.

Regulatory Compliance

The approved merger comes with specific compliance conditions including adherence to Section 233 provisions of the Companies Act, 2013, payment of applicable income tax and stamp duty, preservation of company books and papers as per Section 239, and continuation of all legal proceedings by the transferee company.

Impact on Parent Company

The amalgamation will not result in any change to the shareholding pattern of ADF Foods Limited, as the merger is between subsidiary companies and the parent company is not issuing any shares under the scheme. This internal restructuring is expected to streamline operations while maintaining the existing ownership structure.