BCC Fuba India Limited shareholders approved the continuation of a non-executive independent director beyond the statutory age limit and revised the compensation terms for its executive director at their 40th annual general meeting held on September 1, 2026.

The meeting, which commenced at 11:00 am and concluded at 12:10 pm, passed five key resolutions aimed at stabilizing board composition, updating management remuneration structures, and approving related party transactions. One hundred seven members attended via video conferencing.

Board Composition Changes

Shareholders approved a special resolution to retain Mr. Chandar Vir Singh Juneja (DIN: 00050410) as a Non-Executive Independent Director beyond the age of seventy-five years. His tenure will continue until the expiry of his current term on January 8, 2027.

Mr. Juneja, who was originally appointed as an Independent Director on January 9, 2017, brings extensive experience in business management and corporate governance. The filing notes that he is not related to any promoters or other directors of the company.

Additionally, shareholders approved the re-appointment of Mrs. Manju Bhardwaj (DIN: 01778781) as a director liable to retire by rotation.

Executive Director Remuneration

The AGM also approved a revision in the terms and conditions of appointment for Mr. Abhinav Bhardwaj (DIN: 06785065), the company’s Executive Director and CEO.

His basic monthly salary has been revised from ₹2,60,000 to ₹3,50,000. This new remuneration structure applies for the financial years 2026-27, 2027-28, and 2028-29. Mr. Bhardwaj’s five-year tenure runs from September 1, 2025, to August 31, 2030.

Mr. Bhardwaj, a Chartered Accountant with prior experience at EY and KPMG, joined the company as an Additional Director before becoming Executive Director in July 2019. He is the son of Mrs. Manju Bhardwaj.

Related Party Transactions

The third resolution approved the granting of loans, guarantees, or securities to directors or persons in whom directors are interested, subject to applicable regulatory frameworks.

Financial Results Adoption

Shareholders also received, considered, and adopted the Audited Standalone and Consolidated Financial Statements of the Company for the financial year ended March 31, 2026, along with the Reports of the Board of Directors and the Auditor's thereon. The Chairperson informed members that there were no qualifications, reservations, or adverse remarks in the Statutory Auditor's Report.

BCC Fuba India Limited has been allotted Optionally Convertible Debentures (OCDs) worth ₹5 crore issued by its subsidiary, Iogems Technologies Private Limited. The allotment, part of the second tranche of a private placement, was completed on August 18, 2026. The company made the disclosure pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosures Requirements) Regulations, 2015.

The debentures are unsecured and carry an interest rate of 7% per annum, payable annually. Each instrument has a face value of ₹10 and was issued at par. The total size of the issue stands at ₹5 crore. The tenure of the instrument is seven years from the date of allotment.

Instrument Terms

The OCDs offer holders the option to convert the debentures into equity shares of Iogems Technologies at any time before the maturity date. This conversion requires a written notice specifying the number of debentures proposed for conversion. The conversion price will be determined by the company based on a valuation report issued by a registered valuer, in compliance with the Companies Act, 2013.

Upon maturity, the company will redeem the OCDs at face value along with any outstanding interest. Alternatively, holders may exercise their conversion rights prior to this date.

Regulatory Compliance

The investment adheres to Sections 23(2), 42, 62(1)(c), 71, and 179(3)(e) of the Companies Act, 2013. All necessary approvals were obtained prior to the transaction. The securities are not proposed to be listed on any stock exchange. No charge or security has been created over assets for these instruments, and there are no special rights or privileges attached beyond the standard conversion option.