Bella Casa Fashion & Retail Ltd has completed the dispatch of its postal ballot notice to shareholders on March 25, 2026, seeking approval for the appointment of Mrs. Bharti Rastogi as an Independent Director. The company has also published newspaper advertisements in compliance with regulatory requirements under Regulation 30 and 47 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Postal Ballot Notice Dispatch

The company successfully dispatched the postal ballot notice exclusively through electronic means on March 25, 2026, to shareholders whose email addresses are registered with the company, depositories, or Registrar and Transfer Agent as on the cut-off date of March 20, 2026. Company Secretary Sonika Gupta confirmed the completion of this process through official communication to stock exchanges.

Regulatory Compliance

In adherence to SEBI regulations, the company published newspaper advertisements in "Financial Express" (English) and "Dainik Navjyoti" (Hindi) newspapers regarding the postal ballot notice dispatch. The advertisements provide comprehensive information about the e-voting process and resolution details for shareholder convenience.

Proposed Director Appointment

The postal ballot seeks approval for appointing Mrs. Bharti Rastogi (DIN: 11535449) as an Independent Director for a five-year term from February 24, 2026 to February 23, 2031. She brings over a decade of experience in global IT consulting and business management, currently serving as Creative & Sales Head at Rastogi Steel Furniture.

E-Voting Timeline

The remote e-voting process will be conducted exclusively through Central Depository Services Limited (CDSL) platform, with no physical ballot forms being distributed to shareholders.

Scrutinizer Appointment

Mr. Manish Sancheti, Practicing Company Secretary (Membership No. F-7972, CoP No. 8997), has been appointed as the Scrutinizer to conduct the postal ballot process in a fair and transparent manner. The results will be announced at the company's registered office and communicated to BSE Limited and National Stock Exchange of India Limited.

Committee Positions

Upon appointment, Mrs. Rastogi will serve as Member of the Shareholders/Investors Grievance Committee and Chairperson of the Nomination and Remuneration Committee. The company has confirmed that she meets all independence criteria under Section 149(6) of the Companies Act, 2013 and SEBI Listing Regulations.

Bella Casa Fashion & Retail Limited has announced significant board changes and subsequent committee reconstitution following its meeting held on February 24, 2026. The company has appointed Mrs. Bharti Rastogi as Additional Director (Non-Executive Independent Director) while confirming the resignation of Mrs. Nivedita Ravindra Sarda on the same date.

Board Meeting Outcome

In compliance with Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Board of Directors approved key appointments and acknowledged resignations during their meeting on February 24, 2026. The meeting commenced at 02:15 P.M. and concluded at 02:51 P.M.

New Director Appointment

Based on the recommendation of the Nomination and Remuneration Committee, the Board approved the appointment of Mrs. Bharti Rastogi (DIN: 11535449) as an Additional Director for a period of 5 years, effective February 24, 2026, to February 23, 2031. The appointment is subject to shareholder approval through postal ballot.

Director Profile

Mrs. Bharti Rastogi brings over a decade of experience across global IT consulting and business management. She currently serves as Creative & Sales Head at Rastogi Steel Furniture for over six years, where she has led the company's digital transformation, managing online sales, branding, and growth execution. She has successfully modernized traditional business models through strong digital positioning.

Previously, she worked as a Software Engineer at Accenture, delivering high-impact international projects and earning the prestigious Gold Achiever's Award in her first year. A B.Tech graduate in Electronics & Communication Engineering and an academic scholarship recipient, she combines analytical thinking with operational excellence. Her global onshore experience further strengthens her strategic and leadership capabilities.

Board Committee Reconstitution

Following the director changes, the Board approved the reconstitution of key committees with immediate effect. The terms of reference for all committees remain unchanged and continue to be in effect.

Shareholder's/Investors Grievance Committee

Nomination and Remuneration/Compensation Committee

Outgoing Director Details

The Board formally acknowledged the resignation of Mrs. Nivedita Ravindra Sarda (DIN: 00938666) as Independent Director, effective from the close of business hours on February 24, 2026. Her resignation letter, dated February 17, 2026, cited professional and personal commitments as the reason for departure.

Regulatory Compliance

The company confirmed that Mrs. Bharti Rastogi is not debarred from holding directorship by SEBI or any other authority and fulfills the independence criteria under the Companies Act, 2013 and Listing Regulations. She is not related to any existing Board member. The Board has approved seeking shareholder approval through postal ballot for Mrs. Bharti Rastogi's appointment as Independent Director.