Bentley Commercial Enterprises Ltd announced that all resolutions passed at its 41st Annual General Meeting received 100% votes in favor. The meeting, held on September 30, 2026, adopted FY26 financials and approved material related party transactions without any dissenting votes.

The company filed the consolidated voting results with BSE Limited on October 5, 2026. These results reflect combined voting through remote e-voting prior to the meeting and physical ballots during the AGM. The Scrutinizer’s report confirmed that no invalid votes were recorded for the financial adoption or director reappointment resolutions.

Voting details by resolution

The following table summarizes the voting pattern for the three ordinary resolutions passed at the meeting:

For the first two resolutions, a total of 12 members cast valid votes. For the third resolution regarding material related party transactions, 7 members participated, with 4 members’ votes excluded as invalid under the specific scrutiny norms for such items, leaving 3 members with valid votes.

Key resolutions passed

The agenda included both ordinary and special business items. Directors and shareholders voted on the following:

• Adoption of Financials: To receive, consider, and adopt the Audited Financial Statements for the financial year ended March 31, 2026, along with Board and Auditor reports.
• Director Reappointment: To appoint Mrs. Meenakshi Jayesh Bhansali (DIN: 06936671) as Director in place of herself, who retired by rotation and offered reappointment.
• Related Party Transactions: To approve material related party transactions as a special business item.

Voting mechanism and disclosure

The company provided remote e-voting facilities from September 27 to September 29, 2026. This facility allowed shareholders to vote on the resolutions prior to the meeting date. For those not using e-voting, physical ballot facilities were available during the AGM.

Upon receipt of the Scrutinizer's Report, Bentley Commercial Enterprises Ltd communicated the voting results to BSE Limited within two working days. These results are also published on the company's website and that of its Registrar and Transfer Agents, MUFG Intime India Private Limited.

Bentley Commercial Enterprises Ltd has issued an addendum to the notice of its 41st Annual General Meeting, scheduled for September 30, 2026. The filing provides previously omitted regulatory disclosures regarding a proposed material related-party transaction involving a loan facility of up to ₹50 crore per annum to Met-Lok Hydro Pneumatics Private Limited.

The company stated that certain information required under Regulation 23 of the SEBI Listing Regulations was inadvertently left out of the original explanatory statement circulated on September 7, 2026. The addendum, dated September 11, 2026, clarifies the financial standing of the related party and the terms of the proposed lending arrangement.

Related Party Transaction Details

The proposed transaction involves granting loans to Met-Lok Hydro Pneumatics Private Limited, a manufacturer of rubber and plastics products. A relative of director Mr. Babulal Mishrimal Bhansali serves as a director in the related entity. Bentley Commercial holds no shareholding in Met-Lok, nor does Met-Lok hold any stake in the listed entity.

The loans are intended to be unsecured and repayable on demand. The interest rate will be determined on an arm's length basis at the time of disbursement. The funds are sourced from the company’s own internal accruals, with no financial indebtedness incurred by Bentley Commercial for this purpose. The Audit Committee has already approved these transactions.

Financial Health of Related Party

The addendum discloses the standalone financial performance of Met-Lok Hydro Pneumatics Private Limited for the last three fiscal years. The related party reported significant growth in turnover and net worth during this period.

There have been no defaults on borrowings by the related party over the last three financial years. The value of the proposed transactions represents 77.06% of Bentley Commercial’s annual consolidated turnover for FY26.

Previous Transactions

Bentley Commercial has previously extended loans to Met-Lok Hydro Pneumatics. As of March 31, 2026, the outstanding loan amount was ₹1.55 crore. This is a reduction from ₹50.50 lakh outstanding as of March 31, 2025. No loans were granted in FY24. During the current financial year up to March 31, 2026, an additional ₹53.50 lakh was granted.

AGM and Governance Updates

The 41st AGM will be held at Peninsula Heights, Mumbai, at 11:00 am on September 30, 2026. Shareholders will also vote on the reappointment of Mrs. Meenakshi Jayesh Bhansali as a Non-Executive Non-Independent Director. She retires by rotation and offers herself for reappointment.

Remote e-voting will be available from September 27, 2026, at 9:00 am to September 29, 2026, at 5:00 pm. Members holding shares as of the close of business on September 23, 2026, are eligible to vote. The register of members will remain closed from September 24, 2026, to September 30, 2026.

Financial Performance FY26

In its Board’s Report for FY26, Bentley Commercial reported total income of ₹694.30 lakh, up from ₹679.04 lakh in FY25. Profit after tax stood at ₹481.93 lakh, compared to ₹479.03 lakh in the previous year. However, total comprehensive income turned negative at (₹3,205.92 lakh) due to mark-to-market losses on equity investments, contrasting with a gain of ₹3,174.87 lakh in FY25. The net worth decreased to ₹13,926.12 lakh from ₹17,132.04 lakh as of March 31, 2025. No dividend was declared for the year.