Bhatia Communications & Retail (India) Limited shareholders approved the appointment of M/s. R Kejriwal & Co. as the company’s statutory auditors for a term of five consecutive years during the 18th Annual General Meeting held on July 25, 2026. The new mandate begins immediately following the conclusion of that meeting and extends until the conclusion of the annual general meeting to be held in 2031. This appointment replaces M/s. R P R & Co., Chartered Accountants, whose term ended at the same meeting.

The decision was communicated to BSE Limited pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The meeting was conducted via Video Conferencing / Other Audio-Visual Means (VC/OAVM) in compliance with circulars issued by the Ministry of Corporate Affairs (MCA) and the Securities and Exchange Board of India (SEBI). Chintikaben Hasmukhbhai Shah, Company Secretary and Compliance Officer, signed the disclosure on July 27, 2026.

Auditor Profile

M/s. R Kejriwal & Co. is a firm of Chartered Accountants holding Firm Registration No. 133558W. The firm provides taxation and audit services and possesses more than 13 years of experience in professional services. According to the filing, the firm employs a team of highly competent professionals with technical expertise in statutory audits, financial reporting, tax laws, and company law.

Key Appointment Details

The filing confirms that there are no disclosed relationships between the directors of Bhatia Communications & Retail (India) Limited and the newly appointed auditor, marking this field as "Not applicable" under the required disclosures.

Bhatia Communications & Retail (India) Limited shareholders approved enhanced borrowing limits and a nominal dividend during its 18th Annual General Meeting (AGM) held on July 25, 2026. The meeting, conducted via Video Conferencing/Other Audio-Visual Means (VC/OAVM), saw the passage of six resolutions, including the adoption of audited financial statements for FY26 and the re-appointment of Whole Time Director Nikhil Harbanslal Bhatia. The approval of increased leverage under Section 180 of the Companies Act, 2013, signals management’s intent to optimize capital structure for future expansion or working capital needs.

The voting process was scrutinized by Bhaveshkumar Arjunkumar Rawal, Practicing Company Secretary, who confirmed that all resolutions passed with the requisite majority under Section 108 of the Companies Act, 2013 and Rule 20(4)(xii) of the Companies (Management and Administration) Rules, 2014. E-voting remained open from July 22 to July 24, 2026, with votes unblocked on July 25 in the presence of independent witnesses Siddharth Ashok Joshi and Sweta Jitendra Agola.

Voting Results Overview

Shareholder participation was dominated by promoter group voting, which accounted for nearly 70% of total votes polled. Public institutional investors did not participate in the voting process.

Key Governance Decisions

The Board of Directors declared a dividend of 1% on equity shares, equating to Re. 0.01 per share. This modest payout reflects a conservative approach to cash distribution, prioritizing retained earnings for operational growth. Shareholders also ratified the appointment of Statutory Auditors and approved their remuneration, ensuring compliance with regulatory standards for financial reporting.

Nikhil Harbanslal Bhatia (DIN: 02063706), who retired by rotation, was re-appointed as Whole Time Director. His continued leadership provides stability as the company executes its strategic initiatives. The resolution received overwhelming support, with only 100 votes cast against it by public non-institutional shareholders.

Strategic Implications of Borrowing Limits

The most significant outcome of the AGM was the special resolution to increase overall borrowing limits under Section 180 of the Companies Act, 2013. This move grants the company greater flexibility to raise debt for capital expenditures, acquisitions, or working capital requirements without seeking further shareholder approval for each instance. Concurrently, shareholders approved loans, investments, guarantees, or security under Section 186, broadening the company’s financial maneuverability.

Promoter and Promoter Group shareholders, holding 97,688,502 shares, voted unanimously in favor of all resolutions. Public non-institutional shareholders, holding 31,688,498 shares, showed slight dissent on the borrowing and investment resolutions, with 102 votes against each. However, this opposition was negligible relative to the total vote count, indicating broad shareholder confidence in the company’s financial strategy.

What the Numbers Show

The near-unanimous support from promoters underscores strong alignment between management and controlling shareholders regarding the company’s growth trajectory. The minimal dissent from public shareholders on leverage-related resolutions suggests that retail investors do not perceive the increased borrowing capacity as a material risk. With the audit committee and statutory auditors appointed, Bhatia Communications & Retail (India) Limited is well-positioned to maintain robust corporate governance while pursuing aggressive expansion plans in the coming fiscal year.