Organic Recycling Systems Limited has informed the exchanges that its board of directors will meet on Friday, May 22, 2026. The meeting has been convened in accordance with Regulation 29 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Agenda for the Meeting

The primary focus of the board meeting is to deliberate upon the capital structure of the company. The directors will consider and approve a proposal regarding the redemption of specific preference shares issued by the company.

Preference Share Details

The board will evaluate the redemption of 0% Non-cumulative Redeemable Preference Shares. These shares have a face value of Rs. 10 each. The company intends to carry out this redemption in one or more tranches, strictly adhering to the terms that were established at the time of issuance and redemption.

In addition to the redemption proposal, the board will also discuss any other business that may be permitted by the chair during the meeting. The intimation was submitted to the stock exchanges on May 19, 2026.

Organic Recycling Systems Limited submitted a certificate from its statutory auditors to BSE Limited on May 14, 2026, confirming compliance with Regulation 169(4) of the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018 (ICDR Regulations). The submission was made pursuant to Regulation 169(5) of the ICDR Regulations and was signed by Managing Director Mr. Sarang Bhand.

Auditor Certificate and Scope of Examination

The certificate was issued by M/s. Vora & Associates, Chartered Accountants (Firm Registration No. 111612W), the statutory auditors of the company. The report was prepared in accordance with the Guidance Note on Reports or Certificates for Special Purposes (Revised 2016) issued by the Institute of Chartered Accountants of India, and in compliance with the Standard on Quality Control (SQC) 1. The auditors examined the Statement of Funds Received (Annexure A) based on information and explanations provided by management, minutes of meetings of the audit committee, Board of Directors, Extraordinary General Meeting, unaudited books of accounts, and other relevant records.

The auditors confirmed that the balance 75% consideration was received from the bank account of the allottee, with no circulation of funds or mere passing of book entries. The scope of the examination did not include verification of compliance with other regulatory requirements beyond those specified under Chapter V of the ICDR Regulations.

Warrant Conversion Details

The certificate relates to the conversion of 10,00,000 warrants into equity shares by allottee Ms. Bhavi Shah, out of the total 17,40,000 preferential convertible warrants issued on December 26, 2024. Each warrant is convertible into one equity share of face value of INR 10 at an issue price of INR 273. The auditors obtained the bank statement of the company for the period May 13, 2026, to May 14, 2026, and traced the receipt of INR 20,47,50,000 representing the balance 75% consideration.

The following table summarises the funds received in connection with this preferential issue and warrant conversion:

Pending Warrant Conversions

As noted in the auditor's report, the balance 75% consideration is yet to be received from 8 allottees who have not exercised the option for conversion of warrants, whether in full or in part. The auditors obtained a list of these allottees along with the amounts to be received from management. The total preferential convertible warrants originally issued stood at 17,40,000 on December 26, 2024.

Auditor's Conclusion

Based on their examination, M/s. Vora & Associates certified that the information in the Statement of Funds Received is correctly extracted from the unaudited books of account and other relevant records of the company. The auditors confirmed compliance with the requirements of sub-regulation 4 of Regulation 169 under Chapter V of the ICDR Regulations, Section 42 and 62 of the Companies Act, 2013, and Rule 14 of the Companies (Prospectus and Allotment of Securities) Rules, 2014. The report was signed by Partner Ronak A. Rambhia (Membership No. 140371) with UDIN 26140371PDQNHQ9396, dated May 14, 2026, from Mumbai.