Boston Commerce Limited has scheduled an Extraordinary General Meeting on August 5, 2026, via Video Conferencing to seek shareholder approval for a capital reduction scheme and the appointment of statutory auditors. The meeting will also address proposals to enhance borrowing powers and authorize business acquisitions.

The Board proposes to reduce the issued, subscribed, and paid-up equity share capital from ₹7,00,22,000 to ₹35,01,100 by cancelling 66,52,090 fully paid-up equity shares of ₹10 each on a proportionate basis. This scheme aims to write off accumulated losses of ₹6,65,20,900 and rationalize the balance sheet. The reduction will be implemented such that every 20 existing equity shares are consolidated into 1 share. The company stated that the scheme does not require prior approval from the Stock Exchanges under Regulation 37 of the SEBI (LODR) Regulations, 2015, as it uniformly applies to all shareholders.

Shareholders will also consider the appointment of M/s. S Parth & Company, Chartered Accountants (FRN: 154463W), as Co-Statutory Auditors to act jointly with the existing auditors. If approved, the firm will hold office for a term of five consecutive financial years commencing from the conclusion of the EGM. Additionally, the Board has recommended the regularization of the appointment of Ms. Jansi Falgunkumar Patel and Ms. Gunjan Jyotishbhai Leuva as Non-Executive Independent Directors for a term ending May 11, 2031.

The EGM agenda includes resolutions to approve borrowing powers up to ₹100 Crores and the acquisition of businesses or strategic assets for an aggregate investment not exceeding ₹100 Crores during each financial year up to FY 2028-29. The Board has also proposed adopting a new set of Memorandum of Association and Articles of Association to align with the Companies Act, 2013. The remote e-voting period commences on August 2, 2026, and ends on August 4, 2026.

Key Proposals at EGM

Boston Commerce Limited's Board has approved proposals to borrow up to ₹100 Crores and acquire businesses worth ₹100 Crores for each financial year up to and including FY 2028-29. These decisions aim to support business expansion, acquisitions, and working capital requirements. The approvals are subject to shareholder consent via a Special Resolution at an ensuing Extraordinary General Meeting (EGM) and other statutory clearances.

The Board authorised the evaluation, negotiation, and finalisation of acquisitions for ongoing businesses and strategic assets. The borrowing limit encompasses inter-corporate loans, term loans, working capital facilities, and non-convertible instruments. Additionally, the Board approved the monetisation, restructuring, or disposal of non-income generating and non-core assets to optimise business resources and unlock shareholder value.

Key Approvals

In a move to enhance operational efficiency, the Board appointed Accurate Securities and Registry Private Limited as the new Registrar and Share Transfer Agent (RTA), replacing Adroit Corporate Services Private Limited. This change is subject to necessary statutory and regulatory approvals. The Board also updated the list of authorised signatories for bank accounts and statutory records to align with the current Board composition.

Governance and Compliance

The Board approved the adoption of a new Memorandum of Association (MOA) and Articles of Association (AOA) to align with the Companies Act, 2013 and SEBI regulations. This change also requires shareholder approval via a Special Resolution. The Board noted that a request from promoters for reclassification from the Promoter Category to the Public Category was not considered due to deficiencies in the submitted information.

The meeting was held on July 13, 2026, at the company's registered office in Ahmedabad. Managing Director Ghanshyam Dhananjay Gavali signed the regulatory filing submitted to BSE Limited.