Digidrive Distributors shareholders approved three ordinary resolutions at the company’s fourth annual general meeting held on September 16, 2026. The approvals included the adoption of audited financial statements for FY26, the reappointment of Director Alok Kalani, and a material related-party transaction with Saregama India Limited.

The meeting was conducted through video conferencing and other audio-visual means. Mr. Alok Kalani chaired the proceedings, which commenced at 3:00 pm and concluded at 3:24 pm. Fifty-four members attended the meeting, comprising three promoter representatives and 51 public shareholders.

Voting Results

All three resolutions were passed with significant majority support. The voting process included remote e-voting from September 13 to September 15, followed by e-voting during the AGM.

For the financial statements and director reappointment, the promoter group voted all 23,811,188 shares in favour. Public non-institutional shareholders also showed strong support, with over 99% voting in favour for both items.

Related-Party Transaction Approval

The resolution to approve material related-party transactions with Saregama India Limited required promoter abstention. Consequently, only public non-institutional shareholders cast votes on this item. Of the 144,236 votes polled from this category, 144,152 were in favour, representing 99.94% support.

What the Numbers Show

The voting data reveals a clear divergence in participation between ordinary business and special business items. While promoter-held shares accounted for nearly the entire vote count for the financial statements and director reappointment, they were excluded from the related-party transaction vote. This resulted in the total votes polled for the Saregama India deal (144,236) being significantly lower than for the other two resolutions (23,955,426 and 23,955,424, respectively), despite near-unanimous approval across all categories.

Kamana Goenka and Associates served as the scrutinizer for the meeting. The company confirmed that the auditors’ report on the FY26 financial statements contained no qualifications or adverse remarks.

Digidrive Distributors has completed the dispatch of notices for its fourth Annual General Meeting (AGM), scheduled to be held on September 16, 2026, at 3:00 pm via video conferencing. The company published public notices regarding the meeting in Financial Express (English – all India editions) and Aajkal (Bengali – Kolkata edition) on August 18, 2026. The notice was also sent via email to members with registered addresses and is available on the company’s website and stock exchange portals.

Meeting Agenda and Financial Review

The AGM will address the adoption of standalone and consolidated financial statements for the fiscal year ended March 31, 2026. On a standalone basis, the company reported revenue from operations of ₹27.50 crore, a slight decline of 1.2% from ₹28.19 crore in the previous year. Profitability improved significantly, with profit after tax (PAT) rising 27% year-on-year to ₹6.64 crore from ₹5.25 crore. This growth was driven by higher other income, which increased to ₹10.12 crore from ₹7.96 crore in FY25.

Consolidated figures showed a more pronounced contraction in top-line growth. Consolidated revenue fell 7.3% to ₹46.15 crore from ₹49.78 crore. Consequently, consolidated PAT declined 32% to ₹5.38 crore from ₹7.91 crore. The divergence between standalone and consolidated results highlights the impact of the subsidiary, Open Media Network Private Limited (OMNPL), on the group's overall performance.

Related Party Transactions

A key agenda item involves shareholder approval for material related-party transactions with Saregama India Limited, a fellow subsidiary within the RP-Sanjiv Goenka Group. The board seeks approval for an aggregate transaction value of up to ₹100 crore per financial year for five years, commencing from FY27 through FY31. These transactions primarily involve the purchase of goods, including Carvaan music players, as well as rent and establishment expense reimbursements.

The Audit Committee has certified that these transactions are conducted on arm's length terms and are in the ordinary course of business. During FY26, total transactions with Saregama amounted to ₹27.16 crore, representing 216.69% of Digidrive's annual consolidated turnover.

What the Numbers Show

Standalone other income constituted approximately 37% of total standalone income in FY26, rising from 22% in the prior year. This shift indicates a growing reliance on non-operational income streams, such as dividend income from equity investments designated at fair value through other comprehensive income (FVOCI), which totaled ₹9.27 crore. While core distribution revenues remained flat, this investment income significantly bolstered bottom-line profitability on a standalone basis.

E-Voting and Governance

The company has enabled remote e-voting for members whose names appear in the register as on the cut-off date of September 9, 2026. The voting window opens on September 13, 2026, at 9:00 am and closes on September 15, 2026, at 5:00 pm. Members who have already cast their votes remotely may attend the virtual AGM but cannot change their votes.

The Board of Directors has not recommended any dividend for FY25-26, citing the need to conserve resources for strategic initiatives. The company maintains a debt-free balance sheet, with a current ratio improving to 6.21 times from 4.80 times in the previous year. Chairman Alok Kalani retires by rotation and is eligible for reappointment based on his performance appraisal.

Source: https://lodr-files.dhan.co/lodr-inputs/Company/INE0PSC01024/adc39556-30d3-446b-9f41-0f12c9a60331.pdf