EFC (I) Limited Issues Postal Ballot Notice; E-Voting Open from July 31 to August 29, 2026
EFC (I) Limited has issued a Postal Ballot Notice dated July 29, 2026, with remote e-voting open from July 31 to August 29, 2026, and results expected on or before September 1, 2026. Shareholders are being asked to vote on three resolutions: fixation of remuneration for Non-Executive Director Mr. Abhishek Narbaria at Rs. 4.8 crores per annum for FY 2026-27 (fixed only, with no performance incentive), alteration of the Main Object Clause of the Memorandum of Association to formally include managed workspace, design & build, and furniture manufacturing businesses, and approval of material related party transactions with Pepperfry Limited valued at Rs. 500,00,00,000 (by EFC (I) Limited) and Rs. 350,00,00,000 (by subsidiary Ek Design Industries Limited) for FY 2026-27.

*this image is generated using AI for illustrative purposes only.
EFC (I) Limited has issued a Postal Ballot Notice dated July 29, 2026, pursuant to Sections 108 and 110 of the Companies Act, 2013, and Regulation 44 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The notice seeks shareholder approval on three resolutions exclusively through remote e-voting. The cut-off date for reckoning voting rights is Friday, July 24, 2026, and the notice has been sent electronically to all members whose names appear in the Register of Members or the Register of Beneficial Owners as on that date.
E-Voting Schedule
The company has engaged MUFG Intime India Private Limited (formerly known as Link Intime India Private Limited) to provide the remote e-voting facility. The key dates for the postal ballot process are as follows:
| Parameter: | Details |
|---|---|
| Cut-off Date: | Friday, July 24, 2026 |
| Commencement of E-Voting: | Friday, July 31, 2026 at 9:00 A.M. (IST) |
| End of E-Voting: | Saturday, August 29, 2026 at 5:00 P.M. (IST) |
| Results Announcement (on or before): | Tuesday, September 1, 2026 |
Mr. Chirag Sachapara, Practicing Company Secretary and Proprietor of M/s. Sachapara and Associates, has been appointed as the Scrutinizer to conduct the postal ballot process in a fair and transparent manner. The Scrutinizer's report will be submitted to the Chairman after completion of scrutiny, and the e-voting results will be communicated to the stock exchanges.
Resolutions Proposed
The Postal Ballot Notice covers three resolutions, as summarised below:
| Sr. No.: | Resolution | Type |
|---|---|---|
| 1. | Fixation of remuneration of Mr. Abhishek Narbaria (DIN: 01873087), Non-Executive Director | Special Resolution |
| 2. | Alteration of the Object Clause of the Memorandum of Association | Special Resolution |
| 3. | Approval of material related party transactions | Ordinary Resolution |
Item 1: Remuneration of Non-Executive Director
Based on the recommendation of the Nomination and Remuneration Committee, the Board has approved the fixation of remuneration for Mr. Abhishek Narbaria (DIN: 01873087), Non-Executive Director and Co-founder of EFC (I) Limited, for FY 2026-27 at Rs. 4.8 crores per annum (fixed remuneration only). For FY 2025-26, shareholders had approved remuneration comprising a fixed component of ₹4.80 Crores per annum together with a performance incentive of up to 3% of the standalone net profits of the Company. For FY 2026-27, no performance-linked incentive or commission based on profits is proposed.
Key details of Mr. Abhishek Narbaria are provided below:
| Parameter: | Details |
|---|---|
| Name: | Mr. Abhishek Narbaria |
| DIN: | 01873087 |
| Age: | 42 years |
| Qualification: | Masters in Computer Science |
| Experience: | Over 20 years |
| Date of First Appointment: | 26/05/2022 |
| Shareholding in the Company: | 2,81,78,265 shares |
| Proposed Remuneration (FY 2026-27): | Rs. 4.8 crores per annum |
Item 2: Alteration of Memorandum of Association
The company proposes to amend the Main Object Clause (Clause III [A]) of its Memorandum of Association by inserting three new sub-clauses (numbered 3 to 5). The proposed additions cover the following business activities:
- Sub-clause 3: Acquiring, developing, leasing, operating and managing managed office spaces, flexible workspaces, co-working spaces, serviced offices, virtual offices, and allied real estate assets, along with facility management, workspace management, and related services.
- Sub-clause 4: Planning, designing, engineering, project management, construction, renovation, fit-outs, and turnkey execution of residential, commercial, industrial, institutional, and other infrastructure projects, including EPC and design-build services.
- Sub-clause 5: Designing, developing, manufacturing, trading, installing and dealing in furniture, modular furniture, office furniture, interior products, prefabricated structures, building materials, and allied products.
The Board has stated that the proposed amendment does not result in any change in the existing business of the company but is intended to align the Main Object Clause with the company's present operations and future growth strategy.
Item 3: Material Related Party Transactions
The company is seeking shareholder approval for material related party transactions (RPTs) with Pepperfry Limited, an entity under the same management. The proposed transactions involve two counterparties — EFC (I) Limited directly, and its subsidiary Ek Design Industries Limited.
Transaction I: EFC (I) Limited and Pepperfry Limited
| Parameter: | Details |
|---|---|
| Nature of Transaction: | Sale of services – Design & Built Turnkey Contract |
| Proposed Transaction Value: | Rs. 500,00,00,000 (Rupees Five Hundred Crore Only) |
| Tenure: | 1 (One) Year – April 1, 2026 to March 31, 2027 (FY 2026-27) |
| Transaction as % of Consolidated Turnover (preceding FY): | 48.23% |
| Transaction as % of Related Party's Standalone Turnover (preceding FY): | 334.73% |
| Previous Year Transactions (FY 2025-2026): | Rs. 27,46,40,000 (Sale of goods/materials/services) |
Pepperfry Limited's financial performance for FY 2025-2026 on a standalone basis is as follows:
| Particulars: | FY 2025-2026 (INR, Standalone Basis) |
|---|---|
| Turnover: | 1,49,37,51,000 |
| Profit After Tax: | (26,73,79,711.70) |
| Net Worth: | 1,15,59,51,415.30 |
Transaction II: Ek Design Industries Limited and Pepperfry Limited
| Parameter: | Details |
|---|---|
| Nature of Transaction: | Sale of Furniture, Fixtures, home goods and allied products/services |
| Proposed Transaction Value: | Rs. 350,00,00,000 (Rupees Three Hundred Fifty Crore only) |
| Tenure: | 1 (One) year – April 1, 2026 to March 31, 2027 (FY 2026-27) |
| Transaction as % of Consolidated Turnover (preceding FY): | 33.76% |
| Transaction as % of Related Party's Standalone Turnover (preceding FY): | 234.31% |
| Previous Year Transactions (FY 2025-2026): | Nil |
The directors of EFC (I) Limited with an interest in the RPT with Pepperfry Limited include Mr. Umesh Kumar Sahay (Managing Director and Chairman), Mr. Abhishek Narbaria (Director), and Mr. Nikhil Dilipbhai Bhuta (Whole-Time Director). The Audit Committee has reviewed and approved the proposed transactions, noting that they are in the ordinary course of business and on an arm's length basis. The Board recommends the Ordinary Resolution set out at Item No. 3 for approval by the members.
Historical Stock Returns for EFC
| 1 Day | 5 Days | 1 Month | 6 Months | 1 Year | 5 Years |
|---|---|---|---|---|---|
| -5.44% | -1.06% | +2.89% | -21.75% | -44.02% | -44.02% |
How will the proposed Rs. 850 crore in related party transactions with Pepperfry Limited impact EFC (I) Limited's revenue concentration risk and dependency on a single counterparty?
What specific strategic initiatives or capital expenditures does the company plan to undertake with the new MOA amendments allowing entry into real estate, construction, and furniture manufacturing?
Given Pepperfry's reported standalone net loss of ~Rs. 267 crore in FY 2025-26, what safeguards are in place to ensure the arm's length nature and creditworthiness of these massive proposed transactions?


































