JHS Svendgaard Retail Ventures Limited has announced that its board of directors will meet on Thursday, May 28, 2026. The primary agenda of the meeting is to consider and approve the audited financial results for the quarter and financial year ended March 31, 2026. The board will review both standalone and consolidated financial statements, along with the audit reports submitted by the statutory auditors.

Key Meeting Details

The meeting is being convened pursuant to Regulation 29 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The following table summarizes the key information regarding the upcoming board meeting:

Trading Window Closure

In compliance with the SEBI (Prohibition of Insider Trading) Regulations, 2015, and the company’s code of conduct for the prevention of insider trading, the trading window has been closed. This restriction applies to all insiders, including designated persons and their immediate relatives. The window closed on April 1, 2026, and will remain shut until the expiry of 48 hours after the declaration of the audited financial results.

The company has stated that this information is available on its official website. The intimation was signed by Kuldeep Jangir, Company Secretary & Compliance Officer.

JHS Svendgaard Retail Ventures Limited has issued a formal Notice of Extraordinary General Meeting (EGM) scheduled for Saturday, May 30, 2026, at 12:00 Noon (IST) through Video Conferencing (VC) / Other Audio Visual Means (OAVM). The EGM, designated as the 1st EGM for FY 2026-27, will seek shareholder approval for the issuance of 33,05,000 fully convertible equity warrants to non-promoter investors aggregating up to Rs. 8,26,25,000, along with approval for five material related party transactions. The board had originally approved the preferential warrant issue at its meeting held on April 30, 2026. The company has also completed the dispatch of the EGM notice, with newspaper advertisements published on May 7, 2026.

EGM Schedule and E-Voting Details

The company has engaged National Securities Depository Limited (NSDL) for conducting the EGM through VC/OAVM and for facilitating remote e-voting. Members whose names appear in the Register of Members as on the cut-off date will be eligible to cast their votes.

Warrant Issue: Key Terms and Allocation

The board approved the issuance of fully convertible warrants at a price of Rs. 25 per warrant (including a premium of Rs. 15 over the face value of Rs. 10), payable in cash. The minimum floor price was determined as Rs. 23.85 per share, being the higher of the 90-trading-day VWAP and the independent valuation report by RV Gaurav Jain (Registration No.: IBBI/RV/06/2021/13914). The relevant date for floor price determination was April 30, 2026. A warrant subscription price equivalent to 25% of the issue price is payable upfront, with the remaining 75% payable at the time of conversion. Each warrant entitles the holder to subscribe to one equity share, exercisable within 18 months from the date of allotment.

The warrants will be allocated among eight non-promoter investors. Amit Sadh and Purnima Sharma will receive the largest allocations of 10,00,000 warrants each. Notably, Nalin Kant Beura, the company's Chief Financial Officer and Key Management Personnel, is also among the proposed allottees.

Utilisation of Issue Proceeds

The company intends to deploy the proceeds raised through the preferential issue across four broad categories, assuming 100% conversion of warrants into equity shares within the stipulated timeframe.

The company has clarified that since the issue size does not exceed Rs. 100 Crores, appointment of a Monitoring Agency under Regulation 162A of the SEBI ICDR Regulations, 2018 is not required. Pending full utilisation, proceeds may be invested in scheduled commercial bank deposits or government securities.

Material Related Party Transactions

The EGM will also seek shareholder approval for five material related party transactions (RPTs) under Regulation 23(4) of the SEBI Listing Regulations. All transactions are proposed to be undertaken at arm's length and in the ordinary course of business, with validity of one year from the date of passing of the respective resolutions. The Board of Directors, on recommendation of the Audit Committee at its meeting held on April 30, 2026, has approved these RPTs subject to member approval.

Transactions with JHS Svendgaard Laboratories Limited — a promoter group company engaged in manufacturing and export of oral care and personal care products — include purchase and sale of goods, availing and rendering of services, infrastructure and resource sharing, and loans and advances. Transactions with PJHS Entertainment Private Limited, the company's subsidiary engaged in entertainment and hospitality, include availing and rendering of services, event management, financial support for expansion, and loans and advances. Transactions with Purple Rock Infra Private Limited cover construction, project management, leasing of commercial spaces, and financial support. Transactions with Magna Waves Buildtech Private Limited relate primarily to availing lease/licence of commercial retail spaces to support the company's retail expansion strategy. Transactions with Nikhil Nanda Motion Pictures LLP encompass film production services, content creation, media production, advertising, sponsorship arrangements, and loans and advances.

Regulatory Compliance and Shareholding Impact

The preferential issue is structured in compliance with Chapter V of the SEBI Issue of Capital and Disclosure Requirements (ICDR) Regulations, 2018, and the Companies Act, 2013. The warrants shall be allotted within 15 days from the date of passing of the special resolution. Upon full conversion of all warrants — including the 89,91,357 warrants previously issued on September 27, 2024 and March 05, 2025 — the total post-issue share capital is estimated at 2,05,00,957 shares. Promoter shareholding is expected to move to 31.34% post-issue, while public shareholding is expected to stand at 68.66%. The company has confirmed there are no outstanding dues payable to SEBI, Stock Exchanges, or Depositories, and that none of its directors or promoters are categorised as wilful defaulters or fugitive economic offenders. The regulatory filing was digitally signed by Kuldeep Jangir, Company Secretary & Compliance Officer, on May 06, 2026.