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.

JHS Svendgaard Retail Ventures Limited has published newspaper advertisements supporting the Investor Education and Protection Fund (IEPF) Authority's second 100 Days Campaign, demonstrating its commitment to shareholder protection and regulatory compliance.

Campaign Details and Regulatory Compliance

The company published advertisements in Business Standard (English) and Business Standard (Hindi) on April 13, 2026, pursuant to Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015. This action follows the circular issued by IEPF Authority under the Ministry of Corporate Affairs dated March 27, 2026.

Investor Protection Initiative

The second phase of the "Saksham Niveshak" campaign aims to create awareness amongst investors and facilitate issues relating to unpaid dividend and updation of KYC details. The primary objective is to prevent the transfer of shares and dividend amounts to the IEPF Authority by encouraging shareholders to claim their rightful entitlements.

Shareholders facing issues related to unclaimed dividends and shares can contact the company's Registrar and Transfer Agent, Alankit Assignments Ltd., located at 4E/2 Jhandewalan Extension, New Delhi-110055. They can also reach out via email at rta@alankit.com or directly contact the company at cs@jhsretail.com .

Corporate Communication and Transparency

The company has made the campaign information available on its official website at https://jhsretail.com/ , ensuring transparent communication with stakeholders. This initiative reflects the company's proactive approach to investor relations and compliance with regulatory requirements.

The notification was signed by Kuldeep Jangir, Company Secretary & Compliance Officer, emphasizing the company's commitment to proper corporate governance and shareholder protection measures.