Kanungo Financiers shareholders approved a preferential share swap issue and the acquisition of stakes in two logistics and mining firms during its Extra-Ordinary General Meeting held on August 21, 2026. The company also secured approval to increase its authorized share capital to ₹50 crore.

The meeting, conducted via video conferencing in compliance with Ministry of Corporate Affairs and SEBI regulations, saw attendance from 48 members. Mr. Mahendra Patel, Director, presided over the proceedings. NSDL facilitated remote e-voting for the resolutions. The meeting started at 3:00 pm and concluded at 3:31 pm.

Key Resolutions Approved

Shareholders approved several strategic moves aimed at expanding the company's operational footprint through acquisitions and capital restructuring.

The increase in authorized share capital involves a consequential alteration of the Memorandum of Association. The acquisition of Startech Infracom Logistics Private Limited and Peepal Mining and Logistics Private Limited represents a move into logistics and mining sectors respectively.

Voting Results

All five resolutions placed before the members were passed with 100% support. A total of 902,710 votes were cast by 41 members. There were no votes against any resolution and no invalid votes recorded.

The voting breakdown highlights strong support from both promoter and public shareholders:

Promoters held 204,100 shares as on the cut-off date of August 14, 2026, representing approximately 4.4% of the total outstanding shares of 46,34,000. They polled 104,100 votes, constituting 51% of their holding. Public non-institutional shareholders held 44,29,900 shares and polled 7,98,610 votes, representing 18.03% of their holding.

The remote e-voting period ran from August 18, 2026, to August 20, 2026. The Scrutinizer's Report was submitted by Ramesh Chandra Bagdi & Associates on August 22, 2026.

Share Swap Mechanics

The board approved the issuance of over 40 million new equity shares on a preferential basis. This issuance is structured as a share swap, meaning consideration will be provided other than cash, subject to applicable laws and regulatory approvals. This mechanism allows Kanungo Financiers to acquire assets or businesses without immediate cash outflow, diluting existing shareholders but potentially expanding the asset base.

Leadership Changes

Mr. Atul Ankush Marathe (DIN: 08158359) was appointed as the Managing Director of the company. The appointment was made on terms and conditions approved by the members during the EGM.

Kanungo Financiers Limited confirmed the publication of its Extra-Ordinary General Meeting (EOGM) notice in English and Gujarati newspapers on August 8, 2026, as required under Regulation 47(3) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The meeting is scheduled for August 21, 2026, to seek shareholder approval for a share swap transaction valued at ₹81,32,41,800. This procedural update follows a corrigendum issued on August 5, 2026, which clarified that the proposed allottees will retain their non-promoter status post-issue, ensuring no change in the company’s promoter group structure.

The EOGM aims to approve the acquisition of 19.50% equity stakes in Startech Infralogistics Private Limited (SIPL) and Peepal Mining and Logistics Private Limited (PMLPL). The consideration will be paid through the issuance of 4,06,62,090 equity shares at ₹20 per share. This all-equity transaction preserves Kanungo Financiers’ cash reserves while expanding its asset base into logistics and mining sectors.

Voting Timeline and Mechanics

Shareholders holding shares as of the cut-off date of August 14, 2026, are eligible to vote. Remote e-voting commences on August 18, 2026, at 9:00 A.M. (IST) and concludes on August 20, 2026, at 5:00 P.M. (IST). Members who cast their votes via remote e-voting may attend the EOGM but cannot vote again during the meeting. Those attending who have not voted remotely may vote electronically during the session.

Acquisition Structure

The transaction involves acquiring 11,18,150 equity shares of SIPL for ₹42,48,97,000 and 10,21,960 equity shares of PMLPL for ₹38,83,44,800. The corrigendum issued earlier this week rectified clerical errors in the original notice dated July 24, 2026, specifically confirming that all eight allottees remain non-promoters. This clarification is critical for regulatory compliance under Regulation 163(2) of the SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018, certified by M/s. Ramesh Chandra Bagdi & Associates.

Regulatory Compliance

Director Mahendra Kumar Jagdeesh Patel signed the intimation letter to BSE Limited, affirming that the notice is available on the company’s website and the BSE portal. The meeting will be conducted via Video Conferencing or Other Audio-Visual Means (VC/OAVM), adhering to MCA circulars and SEBI guidelines for virtual general meetings.