Keto Motors Limited (formerly known as Taaza International Limited) has initiated a postal ballot process to seek shareholder approval for the adoption of a new Memorandum of Association (MOA), a new Articles of Association (AOA), and the appointment of Avula Venkata Narayana Reddy as a Non-Executive Non-Independent Director. The company dispatched the notice on July 24, 2026, to members holding shares as of the cut-off date, July 17, 2026. This corporate action aims to align the company’s constitutional documents with the Companies Act, 2013, and update its board composition.

The resolutions are being put forth pursuant to Section 110 read with Section 108 of the Companies Act, 2013, and Regulation 44 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015. Shareholders will vote exclusively through remote e-voting facilitated by Central Depository Services (India) Limited (CDSL). The voting window opens at 9:00 a.m. IST on July 26, 2026, and closes at 5:00 p.m. IST on August 24, 2026. Results are expected to be declared by August 26, 2026.

Key Resolutions

The postal ballot covers three primary items requiring shareholder consent:

The adoption of the new MOA and AOA is necessary because the existing documents were formulated under the Companies Act, 1956. The revisions ensure compliance with current legal frameworks and SEBI listing regulations. No change is proposed in Clause III (A) containing the main objects, but Clause III (B) will be substituted, and Clause III (C) deleted entirely. Clause IV regarding member liability will also be updated to specify that liability is limited to the unpaid amount on shares held.

Board Appointment Details

Avula Venkata Narayana Reddy (DIN: 02290361) was initially appointed as an Additional Director by the Board on May 28, 2026, based on the recommendation of the Nomination and Remuneration Committee. His appointment as a Non-Executive Non-Independent Director, liable to retire by rotation, requires final shareholder approval. If approved, his tenure will commence on August 24, 2026.

Mr. Reddy holds an MBA and has over 30 years of experience in business leadership, spanning Agri-Tech, Information Technology, Real Estate, and Construction. He currently holds 49,999 equity shares in the company under the Promoter category. His remuneration will consist of sitting fees for attending Board or Committee meetings and reimbursement of related expenses. He serves as a director in several other entities, including Roshni Life Sciences Private Limited and Terastar Networks India Private Limited.

Voting Process and Compliance

In compliance with Ministry of Corporate Affairs circulars, physical copies of the ballot forms are not being sent. Only members who have registered their email addresses with the company or depository participants will receive the notice electronically. M/s. Vivek Surana & Associates has been appointed as the Scrutinizer to oversee the voting process. Shareholders must cast their votes via the CDSL e-voting platform; votes cannot be modified once confirmed. The resolution, if passed, will be deemed effective on the last day of voting, August 24, 2026.

Keto Motors Limited has appointed M/s. M M Reddy & Co as its Internal Auditor for the financial year 2026-27 to strengthen its governance framework. The Board of Directors approved the appointment during a meeting held on June 30, 2026. The firm, registered with the Firm Registration Number (FRN) 010371S, will oversee internal audit functions for the company, formerly known as Taaza International Limited.

Appointment Details

The decision was taken in accordance with Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The appointment is effective from June 30, 2026, and covers the duration of the financial year 2026-27. The company confirmed that there are no relationships between the auditor and other directors, nor does the firm hold any shareholding in the company.

Auditor Profile

M/s. M M Reddy & Co is a partnership firm established on September 22, 2003. The firm operates across Telangana, Andhra Pradesh, and Karnataka, with an associate presence in Dubai, Singapore, and Hong Kong. It comprises nine partners and a team of over 30 professionals.

The firm specializes in audit, taxation, advisory, forensic audits, information systems audits, insolvency, and public finance. It is empanelled with premier institutions such as the Indian Banks' Association (IBA), Central Bureau of Investigation (CBI), and the Serious Fraud Investigation Office (SFIO). Additionally, the firm serves as a Statutory Branch Auditor for the State Bank of India (SBI) and as a concurrent auditor for leading bank branches.

Key Information