Lords Mark Industries Limited will convene its Board of Directors on August 6, 2026, to evaluate strategic measures for maintaining Minimum Public Shareholding (MPS) compliance and to appoint a new Secretarial Auditor. The company is exploring multiple capital market instruments, including Rights Issues, Qualified Institutions Placements (QIPs), Offer for Sale (OFS), and Bonus Issues, to satisfy the requirements under the Securities Contracts (Regulation) Rules, 1957. This review underscores the company’s focus on adhering to listing obligations while assessing the most appropriate method for public shareholding enhancement. The outcome of these deliberations will determine whether the company proceeds with any specific fundraising or equity restructuring activity in the near term.

The Board’s agenda also includes the appointment of a Secretarial Auditor to fill a casual vacancy arising from the resignation of the previous auditor. This appointment is necessary to conduct the Secretarial Audit for the Financial Year 2025–26, in accordance with Section 204 of the Companies Act, 2013. The selection process is subject to statutory and regulatory approvals, ensuring continuity in the company’s compliance framework. These procedural steps are critical for maintaining governance standards and regulatory alignment.

Regulatory Compliance and Governance

The Board meeting is being held pursuant to Regulation 29 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015. The company has notified BSE Limited of the meeting schedule, citing the need to evaluate various proposals for achieving or maintaining MPS levels. The potential modes for compliance include Rights Issues, OFS, Bonus Issues, QIPs, or any other permissible methods deemed appropriate by the Board. Any final decision will require further statutory, regulatory, and shareholder approvals.

Insider Trading Restrictions

In line with the company’s Code of Conduct for Prevention of Insider Trading, framed under the SEBI (Prohibition of Insider Trading) Regulations, 2015, the trading window for securities of Lords Mark Industries Limited remains closed. This restriction applies to all Designated Persons and their immediate relatives during the period leading up to and including the Board meeting. The closure ensures that no material non-public information is misused for trading purposes while sensitive compliance decisions are under deliberation.

What the Numbers Show

While no financial figures are disclosed in this filing, the decision to explore diverse equity instruments for MPS compliance indicates a proactive approach to regulatory adherence. The range of options—from debt-free equity raises like QIPs to non-cash mechanisms like Bonus Issues—suggests the Board is weighing liquidity impact against dilution concerns. The casual vacancy in the Secretarial Auditor role highlights a gap in the current compliance team that requires immediate resolution to ensure timely audit completion for FY25–26.

Lords Mark Industries Limited announced that M/s. BKP & Associates, Company Secretaries, has resigned from its position as secretarial auditor. The resignation is effective immediately as of August 01, 2026, creating a vacancy in a key compliance role for the Mumbai-based manufacturer. This departure requires the company to appoint a new auditor to ensure continued adherence to regulatory standards.

The disclosure was made pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, read with Para A of Part A of Schedule III. In compliance with SEBI Circular No. SEBI/HO/CFD/CFD-PoD-1/P/CIR/2023/123 dated July 13, 2023, the company submitted the necessary details to the Bombay Stock Exchange (BSE). The filing confirms that there are no disclosed relationships between the auditor and the company’s directors.

M/s. BKP & Associates, led by proprietor Binay Kumar Pandey (Membership No. F9830), attributed the decision to a significant increase in existing professional engagements. The firm stated that this workload surge created constraints in devoting the requisite time, attention, and professional resources needed to conduct the secretarial audit within prescribed timelines and in accordance with applicable professional standards.

Resignation Details

Binay Kumar Pandey, who holds Certificate of Practice No. 12074, submitted the resignation letter dated August 01, 2026, from Kolkata. He requested that the Board of Directors take the resignation on record and complete all necessary formalities regarding his cessation as the secretarial auditor. The firm’s peer review number is 5265/2023, and its unique firm number is I2013WB1041500.

Sachidanand Harinam Upadhyay, Managing Director of Lords Mark Industries Limited, signed the exchange submission. The company, formerly known as Lord's Mark India Limited and Kratos Energy & Infrastructure Limited, carries CIN No. L35103MH1979PLC021614. The resignation does not indicate any disagreement on accounting or audit matters, but rather reflects capacity constraints at the auditing firm.

What This Means for Compliance

The loss of a secretarial auditor necessitates prompt action by the Board of Directors to appoint a replacement. Under SEBI regulations, listed entities must maintain an active secretarial audit to ensure compliance with corporate governance norms. The interim period without an appointed auditor may require the board to monitor compliance processes closely until a new firm is engaged and onboarded.