Mega Corporation Limited has formally announced its 1st Extra-Ordinary General Meeting for FY 2026-27, scheduled for Tuesday, May 05, 2026 at 12:30 PM IST through Video Conferencing (VC) and Other Audio-Visual Means (OAVM) facility. The meeting will address significant corporate governance matters including employee stock option scheme amendments and key director appointments.

EGM Schedule and Key Dates

The company has established a comprehensive timeline for the Extra-Ordinary General Meeting proceedings, ensuring adequate time for shareholder participation and voting.

Major Agenda Items for Shareholder Approval

The Extra-Ordinary General Meeting will address five critical items of business through special and ordinary resolutions. The primary focus centers on substantial amendments to the company's Employee Stock Option Scheme and strategic director appointments.

Employee Stock Option Scheme Amendments

The most significant proposal involves comprehensive amendments to the "Mega Corporation Limited Employee Stock Option Scheme-2025." The board seeks shareholder approval to substantially expand the ESOP pool from the existing 50,00,000 equity shares to 1,25,00,000 equity shares, representing a 150.00% increase in the employee incentive program.

The amendments also propose extending the exercise period from 2 years to 10 years from the date of vesting, providing employees with significantly greater flexibility. Additionally, the scheme benefits will be extended to eligible employees of group companies, subsidiaries, and associate companies both in India and internationally.

Director Appointments and Corporate Governance

Two key director appointments require shareholder approval at the EGM. The board has recommended the appointment of Mr. Kanishkkant Dubey (DIN: 08900706) as Non-Executive Non-Independent Director, effective from February 23, 2026.

Mr. Navratan Baid (DIN: 00251523) has been proposed for appointment as Non-Executive Independent Director for a term of five consecutive years, effective from March 25, 2026. Mr. Baid brings extensive experience in small-scale manufacturing, office equipment marketing, and import-distribution business since 1987.

Voting and Participation Mechanisms

The company has implemented comprehensive e-voting facilities to ensure maximum shareholder participation. Remote e-voting will be available through multiple platforms including NSDL, CDSL, and Link Intime India Private Limited. Mr. Vikash Gupta, Practicing Company Secretary, has been appointed as the scrutinizer for conducting the e-voting process.

Regulatory Compliance and Newspaper Publication

All proposed resolutions comply with the Securities and Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regulations, 2021, and the Companies Act, 2013. The company has prepared detailed explanatory statements for each agenda item, providing shareholders with comprehensive information for informed decision-making.

Pursuant to Regulation 30 read with Schedule III Part A and Regulation 47 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the company has formally notified BSE Limited about the EGM and published the notice in newspapers for public disclosure.

The EGM represents a significant milestone in Mega Corporation Limited's corporate governance evolution, with the proposed ESOP amendments designed to enhance employee engagement and talent retention while the director appointments strengthen the board's expertise in technology, finance, and manufacturing sectors.

Source: Company/INE804B01023/500951af-a239-4618-b4f5-0fbb23183c8b.pdf

Mega Corporation Limited has announced the appointment of Mr. Kanishkkant Dubey as Additional Director (Non-Executive and Non-Independent) with effect from February 23, 2026. The appointment was approved by the Board of Directors at their meeting held on February 23, 2026, based on the recommendation of the Nomination and Remuneration Committee (NRC).

Board Meeting Details

The board meeting was conducted on February 23, 2026, with specific timing details provided for transparency:

Appointment Terms and Conditions

Mr. Kanishkkant Dubey will serve as an Additional Director until the date of the next Annual General Meeting of the Company. Following this period, his continuation as a Non-Executive and Non-Independent Director will be subject to the approval of the Members of the Company, and he will be liable to retire by rotation.

Director Profile and Qualifications

Mr. Kanishkkant Dubey brings extensive experience as an entrepreneur and finance professional across multiple sectors:

• Educational Background: Master's degree in Finance & Private Equity
• Professional Experience: Prior experience working with a bank in London
• Sector Expertise: Financial services, technology, infrastructure, and hospitality investments
• Current Focus: Strategic investments, business development, capital structuring, and institutional partnerships

Key Professional Activities

Mr. Dubey has been actively involved in developing and scaling ventures across various domains:

• NBFC/fintech sector development
• AI-driven technology solutions
• Real asset projects across India
• Emphasis on governance, innovation, and long-term value creation

Regulatory Compliance and Shareholding

The appointment has been made in compliance with Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, and follows the guidelines specified in SEBI Circular No. SEBI/HO/CFD/PoD2/CIR/P/0155 dated November 11, 2024. The company has fulfilled all disclosure requirements for the appointment of the new director.