Mega Corporation Limited has filed its mandatory annual declaration with BSE Limited, confirming compliance with SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011. The declaration, submitted on April 2, 2026, addresses encumbrance status on company securities for Financial Year 2025-26.

Regulatory Compliance Declaration

The company submitted the required disclosure under Regulation 31(4) & 31(5) of SEBI Takeover Regulations through Director Kunal Lalani. The declaration confirms that promoters, together with persons acting in concert, have not created any new encumbrances on company securities during the financial year ended March 31, 2026.

Promoter Declaration

Kunal Lalani, identified as one of the promoters of Mega Corporation Limited, provided a separate declaration dated April 1, 2026. The promoter declaration specifically states that no encumbrances have been created on company securities, directly or indirectly, by promoters and persons acting in concert during Financial Year 2025-26, except for those already disclosed.

Company Information

Mega Corporation Limited operates from its registered office at 62, Upper Ground Floor, Okhla Industrial Estate-III, New Delhi-110020. The company maintains its corporate identification number as L65100DL1985PLC092375 and trades under scrip code 531417 with symbol MEGACOR on BSE.

The filing represents routine regulatory compliance, ensuring transparency in promoter holdings and maintaining adherence to SEBI disclosure requirements for listed companies.

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