Milkfood Limited shareholders convened for the company’s 1st Extra-ordinary General Meeting (EGM) on July 27, 2026, to consider a special resolution regarding capital raising. The primary objective of the meeting was to seek approval for the preferential issue of convertible warrants, which are convertible into equity shares, to persons belonging to the non-promoter or public category. This corporate action allows the dairy products manufacturer to raise funds from external investors while offering them an option to convert their holdings into equity later.

The meeting commenced at 9:00 a.m. and concluded at 9:20 a.m. at the company’s registered office in Bahadurgarh, District Patiala, Punjab. Mr. Harmesh Mohan Sood, Non-Executive Non-Independent Director, was elected as the Chairman of the meeting. He confirmed that the requisite quorum was present and that the EGM complied with the provisions of the Companies Act 2013 and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. Mr. Sood also informed members that statutory registers and other required documents were open for inspection during the meeting.

Key Attendees and Governance

The Board members present at the meeting included Mr. Anil Girotra, who serves as the Chairman of both the Audit Committee and the Nomination and Remuneration Committee; Mrs. Preeti Mathur, Chairperson of the Stakeholders Relationship Committee; and Mrs. Namita Swain, Independent Director. Mr. Rakesh Kumar Thakur, Company Secretary and Compliance Officer, managed the procedural aspects of the gathering. The statutory auditors, represented by Mr. M K Madan, were also noted in the proceedings summary.

Ms. Kamlesh Gupta, a Practicing Company Secretary, was appointed as the scrutinizer for the EGM. Her role involves ensuring that the voting process adheres to regulatory standards and that the results are accurate and verifiable. The Chairman addressed queries raised by the members and provided necessary clarifications before moving to the item of business.

Resolution Details

The single item of business proposed for consideration was classified as a Special Resolution. Below is the detail of the resolution as presented in the notice:

Following the discussion, Mr. Harmesh Mohan Sood thanked the shareholders for their continued support and declared the meeting concluded. The final voting results have not yet been disclosed in this summary. As per Regulation 44(3) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, Milkfood Limited will announce the results upon receipt of the Scrutinizer’s Report.

What This Means for Shareholders

The approval of this special resolution is a critical step for Milkfood Limited’s capital structure strategy. By issuing convertible warrants on a preferential basis, the company can attract investment from non-promoter entities without immediately diluting existing equity shareholding. However, if these warrants are exercised in the future, it will lead to an increase in the total number of equity shares outstanding, potentially impacting earnings per share (EPS) and ownership percentages of current shareholders. Investors should monitor subsequent filings for details on the number of warrants issued, the conversion price, and the identity of the allottees.

Milkfood Limited has scheduled an Extra-Ordinary General Meeting (EGM) on July 27, 2026, to seek shareholder approval for the preferential allotment of 22,00,000 convertible warrants to the Non-Promoter/Public Category. The company aims to raise ₹6.60 crore through this issuance, which will be used to meet working capital requirements. The warrants are priced at ₹30.00 each, comprising a face value of ₹5 and a premium of ₹25.00.

The Board of Directors approved the proposal in its meeting held on June 30, 2026. The warrants will be allotted to Mr. Sudhir Avasthi, Managing Director, and Mr. Deepankar Barat, President, with each individual eligible for 11,00,000 warrants. The conversion option can be exercised within 18 months from the date of allotment. The "Relevant Date" for determining the issue price is June 25, 2026, which is 30 days prior to the EGM.

The issuance complies with Chapter V of the SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018, and the Companies Act, 2013. The price was determined based on a valuation report by independent valuer CA Kapil Dev Dhir, as the shares are infrequently traded. The company has fixed July 20, 2026, as the record date to determine shareholder eligibility for voting.

Pursuant to Section 91 of the Companies Act, 2013 and Regulation 42 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Register of Members and Share Transfer Books will remain closed from July 20, 2026 to July 27, 2026 (both days inclusive) for the purpose of the EGM. The meeting is scheduled to be held at 9.00 a.m. at the registered office of the company at Bahadurgarh, Distt. Patiala, Punjab.

Ms. Kamlesh Gupta, Practicing Company Secretary, has been appointed as the Scrutinizer for the voting process. Remote e-voting will be available from July 24, 2026, at 9.00 a.m. to July 26, 2026, at 5.00 p.m. Upon full conversion, the shareholding of Mr. Sudhir Avasthi will increase to 8.01% and Mr. Deepankar Barat to 6.47% on a fully diluted basis.