Novyra Pharmachem Limited (Formerly known as Bansisons Tea Industries Limited) secured shareholder approval for its Scheme of Capital Reduction during the 39th Annual General Meeting held on June 25, 2026. The meeting, conducted via video conferencing, saw the passage of all five resolutions with requisite majority, including the re-appointment of a director and the regularization of Anilkumar Amreliya as Executive Director and Managing Director.

The voting process, managed by National Securities Depository Limited (NSDL), recorded participation from 45 members through remote e-voting. While 35 members attended the meeting, votes were cast primarily via the remote e-voting facility which was open from June 22 to June 24, 2026. Mrs. Rupal Patel, Practicing Company Secretary, served as the Scrutinizer to ensure the fairness and transparency of the process.

Voting Results Summary

The resolutions were passed with the support of public non-institutional shareholders, while promoter group shares recorded zero votes. The special resolution regarding the capital reduction scheme received 98.53% approval, with 5,41,500 shares in favour and 8,100 shares against.

Key Appointments

Shareholders approved the regularization of Anilkumar Amreliya (DIN: 11339148) as Executive Director and his appointment as Managing Director. Additionally, Mr. Sandeep Agarwal (DIN: 00688647), who retired by rotation, was re-appointed to the Board. The total number of shareholders on the record date of June 18, 2026, stood at 27,858.

Novyra Pharmachem Limited reported a net loss of ₹537.38 lakh for the financial year ended March 31, 2026, compared to a net loss of ₹6.36 lakh in the previous year. Revenue from operations stood at ₹10.44 lakh, while other income was ₹6.31 lakh. Total expenses for the year surged to ₹554.13 lakh, primarily driven by other expenses of ₹536.17 lakh. The company’s accumulated losses stood at ₹570.79 lakh as of March 31, 2026.

To address the significant erosion of its capital base, the Board of Directors approved a scheme to reduce its paid-up equity share capital by ₹5.42 crore. The reduction will be executed by cancelling equity shares on a proportionate basis, where shareholders will receive 1 equity share for every 7 shares held. The scheme aims to write off accumulated losses and re-align the capital structure with the company's assets, subject to approval by shareholders and the National Company Law Tribunal (NCLT).

Key Financial Impact

The statutory auditors, M/s. D.G.M.S. Co., Chartered Accountants, stated that the company has adequate internal financial controls over financial reporting. The secretarial audit report noted non-compliances, including failure to publish board meeting notices for financial results and fines imposed by BSE Limited for delayed submissions. The company also faced issues with the Structured Digital Database (SDD) compliance and promoter holding not being in dematerialized form.

The scheme does not involve any cash payout and will not adversely affect the company's ability to meet its obligations or impact the percentage of shareholding. Existing share certificates will be deemed cancelled and non-tradable from the record date. The company will seek approval through a special resolution via e-voting and subsequently file an application with the NCLT, Ahmedabad Bench, for sanction under Section 66 of the Companies Act, 2013.