Restaurant Brands Asia Limited held its 13th Annual General Meeting (AGM) on August 20, 2026, via Video Conferencing/Other Audio Visual Means. The meeting, chaired by Additional Non-Executive Director Madhusudan Agrawal, commenced at 11:00 am and concluded at 12:43 pm.

The primary business transacted included the adoption of the audited standalone and consolidated financial statements for the financial year ended March 31, 2026, along with the Board’s and Auditor’s reports. Members also approved the re-appointment of Rafael Odorizzi De Oliveira, a director liable to retire by rotation.

Board Appointments

Under special business, shareholders approved the appointment of two new directors:

• Madhusudan Bhagwandas Agrawal as Non-Executive Non-Independent Director
• Aayush Madhusudan Agrawal as Non-Executive Non-Independent Director

Mr. Rafael Odorizzi De Oliveira was unable to attend due to unavoidable circumstances but was present for his re-appointment resolution.

Management Highlights

Group CEO Rajeev Varman addressed the members, outlining the company’s strategic focus across its key markets.

India Business Outlook

Varman noted that structural drivers for the Quick Service Restaurant (QSR) industry in India remain intact, citing rising incomes, urbanisation, and a young population. He reported visible signs of improvement over recent quarters, focusing on:

• Store growth
• Average Daily Sales (ADS) and Same Store Sales Growth (SSSG)
• Revenue growth
• Margin improvements across gross margin, restaurant EBITDA, and Company EBITDA

The strategy emphasises value leadership, menu strengthening, digital-first branding, and profitability focus. RBA India has been certified as a Great Place to Work.

Indonesia Operations

For Indonesia, Varman highlighted meaningful progress in FY26 for Burger King, driven by a value focus, menu innovation, rationalisation, and digital investments. The objective is profitability through revenue growth and cost rationalisation. Popeyes is also strengthening its overall business model in the region.

Sustainability and CSR

The company reaffirmed its commitment to sustainability through energy-efficient equipment, solar adoption, responsible sourcing, and waste-oil recycling. In terms of corporate social responsibility, RBA contributed over ₹20 lakhs to the Army Central Welfare Fund for Republic Day and partnered with the Army Welfare Placement Organisation to create career opportunities for retired Army professionals.

Voting Details

E-voting was facilitated by MUFG Intime India Private Limited. The remote e-voting period ran from August 16, 2026, at 9:00 am to August 19, 2026, at 5:00 pm. Shareholders who did not vote remotely were eligible to vote during the AGM. The scrutiniser’s report and voting results will be submitted separately.

Lenexis Foodworks Private Limited, the promoter of restaurant brand asia (burger king) , has disclosed the creation of a pledge over 11,88,93,177 equity shares, representing 14.84% of the company’s total share capital on a fully diluted basis. The pledge was created on July 14, 2026, in favor of CTL Trusteeship Limited, which acts as the security trustee for various debenture holders. This move is part of the financing structure for the ongoing acquisition of the listed entity, with proceeds from the associated debt instruments utilized to fund share purchases and open offer obligations under agreements dated January 20, 2026.

The revised disclosure was submitted to the BSE and NSE on August 12, 2026, following a query raised by the BSE on July 29, 2026. The initial filing under Regulation 31(1) and 31(2) of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011, dated July 23, 2026, had only named the Trustee without specifying the lenders. The updated filing now includes details of the Debenture Holders, including 360 ONE Income Opportunities Fund - Series 3, Series 5, Series 7, and 360 ONE Prime Ltd., among other investors.

Encumbrance Details

The pledge covers approximately 31.05% of Lenexis Foodworks Private Limited’s total promoter holding. Lenexis holds 38,29,47,228 shares in the target company, constituting 47.80% of the total share capital. The encumbered shares do not exceed 50% of the promoter’s holding nor 20% of the total share capital.

Debt Instrument Structure

The pledge secures secured, unrated, unlisted, redeemable, non-convertible debentures. Lenexis Foodworks Private Limited has issued debentures aggregating up to INR 3,373 crore, of which INR 2,235 crore have been issued. Additionally, Inspira Realty 2 Private Limited has issued debentures aggregating up to INR 500 crore, with INR 250 crore already issued. The combined aggregate exposure stands at INR 3,873 crore.

Specific ISINs have been assigned for portions of the Lenexis issuance: INE11BM07016 for INR 1,050 crore and INE11BM07024 for INR 726 crore. ISIN creation is underway for another INR 460 crore tranche of Lenexis debentures and the entire INR 250 crore Inspira Realty 2 issuance.

What the Numbers Show

The value of the pledged shares on the date of the event was calculated at INR 84,44,98,236 based on the volume-weighted average price of INR 71.03 on July 14, 2026. Against an aggregate debt obligation of INR 3,873 crore (including interest and costs), the ratio of the security cover (share value) to the amount involved is 0.33. This indicates that the market value of the pledged collateral covers only one-third of the total debt exposure, highlighting a significant leverage position in the acquisition financing structure. The proceeds are strictly ring-fenced for the acquisition transaction, including the Share Purchase Agreement and Securities Subscription Agreement executed in January 2026.