RLF Ltd EGM passes all resolutions with 100% approval

RLF Limited held an Extra-Ordinary General Meeting (EGM) on July 17, 2026, where shareholders approved three special resolutions with 100% support. The meeting, conducted at the company's registered office in Gurugram, sanctioned loan agreements with directors and the issuance of equity shares to the promoter group. These approvals are significant for the company's capital structure and corporate governance framework.

The EGM transacted business regarding a Memorandum of Understanding and loan agreement between RLF Limited and Aditya Khanna, Managing Director, and Ashish Khanna, Director. Additionally, the meeting approved the adoption of a new set of Articles of Association in compliance with the Companies Act, 2013. The third resolution authorized the issuance of equity shares to the promoter group through the conversion of existing unsecured loans on a preferential basis.

Voting Results and Scrutinizer Report

The remote e-voting facility was open from July 14, 2026, at 9:00 A.M. to July 16, 2026, at 5:00 P.M. Mr. Sumit Bajaj, Proprietor of M/s Sumit Bajaj & Associates, served as the Scrutinizer. The record date for determining shareholder eligibility was July 10, 2026, with 9,928 shareholders on record.

All three resolutions were passed as Special Resolutions. The total valid votes polled were 4,771,463, with 4,686,679 votes cast via remote e-voting and 10,990 via venue voting. Notably, 4,686,679 invalid votes were recorded for the first resolution, which pertained to the loan agreement with interested directors.

Resolutions Passed

The following table details the special resolutions passed during the meeting:

S.No.	Particulars	Type of Resolution
1	Memorandum of Understanding/Loan Agreement Entered Between the Company I.E. RLF Limited and Aditya Khanna (Managing Director) & Ashish Khanna (Director)	Special Resolution
2	Adoption of New Set of Article of Association (AOA) of Company in Accordance with Companies Act, 2013	Special Resolution
3	Issuance of Equity Shares to Promoter Group by Conversion of Existing Unsecured Loan on Preferential Basis	Special Resolution

The proceedings were submitted to the stock exchanges in compliance with Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

1 Day	5 Days	1 Month	6 Months	1 Year	5 Years
0.0%	+2.07%	-15.25%	-21.68%	-10.83%	+98.52%

RLF Limited has scheduled an Extra-Ordinary General Meeting (EGM) on July 17, 2026, to seek shareholder approval for the preferential allotment of 13 lakh equity shares to the promoter group. The allotment, priced at ₹10.50 per share, will convert an outstanding unsecured loan of ₹1.36 crore into equity, increasing the promoters' stake from 34.68% to 42.44%. The meeting will be held at the company's registered office in Gurugram at 10:00 AM IST.

The board approved the issuance at its meeting held on June 17, 2026. The proposal involves issuing 6,50,000 shares each to Aditya Khanna, Managing Director, and Ashish Khanna, Director. The transaction is classified as a related party transaction under the Companies Act, 2013, and will be conducted in accordance with Chapter V of the SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018. The "Relevant Date" for determining the issue price is June 17, 2026.

Allotment Details

Allottee	Pre-issue Shares	Pre-issue %	Shares Allotted	Post-issue Shares	Post-issue %
Aditya Khanna	16,71,852	17.34	6,50,000	23,21,852	21.22
Ashish Khanna	16,71,952	17.34	6,50,000	23,21,952	21.22
Total	33,43,804	34.68	13,00,000	46,43,804	42.44

The EGM agenda includes three special resolutions: approving the Memorandum of Understanding and Loan Agreement with the promoters, adopting a new set of Articles of Association to align with the Companies Act, 2013, and sanctioning the preferential allotment of equity shares. Mr. Sumit Bajaj has been appointed as the Scrutinizer for the e-voting process.

Remote e-voting will begin on July 14, 2026, at 9:00 AM IST and conclude on July 16, 2026, at 5:00 PM IST. The record date for determining shareholder eligibility is July 10, 2026. The equity shares are proposed to be allotted within 15 days from the date of passing the special resolution, subject to regulatory approvals.