Royal Sense Limited shareholders unanimously approved seven key resolutions at its third Annual General Meeting held on September 28, 2026, including a new Employee Stock Option Plan and the re-appointment of its Managing Director.

The meeting was conducted through video conferencing in compliance with Ministry of Corporate Affairs and SEBI circulars. Rishabh Arora, Managing Director, chaired the session, briefing members on the company's financial and operational performance for the fiscal year ended March 31, 2026. The scrutinizer report confirmed that all resolutions passed with 100% of valid votes cast in favour.

Key resolutions passed

Shareholders adopted the audited standalone and consolidated financial statements for FY26. The meeting also addressed governance and capital structure changes through ordinary and special resolutions. The voting results indicate strong shareholder alignment with the board's strategic direction.

Governance and voting procedures

Ms. Mayuri Sinha of M/s Mayuri Sinha & Associates served as the scrutinizer for the remote e-voting and e-voting facilities. The remote e-voting period commenced on September 25, 2026, and ended on September 27, 2026. Shareholders holding shares as of the cut-off date of September 21, 2026, were entitled to vote. The meeting commenced at 12:30 pm and concluded at 12:41 pm. Directors present included Rishabh Arora, Harmmeet Singh, Vikas, Heena Soni, and Kajal.

Strategic implications

The approval of the Royal Sense Limited Employee Stock Option Plan, 2026 signals a focus on long-term employee retention and alignment of interests. Additionally, the increase in authorized share capital provides the company with greater flexibility for future fundraising or equity issuance without requiring further shareholder approval for the capital base itself.

What the Numbers Show

The voting data reveals a distinct pattern in shareholder participation regarding related party transactions. While most resolutions saw approximately 3.4 million valid votes, the approval of material related party transaction limits with TTG Innovations Private Limited recorded only 71,003 valid votes out of 3,401,144 total votes cast, with 3,330,141 votes marked invalid (likely due to conflict of interest exclusions). In contrast, the transaction limits with Khaalsa Traders received 3,401,143 valid votes, indicating that TTG Innovations likely holds a significant promoter or related-party stake that was excluded from voting on that specific item.

Royal Sense promoter Rishabh Arora released the pledge on 10,00,000 shares on September 17, 2026. The disclosure was filed with BSE Limited on September 21, 2026.

The shares were encumbered in favor of Comfort Securities Limited as security for financial assistance. The release brings the promoter's total encumbered holding to nil.

Shareholding Details

Arora holds a total of 32,90,140 shares in the company, representing 61.50% of the total share capital and 57.29% of the diluted share capital. Prior to this release, he had no other encumbered shares reported in this specific transaction block.

Regulatory Context

The disclosure was made in terms of Regulation 31(1) and 31(2) of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011. The event type is recorded as a release of pledge.