Sampre Nutritions concluded its 35th Annual General Meeting on September 4, 2026, with shareholders approving key board resolutions via video conferencing.

The meeting, chaired by Managing Director Brahma Gurbani, commenced at 11:05 am in compliance with Ministry of Corporate Affairs and SEBI circulars. Members exercised their voting rights through remote e-voting facilitated by National Securities Depository Limited, which ran from September 1 to September 3, 2026.

Resolutions Passed

Shareholders approved three primary items during the proceedings:

• Adoption of the Audited Financial Statements along with the Board of Directors and Auditors' reports.
• Reappointment of Vishal Ratan Gurbani as a Director of the company.
• Approval for a revision in the remuneration payable to Vishal Ratan Gurbani, who serves as Whole-Time Director and Vice President.

Voting Results

The consolidated scrutinizer's report indicates that all resolutions were passed with requisite majority. The total paid-up equity share capital available for e-voting was 95,008,913 shares. A total of 13,790,748 votes were polled, representing a 14.52% turnout of outstanding shares.

Promoter and promoter group holdings stood at 13,337,503 shares. The promoters voted 13,335,852 shares in favour across all resolutions, reflecting near-total participation (99.99%) from this category. Public non-institutional shareholders held 81,671,410 shares but cast only 454,896 votes, indicating a low participation rate of 0.56% from this segment.

Governance and Audit Observations

The Chairman informed members that the Statutory Auditors' Report contained no qualifications, observations, comments, or other remarks. Consequently, the report was taken as read in accordance with the Companies Act, 2013. Similarly, the Secretarial Audit Report was taken as read after the Board's Report provided suitable explanations for the auditor's observations.

Akshita Surana & Associates were appointed as scrutinizers for both remote e-voting and voting conducted during the AGM. The facility for appointing proxies was not applicable due to the virtual nature of the meeting.

Attendees

Senior management and board members attended the meeting through VC/OAVM mode. Key attendees included:

Members expressed appreciation for the company's performance and congratulated the Board on its growth achievements. No specific questions were raised during the speaker session.

Sampre Nutritions received in-principal approval from the Bombay Stock Exchange on August 28, 2026, for a preferential issue of equity shares. The transaction involves the conversion of unsecured loans held by promoters into equity, strengthening the company’s capital structure without immediate cash outflow.

The exchange approved the issuance of 17,70,710 equity shares with a face value of ₹5 each. The shares are priced at not less than ₹42 per share, corresponding to the conversion of unsecured loans aggregating to ₹7,43,69,820. The allotment is restricted to the promoter and promoter group category.

Transaction Details

The preferential issue serves as a debt-to-equity swap, reducing the company’s liability while increasing promoter holding. Key parameters of the approved transaction include:

Regulatory Compliance

BSE Limited advised Sampre Nutritions to ensure strict compliance with the Companies Act, 2013, SEBI (ICDR) Regulations, 2018, and SEBI (LODR) Regulations, 2015. The exchange emphasized the need for robust internal controls to monitor trades by allottees before the allotment date.

Specific compliance requirements outlined by the exchange include:

• Obtaining undertakings from allottees confirming no intra-day trading or sale of scrip until the allotment date.
• Verifying these undertakings to ensure adherence to Regulation 167(6) of SEBI ICDR regulations.
• Submitting a listing application within twenty days from the date of allotment, as per Schedule XIX – Para (2) of ICDR Regulations.

Failure to comply with listing timelines may attract fines under SEBI circular no. SEBI/HO/CFD/PoD-2/P/CIR/2023/00094 dated June 21, 2023. The exchange reserved the right to withdraw in-principal approval if submitted information is found incomplete or misleading.