Sonal Mercantile Limited shareholders voted overwhelmingly in favor of all resolutions proposed at the 41st Annual General Meeting held on September 30, 2026. The meeting was conducted via Video Conferencing and Other Audio Visual Means.

The company filed the consolidated scrutinizer's report with the stock exchanges, detailing the voting outcomes for three key agenda items. The resolutions covered the adoption of financial statements, the reappointment of a director, and the approval of a material related party transaction.

Voting outcomes by resolution

The voting data indicates near-unanimous support across all items. Item No. 1, concerning the adoption of audited standalone and consolidated financial statements for the year ended March 31, 2026, received 12,298,164 votes in favor against just 358 votes against. This represents a 99.99% approval rate among valid votes cast.

Item No. 2 involved the reappointment of Rajan Goyal as a director retiring by rotation. This resolution secured 8,625,768 votes in favor and 358 votes against, maintaining the same 99.99% approval ratio. The lower total vote count compared to Item No. 1 reflects the specific eligibility or participation variance for this item.

Item No. 3 addressed the approval of a material related party transaction. Shareholders cast 4,980,133 votes in favor and 358 votes against, resulting in a 99.99% approval rate. The significantly lower total valid votes for this item compared to the others suggests that a portion of the shareholder base either abstained or was not eligible to vote on this specific matter.

Procedural details

The remote e-voting facility remained open from September 27, 2026, at 09:00 am to September 29, 2026, at 05:00 pm. Shareholders holding shares as on the cut-off date of September 23, 2026, were entitled to vote. The scrutiny process was overseen by Nitin Gupta, Proprietor of Nitin Gupta & Associates, acting as the scrutinizer.

The report confirms that zero invalid votes were recorded across all three resolutions. The electronic data and relevant records are under the safe custody of the scrutinizer and will be handed over to the Company Secretary after the Chairman approves the minutes.

Sonal Mercantile has scheduled its 41st Annual General Meeting for September 30, 2026, with shareholders set to approve a significant increase in the related party transaction (RPT) limit with its associate company. The Board approved the notice and dates in a meeting held on September 2, 2026.

The primary special business item involves seeking omnibus approval for material related party transactions with Rudraveerya Developers Limited, an associate company. The proposed aggregate amount outstanding at any point in time is raised to ₹250 crore, up from the previous limit of ₹200 crore approved at the 40th AGM. This increase aligns with amendments to Regulation 23(4) of the SEBI LODR Regulations effective December 19, 2025.

Key Dates and Procedures

Shareholders must note the following critical dates for the upcoming general meeting:

The register of members and share transfer books will remain closed from September 24 to September 30, 2026, inclusive. This closure is mandated under Regulation 42 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, and Section 91 of the Companies Act, 2013. Remote e-voting services are provided by NSDL.

Ordinary Business and Director Re-appointment

The ordinary business includes the adoption of audited financial statements for the year ended March 31, 2026. Additionally, shareholders will vote on the re-appointment of Mr. Rajan Goyal as a Non-Executive Director, who retires by rotation. Mr. Goyal has been with the company since November 23, 2018, and brings experience in accounts, taxation, and marketing.

Related Party Transaction Details

Sonal Mercantile holds a 42.44% equity stake in Rudraveerya Developers Limited, while the associate holds a 24.74% stake in Sonal Mercantile. The transactions involve loans taken, repaid, and interest charged in the ordinary course of business at arm's length pricing.

During FY26, the financial interactions included:

• Net Loan Received (H1 FY26): ₹65.41 crore
• Net Loan Repaid (H2 FY26): ₹26.86 crore
• Interest Charged (FY26): ₹5.18 crore

The proposed approval covers the period from the 41st AGM until the 42nd AGM. The Audit Committee has reviewed these transactions and recommended them for shareholder approval, noting they are commercially beneficial and conducted at arm's length.

Financial Context

For FY26, Sonal Mercantile reported a total income of ₹4,075.74 lakh and a profit after tax of ₹1,146.80 lakh, compared to ₹3,529.37 lakh and ₹1,040.68 lakh respectively in the previous year. The company did not recommend any dividend for the year to maintain liquidity.