Talwalkars Better Value Fitness Limited has scheduled its 16th Annual General Meeting (AGM) for September 30, 2026. The meeting will address the regularization of Meena Arvind Bhanushali as Managing Director, significant alterations to the Memorandum of Association (MOA), and the adoption of FY26 financial statements.

The board approved these resolutions during a meeting held on September 1, 2026. The agenda also includes the re-appointment of director Shilpa Singh and the appointment of new statutory and secretarial auditors.

Leadership Regularization

The primary special business item is the regularization of Ms. Meena Arvind Bhanushali (DIN: 10816424) as Managing Director. She was initially appointed as an Additional Director and Managing Director with effect from August 19, 2026, subject to member approval.

Ms. Bhanushali brings over eight years of experience in digital media and advertising, having been associated with HIFI Digital Advertisement since 2017. Her term will be for five years, from August 19, 2026, to August 18, 2030. The explanatory statement notes her expertise is expected to aid the company's growth and resource utilization.

Strategic Expansion via MOA Alteration

The company seeks shareholder approval via Special Resolution to alter its Object Clause under Clause III A of the MOA. This amendment aims to align the document with the Companies Act, 2013, and facilitate diversification beyond fitness services.

The new main objects permit engagement in:

• Intellectual Property Licensing: Granting or taking licenses for trademarks, including "Talwalkar" variants, domestically and abroad.
• Audio-Visual Content: Producing, acquiring, and distributing films, web series, and cinematographic content across theatrical, digital, and OTT platforms.
• IP Rights Trading: Commercially exploiting intellectual property rights, including copyrights and patents, as an independent business line.
• Film Rights Acquisition: Purchasing rights to unreleased or in-production films for global distribution.
• Jewellery and Gemstones: Designing, manufacturing, trading, and dealing in ornaments, precious stones, and related support services like logistics and R&D.

Existing clauses B and C were removed to accommodate these additions. The company must secure regulatory approvals before executing these new business lines.

Auditor Appointments and Governance

The AGM will also see the appointment of M/s. S K Bhavsar & Co., Chartered Accountants (FRN: 0145880W), as Statutory Auditor for five years, covering FY27 to FY31. Additionally, M/s. Pooja M. Patel & Associates, Practicing Company Secretaries, will be appointed as Secretarial Auditor for the same period.

Ms. Shilpa Singh (DIN: 08448114), currently a Non-Executive Director and Chairperson, retires by rotation and offers herself for re-appointment. She has over 15 years of experience in media and marketing.

Financial Performance FY26

For the year ended March 31, 2026, the company reported a gross income of ₹14.29 lakh, up from ₹3.62 lakh in FY25. However, the company posted a net loss after tax of ₹8,738.29 lakh, widening significantly from a loss of ₹2,092.85 lakh in the previous year.

The widening loss was driven primarily by an exceptional item of ₹7,553.00 lakh recognized during the year, related to Fresh Start Accounting adjustments following the company's acquisition as a going concern under the Insolvency and Bankruptcy Code (IBC). Depreciation expenses stood at ₹1,079.40 lakh, down from ₹2,026.80 lakh in FY25.

AGM Schedule and Voting Details

The 16th AGM will be held at the company's registered office in Andheri West, Mumbai, starting at 11:30 am on September 30, 2026. M/S Pooja M Patel & Associates Practicing Company Secretary is appointed as the scrutinizer for e-voting and venue voting.

Shareholders holding shares as of September 23, 2026, are eligible to vote. The register of members and share transfer books remain closed from September 24 to September 30, 2026, inclusive.

Talwalkars Better Value Fitness Limited accepted the resignation of Arvind Pradhan Bhanushali as non-executive director effective August 24, 2026. The departure follows a personal reason cited by the director.

The company notified the Bombay Stock Exchange and National Stock Exchange under Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. Meena Arvind Bhanushali, managing director, signed the intimation letter.

Resignation Details

Arvind Pradhan Bhanushali confirmed there were no other material reasons for his exit besides personal matters. He requested the board to record his resignation and complete necessary statutory filings with the Registrar of Companies.

The disclosure aligns with SEBI Circular No. SEBI/HO/CFD/CFD-PoD-1/P/CIR/2023/123 dated July 13, 2023, and SEBI Master Circular No. SEBI/HO/CFD/PoD2/CIR/P/2023/120 dated July 11, 2023.