V B Desai Financial Services Limited has scheduled its 40th Annual General Meeting (AGM) for September 17, 2026. The meeting will be conducted through Video Conferencing or Other Audio Visual Means (OAVM) in compliance with Ministry of Corporate Affairs circulars.

The company, a Category I Merchant Banker registered with SEBI (Registration No. INM 000002731), disclosed the notice to the Bombay Stock Exchange on August 24, 2026. The register of members and share transfer books will remain closed from September 11, 2026 to September 16, 2026.

Key Dates and Details

Shareholders eligible to vote must be recorded as beneficial owners as on the cut-off date of September 10, 2026. The remote e-voting period will commence on Monday, September 14, 2026 at 9:00 am and conclude on Wednesday, September 16, 2026 at 5:00 pm.

Agenda Items

The AGM notice outlines ordinary and special business items for shareholder approval.

Ordinary Business

1. To receive and adopt the Profit and Loss Account for the year ended March 31, 2026, and the Balance Sheet as on that date, along with the reports of Auditors and Directors.
2. To appoint Mr. Manoj T. Shroff (DIN 00330560) as a Director in place of his retirement by rotation. He is eligible and has offered himself for re-appointment.

Special Business

Appointment of Executive Director cum CFO Shareholders will consider a special resolution to appoint Mr. Hemendra Jitendra Shroff (DIN 00286509) as Executive Director cum Chief Financial Officer for five years, from August 17, 2026, to August 16, 2031. His monthly salary is set at ₹40,000. The Nomination and Remuneration Committee recommended this appointment. Directors interested in this resolution include Mr. Jitendra R. Shroff, Mr. Pradip R. Shroff, and Mr. Manoj T. Shroff.

Appointment of Independent Director The meeting will also appoint Mr. Suraj R. Vishwakarma (DIN 07661216) as a Non-executive Independent Director for a term of five years, up to the conclusion of the AGM in calendar year 2031. He was initially appointed by the Board on August 17, 2026.

Related Party Transactions A special resolution seeks omnibus consent for related party transactions with three entities for the period April 1, 2026, to March 31, 2027, and potentially up to 15 months between AGMs. The maximum transaction values are:

These transactions represent approximately 76.25%, 50.82%, and 6.35% of the company’s FY25-26 annual turnover, respectively. All transactions are proposed at arm's length in the ordinary course of business. Interested directors will abstain from voting on this resolution.

E-Voting and Participation

The facility for remote e-voting is provided by National Securities Depository Limited (NSDL). Individual shareholders holding securities in demat mode can vote via their depository accounts (NSDL/CDSL) using OTP-based login or existing credentials. Institutional shareholders must submit scanned copies of board resolutions or authority letters to the scrutinizer.

Amosh Archapelly and Associates has been appointed as the Scrutinizer for the remote e-voting process. Results will be declared on the company’s website and forwarded to BSE Limited immediately after the declaration.

VB Desai Financial Services has reshuffled its board composition with the appointment of two key executives during its board meeting on August 17, 2026. The company appointed Mr. Suraj Ravishchandra Vishwakarma as a Non-Executive Independent Director and elevated existing Non-Executive, Non-Independent Director Mr. Hemendra Jitendra Shroff to the role of Non-Independent Executive Director cum Chief Financial Officer.

The appointments were made pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The changes also triggered the reconstitution of several statutory committees within the company.

Board Appointments

Mr. Suraj Ravishchandra Vishwakarma brings over 10 years of experience in Cyber Law, Criminal Law, and Civil Law. He holds qualifications in B.Com, LLM, and a Post Graduate Diploma in Cyber Law. He is not related to any director, promoter, or promoter group of the company and holds no directorships in other listed companies.

Mr. Hemendra Jitendra Shroff, who joins the executive team, has more than 27 years of experience in investment banking and related businesses. He is related to promoters Mr. Jitendra R. Shroff, Mr. Pradip R. Shroff, and Mr. Manoj T. Shroff.

Committee Reconstitution

Following the appointments, the company reconstituted its Audit, Nomination and Remuneration, Stakeholders Grievance, and Risk Management Committees.

Audit Committee

Nomination and Remuneration Committee

Stakeholders Grievance Committee

Risk Management Committee