Valencia Nutrition has incorporated three new subsidiary companies to expand its operational footprint across retail technology, consumer goods, and food processing sectors. The new entities are Valencia POS Solutions Private Limited, Valencia Consumer Products Private Limited, and Valencia Snacks & Healthy Bites Private Limited.

The company holds 75% of the paid-up share capital in each of the newly formed entities. The Ministry of Corporate Affairs issued the Certificate of Incorporation for Valencia POS Solutions on September 26, 2026, while the certificates for the other two subsidiaries were dated September 25, 2026. Each subsidiary was established with an authorized and paid-up capital of ₹1 lakh.

Subsidiary Details and Business Focus

The three subsidiaries target distinct market segments, ranging from automated retail infrastructure to fast-moving consumer goods (FMCG) and health-focused food products. Valencia POS Solutions will focus on vending machines and IoT solutions, while the other two entities will handle personal care products and healthy snacks respectively.

Shareholding Structure

In all three instances, the promoter of the listed entity, Manish Turakhia, holds the remaining 25% equity stake in his individual capacity. This structure classifies the transactions as related party transactions under Section 2(76) of the Companies Act, 2013. No other promoter group members or group companies hold direct interests in these subsidiaries beyond the parent company's shareholding.

The consideration for the acquisition involved the company subscribing to the Memorandum of Association for each entity. Specifically, the company holds 7,500 equity shares of ₹10 each in each subsidiary, amounting to a total investment of ₹75,000 per entity. No governmental or regulatory approvals were required for these incorporations.

Strategic Diversification

The incorporation of these entities signals a strategic move to diversify beyond the company's core beverage business, which includes brands like Bounce Superdrinks and Roar Energy Drinks. By establishing dedicated vehicles for technology-driven retail and specific consumer product categories, the company aims to streamline operations and potentially capture niche markets in the growing Indian FMCG and automated retail sectors.

The move allows for focused management of distinct product lines, separating high-tech vending infrastructure from traditional consumer goods manufacturing. This structural separation may facilitate targeted growth strategies and specialized resource allocation for each business vertical.

Valencia Nutrition Limited appointed Ms. Nidhi Kothari as its Company Secretary and Compliance Officer, effective September 25, 2026. The appointment follows the resignation of Ms. Nishi Jain from the same roles.

The Board of Directors approved the changes during a meeting held on Friday, September 25, 2026. The Nomination and Remuneration Committee (NRC) recommended these agenda items earlier in the day. The Board noted Ms. Jain’s resignation and subsequently approved Ms. Kothari’s appointment pursuant to Section 203 of the Companies Act, 2013, and Regulation 6(1) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Leadership Transition Details

Ms. Nishi Jain resigned as Company Secretary (Key Managerial Personnel) and Compliance Officer to pursue career opportunities outside the organisation. Her resignation was effective from the closing of business hours on September 24, 2026. She confirmed no other material reasons for her departure beyond those stated in her letter.

Ms. Nidhi Kothari joins with a background in corporate compliance and legal advisory. Her professional experience includes:

• Internship and audit role at Reliance Industries Limited
• Over three years at Quantify Capital in technical analysis and risk management
• Recent tenure in the Company Secretarial and Legal function at Chase Bright Steel Limited

Statutory Disclosures

The disclosures required under Regulation 30 of the SEBI Listing Regulations were submitted to BSE Limited. The details regarding the change in Key Managerial Personnel are summarized below:

The company filed the necessary statutory e-forms with the Registrar of Companies and intimated the stock exchanges to give effect to these changes.