Varyaa Creations concluded its 21st Annual General Meeting on September 29, 2026, approving the audited standalone financial statements for FY26. The meeting also ratified the re-appointment of key directors through special resolutions.

The proceedings were conducted via Video Conferencing in compliance with MCA and SEBI circulars. Pooja Naheta, Managing Director, chaired the session. The company disclosed that seven members participated in the meeting, comprising five attendees via video conference and two authorized representatives for promoter group entities. No public shareholders attended physically or virtually.

Resolutions passed

Shareholders adopted the Board’s Report and Statutory Auditor’s Report, which contained no adverse remarks. The following resolutions were considered:

Voting and attendance details

Remote e-voting was available from September 26 to September 28, 2026. The record date for determining eligible voters was September 23, 2026, with a total shareholder base of 842. The attendance breakdown highlights a concentration of participation among promoter-linked entities.

Note: The scrutinizer's report confirms 7 members voted via remote e-voting, all belonging to the promoter group. The BSE filing indicates 1 public shareholder attended via video conference but did not cast a vote.

Scrutinizer's report and voting results

CS Ritesh Sharma of Ritesh Sharma & Associates served as the scrutinizer for the e-voting process. The Consolidated Scrutinizer's Report dated September 30, 2026, confirmed that all five resolutions were passed with requisite majority.

The voting data reveals a complete absence of public participation in the decision-making process:

All five resolutions received 100% support from the votes polled. No invalid votes were recorded across any category.

What the numbers show

The combined data highlights a stark divergence between shareholding and active participation. While public shareholders hold approximately 28% of the outstanding shares (1,341,000 out of 4,790,000), they cast zero votes during the AGM. Consequently, the entire outcome was determined solely by the promoter group, who voted their full holding of 3,449,000 shares. This underscores a total lack of public engagement in the company's governance matters for this fiscal year.

Varyaa Creations has scheduled its 21st Annual General Meeting for September 29, 2026. The meeting will address critical governance changes, including an alteration to the Memorandum of Association to enable securities investments and a significant revision in executive remuneration.

The Board of Directors approved these proposals on September 2, 2026. Shareholders holding shares as of the record date, September 23, 2026, are eligible to vote. Remote e-voting will be available from September 26 to September 28, 2026. The AGM will be conducted via video conferencing or other audio-visual means at 3:00 pm.

Director Re-appointment and Remuneration

The Board re-appointed Mrs. Pooja Naheta as Managing Director for a five-year term, effective from September 2, 2026, to September 1, 2031. This follows a recommendation from the Nomination and Remuneration Committee. Mrs. Naheta brings 15 years of experience in the gems and jewellery industry.

Additionally, the Board approved a 50% increase in monthly remuneration for both Managing Director Mrs. Pooja Naheta and Executive Director Mrs. Sarika Naheta. The new pay scale rises from ₹1,00,000 to ₹1,50,000 per month, effective September 2, 2026. This revision requires shareholder approval as it exceeds limits prescribed under Section 197 of the Companies Act, 2013.

Mrs. Sarika Naheta is also seeking re-appointment by rotation at the AGM. She stepped down as Chief Financial Officer in December 2025, with Mr. Santosh Gopale assuming the role.

Strategic Changes and Investment Policy

The most significant strategic shift involves altering the Object Clause in the Memorandum of Association. The new clause authorizes the company to:

• Make investments in and acquire shares, stocks, securities, bonds, and debentures.
• Hold, manage, and deal in units of mutual funds and other financial instruments.
• Engage in investments of every kind permitted under applicable laws.

This amendment aims to provide greater flexibility in managing surplus funds. The Board separately approved investing surplus funds in mutual funds, subject to legal provisions.

Key AGM Details

The company will hold the AGM via video conferencing. Remote e-voting opens on September 26, 2026, and closes on September 28, 2026. The integrated annual report for FY26 is available on the company website.