Vashishtha Luxury Fashion seeks postal ballot approval for RPTs
Vashishtha Luxury Fashion Limited has announced a postal ballot to secure shareholder approval for material related party transactions totaling ₹15 crores and revised remuneration terms for its Managing Director and Executive Director. The voting period is open from May 16, 2026, to June 14, 2026, with NSDL facilitating the e-voting process.

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Vashishtha Luxury Fashion Limited has initiated a postal ballot process seeking shareholder approval for material related party transactions and revisions in the remuneration of its key managerial personnel. The remote e-voting period commences on May 16, 2026, at 9:00 a.m. IST and concludes on June 14, 2026, at 5:00 p.m. IST. The cut-off date to determine shareholder eligibility is May 8, 2026.
Material Related Party Transactions
The Board has approved transactions with two entities, subject to shareholder ratification. The company proposes to enter into contracts with Vashishtha Embroideries Private Limited, a material subsidiary, for an aggregate value not exceeding ₹5,00,00,000. Additionally, it seeks approval for transactions with Anas Embroideries, a sole proprietorship firm of Promoter Mrs. Archana Odiya, for an amount not exceeding ₹10,00,00,000. Both transactions are effective from April 1, 2026, to March 31, 2027.
Executive Remuneration Revisions
Based on the recommendation of the Nomination and Remuneration Committee, the company seeks approval to revise the remuneration for Mr. Ravindra Dhareshivkar, Managing Director, and Mr. Mustak Odiya, Executive Director. The revisions are effective from April 1, 2026, to March 31, 2028. The proposed remuneration package for both executives includes a basic salary of ₹2,00,000 per month, perquisites, and performance-linked variable pay. The total managerial remuneration payable to each shall not exceed ₹40,00,000 per annum.
Administrative Details
To facilitate the voting process, the Board has appointed Ms. Riddhishree Tanna of M/s R.B. Tanna & Associates as the Scrutinizer. National Securities Depository Limited (NSDL) has been engaged as the e-voting facilitator. The results of the postal ballot will be announced within two working days of the conclusion of the voting period and will be available on the company's website and the BSE Limited platform.
Given that the proposed transaction limit with Anas Embroideries represents 94.02% of Vashishtha Luxury Fashion's consolidated turnover, how might minority shareholders respond to this level of related party dependency, and could it trigger regulatory scrutiny from SEBI?
With both executives receiving a significant remuneration increase alongside drawing salaries from the material subsidiary Vashishtha Embroideries Private Limited, what is the total compensation exposure for the company and how might this impact profitability margins going forward?
As the proposed transaction limits with related parties far exceed the related parties' own annual turnovers (280.81% and 242.40% respectively), what expansion plans or capacity additions are these entities undertaking to fulfill the projected transaction volumes in FY 2026-27?































