Ventura Guaranty Limited has issued a postal ballot notice seeking shareholder approval for a key board appointment through an electronic voting process. The company announced the initiative on March 17, 2026, as part of its compliance with regulatory requirements.

Postal Ballot Resolution Details

The postal ballot notice, dated February 13, 2026, presents one ordinary resolution for shareholder consideration. The company seeks approval for the appointment of Mrs. Shilpa Majethia (DIN: 11539939) as a Non-Executive, Non-Independent Director.

E-Voting Schedule and Process

The company has arranged for shareholders to vote exclusively through electronic mode, with Bigshare Services Private Limited serving as the e-voting service provider. The voting process follows a structured timeline designed to ensure maximum participation.

The postal ballot notice is being sent only through electronic mode to shareholders whose email addresses are registered with the company or depositories. Shareholders holding shares in both physical and dematerialized form as on the cut-off date of March 13, 2026, are eligible to participate in the voting process.

Regulatory Compliance and Newspaper Publication

In compliance with Regulation 47 of the SEBI Listing Regulations, Ventura Guaranty Limited submitted copies of newspaper advertisements to BSE Limited on March 18, 2026. The postal ballot notice and e-voting information were published in two newspapers to ensure wider reach among shareholders.

The company has made these notices available on its website at venturaguaranty.com for easy access by shareholders and other stakeholders. CFO, Company Secretary & Compliance Officer Sudha Ganapathy (Membership No.: A9342) signed the submission to BSE.

Director Profile and Qualifications

Mrs. Shilpa Majethia brings diverse experience to the board position. She is a Commerce graduate from the University of Mumbai and has worked in software development. Her background includes maintaining a reasonably sized investment portfolio in capital markets and practicing Ikebana art for the past 17 years, having completed four levels of this Japanese floral arrangement discipline.

Scrutinizer and Result Declaration

The company has appointed Mr. Roy Jacob, Proprietor of M/s. Roy Jacob & Co., Practicing Company Secretaries, as the Scrutinizer for conducting the postal ballot process. The scrutinizer will submit his report to the Chairman after completion of the e-voting scrutiny.

Results will be announced by the Chairman or any authorized person within two working days from the conclusion of the remote e-voting period. The results will be displayed on the company's website, BSE Limited's website, and Bigshare's e-voting portal for transparency and accessibility to all stakeholders.

Phoenix Asset Management Private Limited has acquired a 3.64% stake in Ventura Guaranty Limited through shares allotted pursuant to a National Company Law Tribunal (NCLT) approved merger scheme. Additionally, Hemant Majethia and persons acting in concert have acquired 5,18,376 equity shares representing 13.45% of the post-merger paid-up share capital through the same NCLT-sanctioned merger scheme. In a separate disclosure, Saryu Kothari has acquired 2,83,181 equity shares representing 7.35% of the post-merger paid-up share capital.

Phoenix Asset Management Acquisition

Phoenix Asset Management's acquisition resulted from the NCLT-sanctioned merger scheme between Kashmir Investment and Leasing Private Limited (transferor company) and Ventura Guaranty Limited (transferee company). The NCLT order was dated November 17, 2025, with share allotment occurring on January 5, 2026, and shares credited on March 3, 2026.

Saryu Kothari Individual Acquisition

Saryu Kothari filed a disclosure under Regulation 29(1) of SEBI Takeover Regulations on March 4, 2026, marking the first instance where her individual shareholding exceeded 5%. The acquisition was made through the same NCLT-approved merger scheme.

Promoter Group Consolidated Holdings

The merger has significantly altered the shareholding structure of Ventura Guaranty Limited. The promoter group, including Hemant Majethia and persons acting in concert, now holds a substantial stake in the company.

Share Capital Structure Impact

The merger has expanded Ventura Guaranty's share capital structure to accommodate the allotment requirements under the NCLT-approved scheme.

Merger Scheme Implementation

The share allotment followed a specific ratio as approved by the NCLT. Under the merger scheme, shareholders of Kashmir Investment and Leasing Private Limited received 84 fully paid-up equity shares of Rs. 10 each in Ventura Guaranty Limited for every 100 shares held in the transferor company. The Board of Directors allotted 6,58,745 equity shares on January 5, 2026, to shareholders whose names appeared in the Register of Members as on the record date of December 20, 2025.

The acquisitions by Phoenix Asset Management, Hemant Majethia's group, and Saryu Kothari represent significant developments in Ventura Guaranty's ownership structure. The company's shares are listed on BSE Limited under scrip code 512060. All disclosures ensure compliance with SEBI substantial acquisition regulations, maintaining transparency in the corporate restructuring process.