Hari Govind International Limited , a company listed on the Bombay Stock Exchange (BSE: 531971), held an Extra-Ordinary General Meeting (EGM) on November 3, 2025, where shareholders approved a significant corporate action. The meeting, which took place at the company's registered office in Nagpur, Maharashtra, saw the ratification of a previous resolution for the allotment of equity shares on a preferential basis to non-promoter/public category investors.

Key Highlights of the EGM

• Resolution Approval: Shareholders ratified the resolution originally passed on June 13, 2025, for the issue and allotment of equity shares on a preferential basis to non-promoter/public category investors for cash consideration.

• Voting Participation: The EGM saw robust participation with 95.08% of total shares represented in the voting process.

Voting Results

The resolution received unanimous approval, with all 47,54,000 votes cast in favor of the measure.

Meeting Proceedings

• The EGM commenced at 11:00 AM and concluded at 1:00 PM.
• Mr. Jugalkishore Harikishan Maniyar, Whole-time Director, chaired the meeting.
• Roy Jacob & Co, Company Secretaries, acted as the scrutinizer for the voting process.
• National Securities Depository Limited (NSDL) provided the remote e-voting facility.

Corporate Governance Measures

Hari Govind International Limited demonstrated its commitment to corporate governance by:

1. Offering both remote e-voting and physical ballot options to shareholders.
2. Appointing an independent scrutinizer to oversee the voting process.
3. Providing detailed disclosure of voting results, ensuring transparency.

The company's actions align with the Securities and Exchange Board of India (SEBI) regulations, particularly the Listing Obligations and Disclosure Requirements (LODR).

This ratification of preferential allotment may indicate the company's strategy for capital raising. Shareholders and market observers may want to monitor future announcements for more details on the utilization of these funds and the potential impact on the company's capital structure.

Hari Govind International Limited's Independent Directors Committee (IDC) has recommended the open offer made by acquirers Shaju Thomas and Linta Purayidathil Jose to the public shareholders of the company.

Key Details of the Open Offer

• The mandatory open offer seeks to acquire up to 22,16,500 equity shares, representing 26% of the expanded share capital.
• The offer price is set at ₹10.00 per equity share.
• The IDC, comprising Rishin Rasheed (Chairman), Reveesh Moolamkuzhiyil Varghese, and Aruna Mahesh Menkudale, unanimously approved the recommendation on October 9, 2025.

IDC's Rationale

The committee determined that the offer price complies with SEBI regulations and appears fair and reasonable. The IDC based its recommendation on the following factors:

• Review of relevant documents including the Public Announcement, Detailed Public Statement, Draft Letter of Offer, and Letter of Offer
• Compliance with SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011
• Fairness of the offer price in accordance with applicable regulations

Background of the Offer

The open offer stems from a Share Purchase Agreement and Preferential Allotment dated May 24, 2025. Marwadi Chandarana Intermediaries Brokers Private Limited is serving as the Manager to the Offer.

Shareholder Response

As of the recommendation date, the target company has not received any complaints from shareholders regarding the open offer process or valuation.

Public shareholders of Hari Govind International Limited are advised to independently evaluate the open offer and make an informed decision regarding their participation.