Sanmitra Commercial Limited has declared the results of its postal ballot conducted on February 13, 2026, under Regulations 30 and 44 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The company sought shareholder approval for two critical corporate restructuring initiatives through remote e-voting.

Postal Ballot Overview

The postal ballot process was conducted entirely through electronic voting, with shareholders casting their votes via the NSDL e-voting platform. The company had initially issued the postal ballot notice on January 07, 2026, and set the record date as January 02, 2026, for determining eligible shareholders.

Resolution Results

Both special resolutions presented to shareholders received unanimous approval, demonstrating strong stakeholder support for the proposed changes.

Resolution 1: Company Name Change

The first special resolution regarding the change in company name achieved complete shareholder consensus:

Resolution 2: Registered Office Relocation

The second special resolution for shifting the registered office from Maharashtra to West Bengal also received unanimous support:

Scrutinizer Report

CS Nuren Lodaya of Nuren Lodaya & Associates served as the appointed scrutinizer for the postal ballot process. The scrutinizer was appointed by the Board on January 07, 2026, and submitted the final report on February 13, 2026. The scrutinizer confirmed that no invalid votes were recorded across any category for both resolutions.

Corporate Governance Compliance

The postal ballot was conducted in full compliance with applicable regulations, including the Companies Act, 2013, and SEBI listing requirements. The company utilized electronic communication methods exclusively, sending notices to shareholders whose email addresses were registered with the company or depositories. The voting process maintained transparency and fairness throughout the designated period.

The unanimous approval of both resolutions reflects strong shareholder confidence in the company's strategic direction and proposed corporate restructuring initiatives.

Sanmitra Commercial Limited's open offer has concluded with minimal participation from public shareholders, as detailed in the post offer advertisement submitted by Navigant Corporate Advisors Limited to BSE on January 28, 2026. The offer, conducted under SEBI SAST Regulations, saw significantly lower response than anticipated.

Open Offer Performance

The open offer by Ankit Jalan (Acquirer-1) and Anuj Jalan (Acquirer-2), along with six persons acting in concert, concluded on January 20, 2026. The actual participation fell substantially short of projections:

Shareholding Structure Changes

The acquirers and persons acting in concert had acquired 4,01,66,149 shares (69.74%) through share purchase agreement and preferential allotment before the open offer. Post-offer, their combined shareholding stands at 4,02,07,249 shares representing 69.81% of the expanded equity and voting share capital.

*Computed as percentage of pre-preferential equity capital of 1,10,00,000 shares

Offer Timeline and Compliance

The open offer operated from January 6, 2026 to January 20, 2026, with consideration payment completed on January 23, 2026. The detailed public statement was initially published on September 5, 2025, in Financial Express (English), Jansatta (Hindi), and Pratahkaal (Marathi) newspapers.

Key Participants

The offer involved multiple stakeholders:

• Acquirers: Ankit Jalan and Anuj Jalan
• Persons Acting in Concert: Manju Jalan, Radhika Jalan, Prachi Jalan, Ritu Jalan, Divyanshi Jalan, and Daivik Jalan
• Manager to Offer: Navigant Corporate Advisors Limited
• Registrar: Purva Sharegistry (India) Pvt. Ltd

The expanded equity and voting share capital consists of 5,75,97,500 fully paid-up equity shares of Rs. 10 each, including shares allotted through preferential issue and convertible warrants. The post offer advertisement confirms compliance with Regulation 18(12) of SEBI SAST Regulations, 2011.