Uday Jewellery Industries Limited has announced February 27, 2026 as the record date for its scheme of amalgamation with Narbada Gems and Jewellery Limited. The announcement follows the company's receipt of the certified copy of the National Company Law Tribunal (NCLT) order sanctioning the merger.

Board Meeting Decisions

The board of directors of Uday Jewellery Industries convened on February 12, 2026 to consider key developments in the amalgamation process. The meeting addressed several critical aspects of the merger implementation.

NCLT Approval and Legal Framework

The Hon'ble National Company Law Tribunal, Hyderabad bench had sanctioned the scheme of arrangement on January 21, 2026. The approval was granted under sections 230-232 of the Companies Act, 2013 and the rules and regulations framed thereunder.

The board took note of three key matters during their meeting:

• Receipt of the certified copy of the NCLT order sanctioning the scheme
• Proposed filing of the certified copy with the Registrar of Companies (RoC)
• Declaration of the record date for determining eligible shareholders

Implementation Process

The scheme will become effective upon filing the certified copy of the NCLT order with the Registrar of Companies. The record date of February 27, 2026 will determine eligible shareholders of Narbada Gems and Jewellery Limited who will receive equity shares in Uday Jewellery Industries Limited according to the approved amalgamation scheme.

Regulatory Compliance

The disclosure was made under Regulations 30 and 42 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015. The company has informed BSE Limited and copied the National Securities Depository Limited, Central Depository Services (India) Limited, and Bigshare Services Private Limited as the registrar and transfer agent.

The amalgamation represents a significant corporate restructuring for both companies, with Uday Jewellery Industries serving as the surviving entity following the merger completion.

Uday Jewellery Industries Limited's board of directors held a comprehensive meeting on January 21, 2026, approving multiple strategic decisions aimed at enhancing the company's financial flexibility and operational capabilities. The meeting, which concluded at 11:10 a.m., addressed several key corporate governance and financial matters in compliance with SEBI regulations.

Investment and Financial Approvals

The board approved a significant investment framework, authorizing the company to invest up to ₹10.00 crores in shares and securities of other companies. This decision was made on the recommendation of the audit committee and pursuant to Section 186 of the Companies Act, 2013.

The board also approved omnibus approval for accepting Inter-Corporate Deposits from Sanghi Jewellers Private Limited, a promoter group entity. This related party transaction was approved under various sections of the Companies Act, 2013, and SEBI LODR Regulations, 2015, to utilize surplus funds in view of rising raw material costs.

Banking Operations Enhancement

A significant enhancement was made to the company's banking operations with ICICI Bank Limited. The board approved both a revision in the mode of operation and a substantial increase in the operating limit of the current bank account.

The enhanced account will be operated severally by three key personnel:

• Mr. Ritesh Kumar Sanghi (Managing Director)
• Mr. Sanjay Kumar Sanghi (Director)
• Mr. Uday Sanghi (Business Development Head)

Corporate Governance Updates

The board addressed important compliance requirements by reconstituting the Internal Complaints Committee under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013. The new committee structure ensures proper representation and compliance with statutory requirements.

Administrative Matters

The board also addressed routine administrative matters during the meeting. These included approval and noting of minutes from the previous board meeting held on November 14, 2025, review of action taken reports from previous discussions, and consideration of minutes from the audit committee meeting held earlier the same day. These procedural approvals ensure continuity in corporate governance and maintain proper documentation of board decisions and follow-up actions.