Suraj Industries Ltd. has completed a significant strategic acquisition, purchasing equity shares worth Rs. 14.85 crore in VRV Foods Limited. The transaction, finalized on March 09, 2026, marks a major milestone in the company's expansion strategy and establishes VRV Foods as its associate company.

Acquisition Details

The company successfully acquired 22.50 lakh equity shares of VRV Foods Limited from promoter group persons and entities. The acquisition parameters demonstrate the strategic nature of this investment:

Regulatory Approvals and Compliance

The acquisition received comprehensive approvals through proper corporate governance channels. The transaction was part of a larger approved plan for acquiring 56.25 lakh equity shares in VRV Foods Limited. Key approvals included authorization from the company's Audit Committee and Board of Directors, ensuring thorough due diligence and strategic alignment.

Shareholder approval was obtained at an Extra-Ordinary General Meeting held on March 06, 2026, demonstrating transparency and adherence to corporate governance standards. The company had previously informed stakeholders about this acquisition through intimations dated February 07, 2026.

Associate Company Classification

Following the completion of this acquisition, VRV Foods Limited has been classified as an associate company of Suraj Industries Ltd. This classification is in accordance with Section 2(6) of the Companies Act, 2013, and applicable provisions of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

The 20.01% shareholding provides Suraj Industries with significant influence in VRV Foods' operations while maintaining the associate company status. This strategic positioning allows for potential synergies and collaborative opportunities between the two entities.

Corporate Communication

The announcement was made through proper regulatory channels, with Company Secretary and Compliance Officer Snehlata Sharma signing the official communication to BSE Limited. The disclosure fulfills requirements under Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, ensuring transparency with stakeholders and regulatory compliance.

Suraj Industries Ltd successfully conducted its Extra-Ordinary General Meeting (EGM) on March 06, 2026, at 12:00 P.M. through video conferencing, with all four proposed resolutions receiving unanimous shareholder approval. The company filed the voting results and scrutinizer report with BSE Limited in compliance with SEBI regulations.

Meeting Participation and Voting Process

The EGM witnessed participation from 57 shareholders through video conferencing, comprising 4 from the promoter and promoter group category and 53 from the public category. Out of 17,486 total shareholders on the record date, the meeting utilized Central Depository Services Limited (CDSL) as the service provider for electronic voting facilities.

The remote e-voting process commenced on March 03, 2026, at 10:00 A.M. and concluded on March 05, 2026, at 5:00 P.M. As of the cut-off date February 27, 2026, there were 17,486 fully paid-up equity shareholders and 796 partly paid-up shareholders entitled to vote.

Resolution Details and Voting Results

All four resolutions presented at the EGM received unanimous approval with 100% votes in favour across all shareholder categories.

Resolution 1 - Special Resolution: Approval for revision of limits for making inter-corporate loans, investments, or providing security/guarantee up to Rs. 500 crores under Section 186 of the Companies Act, 2013. This resolution received 16,106,911 votes in favour, representing 33.24% of outstanding shares.

Resolution 2 - Ordinary Resolution: Approval of material related party transaction for proposed acquisition of shares of VRV Foods Limited from promoter group entities. This resolution received 5,657,606 votes in favour, with promoter group abstaining due to interest in the agenda.

Resolution 3 - Ordinary Resolution: Approval of material related party transaction between the company and Carya Chemicals and Fertilizers Private Limited, a material subsidiary, for entering into a rent agreement. Similar to Resolution 2, this received 5,657,606 votes in favour with promoter group abstention.

Resolution 4 - Special Resolution: Alteration/variation in objects of the rights issue for utilization of funds from partly paid-up equity shares, modifying objects stated in the Letter of Offer dated October 09, 2025. This resolution matched Resolution 1 with 16,106,911 votes in favour.

Share Capital Structure

The company's capital structure comprises 1,85,25,244 fully paid-up equity shares of face value Rs. 10 each and 2,99,25,394 outstanding partly paid-up equity shares of face value Rs. 10 each, with Rs. 2.50 per share paid-up. Members exercised voting rights proportionate to the paid-up value of their equity shareholding as per applicable provisions.

Scrutinizer Report

Vijay Jain & Co., Company Secretaries, served as the appointed scrutinizer for the e-voting process. The scrutinizer report confirmed that all resolutions were passed with the requisite majority, with no invalid votes recorded across any category. The electronic data and relevant records relating to e-voting remain under scrutinizer custody until the chairman approves and signs the EGM minutes.

The successful completion of the EGM with unanimous approval across all resolutions demonstrates strong shareholder confidence in the company's strategic initiatives and governance practices.