Blue Chip India Limited's board has approved a 99% capital reduction due to accumulated losses, alongside multiple leadership resignations and new director appointments in a board meeting held on December 23, 2025.

The company conducted a crucial board meeting at 4:00 PM at its registered office, where directors made several significant decisions including a substantial capital reduction and major leadership changes.

Capital Restructuring and Regulatory Compliance

The board approved a reduction of the company's capital by 99% of its paid-up capital due to accumulated business losses. This decision requires shareholder approval in the upcoming Extraordinary General Meeting (EGM) scheduled for January 30, 2026, at 2:00 PM through video conference. The company will make necessary applications to stock exchanges under Regulation 37 of SEBI (LODR) Regulations, 2015.

Leadership Resignations

The company experienced significant leadership changes with multiple resignations effective December 23, 2025. Independent Director Shyamal Banerjee (DIN: 00194544) resigned due to other professional commitments, confirming no material reasons beyond those stated. He also holds directorship in Alkon Trading Limited.

Similarly, Independent Director Sahil Sharma (DIN: 08426733) resigned citing professional commitments. Sharma serves as a member of audit and stakeholder committees at Silicon Valley Infotech Limited. Chief Financial Officer Soni Jain also tendered her resignation to pursue other career opportunities.

New Appointments and Board Reconstitution

To address governance requirements, the board appointed two new additional independent directors for five-year terms from December 23, 2025, to December 22, 2030, subject to member approval in the EGM.

Manas Ranjan Palo (DIN: 01933994), a graduate from College of Engineering, OUAT University, Bhubaneswar, brings 24 years of experience in e-learning and software development in India, plus two years of UK experience. Aakansha Vaid (DIN: 02796417), a Company Secretary with over 10 years of secretarial compliance experience and LLB and BBA qualifications, was also appointed.

Auditor Changes and Committee Restructuring

The board noted the resignation of secretarial auditors Ankita Goenka & Associates due to pre-occupation with other professional activities. CS Suprabhat Chakraborty (Membership No. A41030, COP 15878) was appointed as the new secretarial auditor for FY 2025-26, bringing over 10 years of compliance and governance management experience.

All board committees were reconstituted with new leadership:

Audit Committee

• Manas Ranjan Palo (Chairman)
• Aakansha Vaid (Member)
• Tanmoy Ghosh (Member)

Nomination and Remuneration Committee

• Manas Ranjan Palo (Chairman)
• Aakansha Vaid (Member)
• Tanmoy Ghosh (Member)

Stakeholder Relationship Committee

• Aakansha Vaid (Chairman)
• Manas Ranjan Palo (Member)
• Arihan Jain (Member)

Operational Changes

The company approved opening a new corporate office at B-129, Ansa Industrial Estate, Saki Vihar, Sakinaka, Andheri (East), Mumbai-400072, Maharashtra, where books of accounts and relevant documents will be maintained. Central Depository Services (India) Limited (CDSL) was appointed to provide remote e-voting facilities for the EGM, with CS Suprabhat Chakraborty serving as scrutinizer.

The board meeting, which commenced at 4:00 PM and concluded at 6:00 PM, represents a comprehensive restructuring effort aimed at addressing the company's accumulated losses while ensuring regulatory compliance and governance standards.

Blue Chip India Limited has announced a key change in its leadership team with the resignation of Ms. Pooja Bhartia from her position as Company Secretary and Compliance Officer. The company disclosed this development to stock exchanges on December 10, 2025, in compliance with regulatory requirements.

Resignation Details

The resignation became effective from the close of business hours on December 10, 2025. Ms. Bhartia cited personal reasons for her decision to step down from the position. The following table summarizes the key details of the resignation:

Regulatory Compliance

Blue Chip India Limited made the disclosure pursuant to Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015. The company also referenced Circular No. CIR/CFD/CMD/4/2015 dated September 09, 2015, in its communication to the exchanges.

The disclosure was simultaneously sent to multiple stock exchanges where the company's shares are listed:

• Calcutta Stock Exchange Limited (Scrip Code: 12057)
• National Stock Exchange of India Limited (Scrip Code: BLUECHIP)
• BSE Limited (Scrip Code: 531936)

Resignation Letter

In her resignation letter addressed to the Board of Directors, Ms. Pooja Bhartia formally tendered her resignation as Company Secretary with immediate effect. She requested the company to provide acknowledgement of her resignation and a copy of the e-form DIR-12 filed with the Registrar of Companies for her reference and records.

Company Information

Blue Chip India Limited, incorporated in 1993, has its registered office at 10 Princep Street, 2nd Floor, Kolkata-700072. The company operates under CIN: L65991WB1993PLC060597. The resignation disclosure was signed by Arihant Jain, Managing Director of the company (DIN: 00174557).