Goenka Business & Finance Limited has successfully completed its postal ballot process, with shareholders overwhelmingly approving the re-appointment of two independent directors for second terms. The voting concluded on January 21, 2026, with both resolutions receiving strong support from the shareholder community.

Postal Ballot Results Overview

The company conducted the postal ballot exclusively through electronic voting, in compliance with SEBI regulations and MCA circulars. The process was overseen by scrutinizer Aanal Satyawadi of M/s Aanal Satyawadi & Co., who was appointed by the board on December 16, 2025.

Director Re-appointment Details

Both resolutions were classified as special resolutions and received identical voting results, demonstrating consistent shareholder confidence in the proposed appointments.

Resolution 1: Mr. Darshil Hemendrakumar Shah

Resolution 2: Mr. Nigambhai Govindbhai Sathavara

The second resolution for Mr. Nigambhai Govindbhai Sathavara's re-appointment received identical voting results, with 2,416,292 shares (96.48%) voting in favor and 88,170 shares (3.52%) voting against.

Voting Process and Compliance

The postal ballot was conducted in strict compliance with Section 110 of the Companies Act, 2013, and SEBI LODR Regulations. The company utilized NSDL's e-voting platform for the entire process, with no physical postal ballot forms distributed in accordance with MCA circulars.

The scrutinizer's report confirmed that all procedural requirements were met, including proper advertisement in Financial Express (English) and Sukhabar (Bengali) newspapers on December 23, 2025. The votes were unblocked and scrutinized on January 23, 2026, in the presence of two independent witnesses.

Shareholder Participation Analysis

The voting results show strong promoter group participation with 100% of their shareholding (1,938,000 shares) voting in favor of both resolutions. Among public shareholders, 566,462 shares participated in the voting process, representing 5.12% of the public shareholding of 11,062,100 shares.

Both resolutions have been declared passed with the requisite majority, enabling the company to proceed with the re-appointments for the next five-year terms. The company secretary Dharmik Ripinbhai Solanki confirmed the results to BSE, MSEI, and Calcutta Stock Exchange on January 23, 2026.

Goenka Business Finance Ltd has announced significant changes to its board composition with the re-appointment of two key Independent Directors for second terms. The company disclosed these developments in compliance with SEBI listing regulations on December 16, 2025.

Board Re-appointments Approved

The Board of Directors, acting on recommendations from the Nomination and Remuneration Committee, has approved the re-appointment of two Non-Executive Independent Directors for second terms of five years each. The appointments are subject to shareholder approval through postal ballot.

Director Profiles and Qualifications

Mr. Darshil Hemendrakumar Shah brings substantial expertise as a qualified Company Secretary holding a Bachelor's degree in Law. With over 10 years of experience in Secretarial Operations, Legal Operations, Corporate Matters, and Legal Affairs, he has contributed significantly to strengthening the company's governance and compliance standards. The Board believes his continued association will benefit the company.

Mr. Nigambhai Govindbhai Sathavara is a Fellow Member of the Institute of Company Secretaries of India (ICSI) and holds a Bachelor's Degree in Law. He brings over a decade of experience in Corporate Law Affairs, SEBI Laws, and Legal Compliance matters. Additionally, he is a Certified Independent Director from the Indian Institute of Corporate Affairs (IICA) and has completed a Certificate Course on Independent Director from the Institute of Company Secretaries of India. His expertise in compliance and governance frameworks has been valuable to the Board.

Independence and Compliance Status

Both directors maintain their independence status with no relationships to existing company directors. The company has confirmed that neither Mr. Shah nor Mr. Sathavara is debarred from holding director positions by virtue of any SEBI order or other regulatory authority.

Regulatory Compliance

The disclosure was made pursuant to Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The announcement was communicated to BSE Limited, Metropolitan Stock Exchange of India Limited, and The Calcutta Stock Exchange Limited, with the company trading under script codes 538787 (BSE), GBFL (MCX), and 17407 (CSE) respectively.