Nanavati Ventures Limited, a company listed on the BSE, has announced the appointment of two new independent directors to its board, effective July 1, 2025. The appointments, approved by shareholders at the company's Annual General Meeting (AGM) on September 30, 2025, aim to enhance the board's diversity and expertise.

New Appointments

Mr. Dhiraj Mishra and Mrs. Jigishaben Vinodbhai Shah have been appointed as independent directors for a term of five years. Both appointments were recommended by the Nomination and Remuneration Committee and approved by the Board of Directors on June 30, 2025.

Director Profiles

Mr. Dhiraj Mishra

• Age: 26 years
• Qualification: Bachelor of Commerce from Vivekanand Vanijay Commerce College, Ahmedabad, Gujarat
• Experience: Over 3 years in accounts and finance
• DIN: 11111454

Mrs. Jigishaben Vinodbhai Shah

• Age: 44 years
• Qualification: Bachelor of Commerce from Gujarat University, Ahmedabad, Gujarat
• Experience: More than 5 years in marketing
• DIN: 11039797

Both directors are registered with the Indian Institute of Corporate Affairs as Independent Directors.

Board Independence

The company stated that neither Mr. Mishra nor Mrs. Shah hold any equity shares in Nanavati Ventures Limited. They are not related to any other directors or key managerial personnel of the company and do not hold directorships in other public companies.

AGM Proceedings

The appointments were confirmed at Nanavati Ventures' 15th Annual General Meeting, which was held virtually on September 30, 2025. The meeting, chaired by Mr. Shreykumar Sheth, Managing Director of the company, also saw the approval of other resolutions including the adoption of financial statements and the appointment of statutory auditors.

Voting Results

All resolutions, including the appointments of Mr. Mishra and Mrs. Shah, were passed unanimously by the shareholders who participated in the voting process. The e-voting results showed 100% votes in favor of both appointments.

These strategic appointments are expected to bring fresh perspectives to Nanavati Ventures Limited's board, potentially contributing to the company's future growth and governance.

In a significant development for Nanavati Ventures Limited , Mrs. Nila Biswakarma and Mr. Samad Ahmed Khan have launched an open offer to acquire a substantial stake in the company. This move comes on the heels of a major share purchase agreement, signaling a potential shift in the company's ownership structure.

Open Offer Details

The acquirers, Mrs. Nila Biswakarma and Mr. Samad Ahmed Khan, have announced an open offer to purchase up to 12,14,200 shares, representing 26% of the voting share capital of Nanavati Ventures Limited. The offer price has been set at ₹90.00 per share, payable in cash. If fully subscribed, the total consideration for this open offer would amount to ₹10,92,78,000.00.

Background of the Offer

This open offer has been triggered following a significant share purchase agreement executed on December 30, 2024. Under this agreement, the acquirers have committed to purchase 24,14,100 shares, representing a 51.69% stake in Nanavati Ventures, from the selling promoter shareholder, Mrs. Kashmira Hemantkumar Nanavati. The agreed price for this transaction is ₹151.00 per share, totaling ₹36,45,29,100.00.

Regulatory Compliance

The open offer is being made in compliance with Regulations 3(1) and 4 of the Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeover) Regulations, 2011. Swaraj Shares and Securities Private Limited has been appointed as the manager for this offer.

Public Announcement

As part of the regulatory process, a post-offer public announcement was published on July 25, 2025, in several newspapers including:

• Financial Express (English Daily, All Editions)
• Jansatta (Hindi Daily, All Editions)
• Mumbai Lakshadeep (Marathi Daily, Mumbai Edition)
• Financial Express (Gujarati Daily, Ahmedabad Edition)

Implications for Shareholders

This open offer presents an opportunity for the public shareholders of Nanavati Ventures Limited to tender their shares at ₹90.00 per share. The offer price has been determined in accordance with the parameters prescribed under Regulations 8(1) and 8(2) of the SEBI (SAST) Regulations.

Conclusion

The open offer by Mrs. Nila Biswakarma and Mr. Samad Ahmed Khan marks a potential turning point for Nanavati Ventures Limited. As the process unfolds, shareholders and market watchers will be keenly observing the response to this offer and its implications for the company's future direction.