Praveg Limited has issued a comprehensive postal ballot notice dated February 12, 2026, seeking shareholder approval for three critical special resolutions that will shape the company's operational and leadership structure.

Key Resolutions Under Consideration

The postal ballot encompasses three major proposals requiring shareholder approval through electronic voting:

Financial Authorization and Strategic Investments

The first resolution seeks approval under Section 185 of the Companies Act, 2013, for advancing loans, providing guarantees, and securities to Praveg Safaris Tanzania Limited (PSTL) and other related entities. The aggregate amount outstanding at any point shall not exceed INR 20.00 crores. This financial support aims to facilitate capital expenditure projects and working capital requirements, including fixed asset purchases for principal business activities.

Leadership Transition and Governance Changes

Mr. Vishnukumar Vitthaldas Patel, currently serving as Chairman and Non-Executive Director, is proposed for appointment as Chairman and Managing Director for five years from February 12, 2026. Notably, he will serve without any remuneration, commission, perquisites, or monetary benefits, reflecting his commitment to the company's financial prudence and long-term value creation.

Mr. Patel brings over three decades of diversified experience in hospitality, tourism, events, and advertising. As a qualified Chartered Accountant and Management Consultant, he also serves as Chairman of UR Energy, Jhaveri Credits and Capital Limited, and V Square Projects Group.

Simultaneously, Ms. Bijal Kiran Parikh will transition from Executive Director to Non-Executive Director, effective February 12, 2026. With over 25 years of professional experience and an MBA in Finance, she will continue contributing through strategic direction and policy inputs while becoming liable to retire by rotation.

Voting Schedule and Process

The company has established a comprehensive timeline for the postal ballot process:

Financial Performance Context

The company's recent financial performance provides context for these strategic decisions:

The company has engaged National Securities Depository Limited (NSDL) for e-voting services, with M/s. ALAP & Co. LLP appointed as scrutinizer. Only shareholders whose names appear in the Register of Members as of the cut-off date Friday, February 13, 2026, are entitled to vote electronically. The voting rights will be proportionate to shareholdings in the paid-up equity share capital.

Praveg Limited has achieved complete utilization of proceeds from its preferential issue, with monitoring agency CRISIL Ratings Limited issuing the final report confirming full deployment of the revised issue amount of Rs 1,439.44 crore for the quarter ended December 31, 2025.

Issue Details and Revisions

The company's preferential issue, originally planned at Rs 2,101.00 crore, underwent significant revisions due to market conditions. The final proceeds were substantially lower due to under-subscription in equity shares and non-conversion of warrants during the specified period.

Fund Deployment Across Objectives

The monitoring agency confirmed that all proceeds were utilized according to the disclosed objectives, with funds allocated across three primary areas.

The largest portion of funds, Rs 1,287.70 crore, was directed toward project expansion and development activities. The company had fully utilized these proceeds by the quarter ended March 31, 2025, as disclosed in the Notice to EGM.

Subsidiary Investment Activities

During the quarter ended December 31, 2025, Praveg completed its investment in subsidiary operations through Praveg Safaris Tanzania Limited. The Tanzania-based subsidiary utilized Rs 661,808 during the quarter for reimbursement of expenses related to accommodation, food, travel, and local transportation for professionals engaged in tent development and construction at Serengeti National Park.

Regulatory Compliance and Monitoring

CRISIL Ratings Limited, appointed as the monitoring agency under SEBI regulations, confirmed that no deviations were observed from the stated objectives. The agency noted that while warrant forfeiture impacted the overall viability of projects due to reduced proceeds, the company successfully managed the revised scope within available funds.

The monitoring report, prepared in compliance with Regulation 162A of SEBI ICDR Regulations and the Monitoring Agency Agreement dated April 08, 2024, represents the final assessment as all proceeds have been fully deployed. The preferential issue account and monitoring agency account both stand at nil balance as of January 14, 2026.

Company Leadership and Structure

Praveg Limited operates in the tourism and hospitality, events and exhibition sector under the leadership of promoter Mr. Vishnukumar Vitthaldas Patel. The company's compliance activities are overseen by Company Secretary and Compliance Officer Mukesh Chaudhary, who submitted the monitoring report to BSE Limited on February 13, 2026.