Qualitek Labs Limited has provided detailed clarification to the Bombay Stock Exchange regarding the resignation of its Company Secretary and Compliance Officer, following observations raised by the exchange on regulatory compliance requirements.

Resignation Timeline and Details

The clarification addresses the resignation of Mr. Mayank Garg (ACS: 76038), who served as Company Secretary and Compliance Officer. The resignation process unfolded over several months, with specific dates highlighting the timeline of events.

Regulatory Compliance Clarification

The company's clarification was submitted in response to BSE observations regarding additional details required under SEBI Circular No. SEBI/HO/CFD/PoD2/CIR/P/0155 dated November 11, 2024. The exchange had raised observations following the corporate announcement made under Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

The company explained that the effective cessation date of February 07, 2026, fell on a Saturday, which was a non-working day. Consequently, the mandatory disclosure under Regulation 30 was made on the next working day, February 09, 2026, after completing internal procedural formalities.

Employment Details and Background

According to the relieving certificate, Mayank Garg was employed with Qualitek Labs Limited from April 07, 2025, to February 07, 2026, serving in the Legal Department as Company Secretary. The employment duration was approximately 10 months.

Reason for Resignation

The company disclosed that Garg's resignation was submitted to pursue alternate professional opportunities outside the organization. The resignation letter indicated his intention to resign from all statutory and designated positions held within the company. The company confirmed there are no material reasons for the resignation beyond those stated.

Additionally, the company clarified that Mayank Garg does not hold any shares in the company and is not related to any Director of the company, addressing potential conflict of interest considerations.

Documentation and Compliance

The clarification was signed by Managing Director Antaryami Nayak (DIN: 07232463) and included supporting documentation such as the acceptance letter and relieving letter as annexures. The relieving certificate was authorized by Ashok Kumar Agrawal, AVP of HR & Admin Department.

The company requested the exchange to take the clarification and additional details on record, demonstrating its commitment to regulatory compliance and transparent disclosure practices under the SEBI LODR Regulations.

Qualitek Labs Limited announced significant corporate developments following its board meeting held on December 20, 2025, at the company's corporate office in Noida. The board approved several key proposals related to fundraising through debt instruments and associated corporate actions.

Non-Convertible Debentures Issuance Approved

The board approved the proposal for issuance and allotment of secured, unlisted, redeemable non-convertible debentures (NCDs) through private placement. The key parameters of the proposed NCD issuance are outlined below:

The issuance remains subject to receipt of necessary statutory, regulatory, and shareholder approvals as applicable. The tenure, date of allotment, and maturity date will be determined at the time of allotment in accordance with final terms approved by the board and agreed with the debenture trustee.

Debenture Trustee Appointment

The board approved the appointment of Vistra ITCL (India) Limited as the debenture trustee in connection with the proposed NCD issuance. The debenture trustee will oversee the interests of debenture holders and ensure compliance with the terms and conditions of the issue.

Security Structure and Guarantees

To secure the proposed NCDs, the board approved the creation of comprehensive security interests and furnishing of guarantees. The security structure includes multiple layers of protection:

These security arrangements will be finalized in accordance with terms agreed with the debenture trustee and subject to receipt of applicable approvals, including shareholder approval under Section 180(1)(a) of the Companies Act, 2013.

Extraordinary General Meeting

The board approved convening an Extraordinary General Meeting (EGM) of shareholders to seek approval for critical matters related to the NCD issuance. The EGM will address creation of security over company assets pursuant to Section 180(1)(a) of the Companies Act, 2013, and approval of material related party transactions, if any, in accordance with applicable provisions of SEBI LODR Regulations and the Companies Act, 2013.

The specific date, time, and venue of the EGM will be communicated separately in due course. The board meeting commenced at 11:30 AM and concluded at 12:45 PM on December 20, 2025.