Satchmo Holdings Limited has announced a postal ballot notice seeking shareholder approval for critical corporate governance matters through three special resolutions. The company issued the notice on January 09, 2026, with the cut-off date set as Friday, January 02, 2026.

Key Resolutions for Shareholder Approval

The postal ballot encompasses three significant resolutions that require shareholder consent through special voting procedures.

Managing Director Re-appointment

The first resolution seeks approval for Mr. Nitesh Shetty's (DIN: 00304555) re-appointment as Chairman and Managing Director for an additional one-year term from December 15, 2025, to December 14, 2026. The proposed remuneration package includes:

Mr. Shetty currently holds 6,52,73,350 equity shares, representing 44.76% of the company's total equity share capital. The company noted that due to inadequate profits, the remuneration requires special resolution approval under Schedule V of the Companies Act, 2013.

Independent Director Re-appointment

The second resolution proposes Ms. Gayathri Muttur Nagaraj's (DIN: 06742638) re-appointment as Independent Women Director for a second consecutive five-year term from January 08, 2026, to January 07, 2031. Ms. Gayathri, a qualified Company Secretary with over 15 years of experience in business development and compliance, previously served her first term from January 08, 2021, to January 07, 2026.

Material Related Party Transactions

The third resolution seeks approval for existing and proposed material related party transactions worth up to ₹100 crores in aggregate. These transactions involve multiple group entities including:

• Satchmo Foods Private Limited (Wholly Owned Subsidiary)
• Satchmo Services Private Limited (under incorporation)
• Nitesh Infrastructure & Constructions
• Various other related entities

The transactions encompass sale of goods, rendering of services, and providing advances, all conducted at arm's length basis in the ordinary course of business.

Voting Process and Timeline

The company has engaged KFin Technologies Limited to facilitate the e-voting process. Key dates for the postal ballot include:

Mr. Sudhindra K. S, Practicing Company Secretary (FCS No: 7909, CP No. 8190), has been appointed as the Scrutinizer to conduct the postal ballot process in a fair and transparent manner.

Company Financial Position

The company's recent financial performance shows improvement, with the latest available data indicating a shift from losses to profits. The company has been transitioning from residential real estate to commercial real estate, facility management, warehousing, and food & catering businesses. Management expects the net worth to turn positive following the settlement of outstanding debts with lenders.

Shareholders can access the complete postal ballot notice and related documents on the company's website at www.satchmoholdings.in and participate in the voting process through the designated e-voting platforms.

Source: Exclusive

Satchmo Holdings Limited announced significant board developments following a meeting held on December 12, 2025. The Board of Directors, acting upon recommendations from the Nomination and Remuneration Committee, approved the re-appointment of two key directors in leadership and independent oversight roles.

Leadership Continuity with Chairman Re-appointment

The board confirmed the re-appointment of Mr. Nitesh Shetty (DIN: 00304555) as Chairman and Managing Director for a one-year term. His re-appointment is effective from December 15, 2025, and he will continue to hold office until December 14, 2026, subject to shareholder approval.

Mr. Shetty, a Promoter Director of the company, brings extensive business experience across diverse sectors. He began his career at age 19 with a billboard business and has since expanded his interests to include infrastructure, hotels, shopping malls, and diversified investments. As the founder, he sets the strategic vision for the company's growth. Additionally, he serves as Managing Director of Nitesh Residency Hotels Private Limited.

Independent Director Second Term Appointment

The board also approved the re-appointment of Ms. Gayathri Muttur Nagaraj (DIN: 06742638) as Non-Executive Independent Women Director for a second consecutive five-year term. She will continue to hold office until January 07, 2031, and is not liable to retire by rotation.

Ms. Nagaraj brings significant professional expertise to the board as a qualified member of the Institute of Company Secretaries of India (ICSI) with over 15 years of experience in business development, technology collaboration, and product promotions. Her career includes leadership positions at prominent organizations such as ICICI Prudential Life Insurance, MetLife Insurance, Samasta Microfinance, and Snowman Logistics Limited.

Professional Qualifications and Recognition

Ms. Nagaraj's academic achievements include receiving the Dr D Veerendra Hegde Pattabhisheka award for academic excellence and securing second rank in her MBA program. She has successfully qualified the Online Proficiency Test for Independent Directors conducted by the Indian Institute of Corporate Affairs (IICA) under the Ministry of Corporate Affairs (MCA), demonstrating her commitment to governance standards.

Regulatory Compliance and Governance

Both directors meet all regulatory requirements and are not debarred from holding director positions by SEBI or any other regulatory authority. The appointments comply with SEBI LODR Regulations and relevant circulars, ensuring adherence to corporate governance standards. Neither director has inter-se relationships with other board members, maintaining independence in board composition.

The re-appointments are subject to shareholder approval and reflect the company's focus on maintaining experienced leadership while ensuring diverse and independent board oversight. These appointments will strengthen the company's governance framework and strategic direction as it continues its business operations across multiple sectors.