DSM Fresh Foods Ltd

Parties and listing

• Target: DSM Fresh Foods Limited; listed on BSE SME.
• Acquirer: Rajasthan Global Securities Pvt Ltd; acquirer not promoter/promoter group.

Shareholding changes

• Pre-acquisition voting rights: 11,02,180 shares (4.95%).
• Acquired: 90,000 shares (0.40%) via open market on 12 Oct 2026.
• Post-acquisition voting rights: 11,92,180 shares (5.35%).

Capital and scope

• Equity share capital before/after: 2,22,87,138 shares of ₹10 each.
• Total diluted capital after acquisition: 2,22,87,138 shares.

AGM Details

• AGM held on 29 September 2026 at 03:04 PM via VC/OAVM.
• Remote e-voting window: 26–28 September 2026.
• Voting cut-off date: 22 September 2026.
• 20 members attended, including two from promoter group.
• Meeting concluded at 03:20 PM.

Key Resolutions

• Adopt Audited Financial Statements (Standalone and Consolidated) for the year ended 31 March 2026.
• Appoint Mohammad Arif Khan (DIN: 06590634) as Director, retires by rotation.
• Shift Registered Office from NCT Delhi to Haryana.
• Reclassify Authorized Share Capital; amend MOA Capital Clause.
• Approve related party transaction for remuneration revision in Avyom Foodtech Private Limited (subsidiary).
• Approve DSM Fresh Foods Ltd Employees Stock Option Scheme-2026.
• Extend ESOP-2026 to employees of Group/Holding/Subsidiary/Associate companies.

Material Related Party Transactions

• Counterparty: Avyom Foodtech Private Limited; nature: remuneration revision.

DSM Fresh Foods Ltd — Trading window closure

Event details

• Date: September 18, 2026, site visit for analysts/institutional investors and management meeting.
• Place: Chandigarh, India.
• No unpublished price-sensitive information will be shared; discussions based on publicly available information; dates may change.
• Registration via the provided link.

Monitoring Agency Findings

• Deviation from offer document allocations: WC ₹24.83 cr and UA&GCP ₹2.12 cr by Jun 30, 2026.
• Marketing expenditure deviated; entire ₹15 cr for HT Media not fully utilized; other channels used.
• No shareholder approval obtained for deviations from the offer document.
• As of Jun 30, 2026, total utilization ₹47.33 cr; unutilised ₹11.73 cr.
• Market price as of Aug 12, 2026 around ₹74 vs issue price ₹100.
• FY26 audit notes non-compliance with Section 185; MD loan ₹47.33 lakh, Director ₹203.10 lakh.
• EGM held July 25, 2026; shareholder approval obtained for loans up to ₹100 crores.
• IPO size ₹59.06 crore; deployment schedule varies with business needs.
• MA notes proposed GCP cap: 15% of issue or ₹10 crores, whichever is less.
• Unutilised proceeds to be deployed in upcoming quarters per management.

Meeting rescheduled

• Board meeting moved from Sep 2, 2026 to Sep 3, 2026.
• Original date: Sep 2, 2026.

Agenda items

• Consider fundraising through equity, convertible securities, or other securities.
• Approve ESOS 2026 for eligible employees.

Regulatory approvals

• Fund-raising subject to regulatory and statutory approvals.

Trading window

• Trading window remains closed till Sep 5, 2026.

Meeting Details

• Date: September 02, 2026.
• Time: Not disclosed.
• Location: Not disclosed.

Key Agenda Items

• Consider raising funds via equity or convertible securities on rights or preferential basis, or other permissible mode.
• Consider and approve DSM Fresh Foods Employees Stock Option Scheme, 2026 (ESOS) per applicable laws.

Other Notes

• Trading window will be closed from August 27, 2026 to September 04, 2026.

Meeting Details

• Dates: 27–28 August 2026; Time: 01:30 PM IST
• Meeting type: One-on-One/Group; Mode: Non-Deal Roadshow
• Location: London, UK
• Purpose: investor/analyst meeting
• Key company participant: Managing Director