Tiaan Consumer Ltd

Resigning Director

• Name and designation: Mr. Munesh Kumar, Executive Director.
• Confirmation: There are no other material reasons for resignation disclosed.

Tiaan Consumer Ltd: Trading window closed from 1 October 2026 until 48 hours after declaration of unaudited financial results for the quarter and half-year ended 30 September 2026

AGM Details

• Date/time/mode: 12 September 2026, 3:00 PM, via Video Conference and OAVM.
• End time: 3:15 PM.
• Record date: 05-09-2026; total on record: 6,183.
• Meeting mode: VC/OAVM.

Key Resolutions

• Ordinary: Receive, consider and adopt audited financial statements for year ended 31 March 2026.
• Ordinary: Appointment of Hitesh Kishore Gajra (DIN: 11278758) as Managing Director.
• Special: Appointment of Secretarial Auditor for five years (FY 2026-27 to 2030-31).

Voting Results

• All resolutions passed with requisite majority.
• Results indicate broad support across remote e-voting and VC.

Director Changes

• Appointment of Hitesh Kishore Gajra as Managing Director.

Auditor Appointments

• Secretarial Auditor appointed for five-year term (FY 2026-27 to 2030-31).

AGM Details

• AGM held on 12 September 2026 via VC/OAVM from 03:00 PM to 03:15 PM IST.

Key Resolutions

• Adoption of financial statements, directors' and auditors' reports for year ended 31 March 2026.
• Appointment of Hitesh Kishor Gajra as Managing Director.

Auditor Appointments

• Appointment of Secretarial Auditor for five years from FY 2026-27 to 2030-31.

Voting Status

• Voting results to be announced within two working days; posted on website and stock exchange.

Financial snapshot

• Total income: 18.90 Lakhs; prior year 31.19 Lakhs
• Net loss after tax: 13.75 Lakhs vs 3.45 Lakhs profit
• Basic earnings per share: (0.13) Rs; no dividend declared
• Cash flow from operations: (16,013.99) Lakhs
• Borrowings: 2,50,000.00 Lakhs; unsecured
• Share capital: 1,026.90 Lakhs; total equity: 684.24 Lakhs
• Dividend declared: none for FY2025-26
• Net debt to equity: 365.36x
• Total assets: 2,50,686.59 Lakhs

Capital structure & liquidity

• Authorized capital: 1,320.00 Lakhs; Paid-up: 1,026.90 Lakhs
• Total borrowings: 2,50,000.00 Lakhs; unsecured
• Cash and cash equivalents: 6.66 Lakhs
• Net debt to equity: 365.36x

Governance & board changes

• Board of four directors; three Independent, one Executive
• MD Bharat Bhushan resigned on 24 Jul 2025; Narender & Geeta Devi resigned 26 Jun 2025
• Parmanand Chaubey and Ajay Kumar also resigned in 2025
• New appointees: Bhoomi G. Bhadra; Divyesh Kishor Bhanushali; Iroda Alloyorovna Ochilova
• Company Secretary: Riya Jain appointed 26 Jun 2025
• Secretarial Auditor appointed: Parul Agrawal & Associates for 5 years from FY2026-27

Annual General Meeting & shareholding

• 34th AGM: 12 Sep 2026 via VC/OAVM
• Book closure: 6 Sep to 12 Sep 2026
• Notice and Annual Report sent electronically; e-voting details provided

Audit, control & risks

• Statutory auditors: M/S VRSK & Associates; Ind AS adjustments noted; going concern caveat
• Going concern risk: company may not meet liabilities within 12 months
• Internal controls: adequate, with noted deficiencies in reporting
• Secretarial audit: SH-7 filing due for increased authorized capital
• Related party transactions disclosed; arm's-length; omnibus approvals used

Related party disclosures

• Related party transactions include Shanta Agencies Pvt Ltd; inter-company loans treated as investments
• Omnibus approvals adopted; quarterly disclosures at Audit Committee meetings

Management commentary & ESG

• Outlook cites macro and regulatory factors; focus on governance and value
• Green initiatives: reports and AGM notices issued electronically; e-voting enabled

AGM Details

• AGM on 12 September 2026 at 03:00 PM via VC/OAVM.
• Register of Members and transfer books closed 6-12 September 2026.
• Notice and Annual Report available electronically on company website.

Ordinary Business

• Adopt audited financial statements for year ended March 31, 2026.
• Appoint Hitesh Kishor Gajra as Executive Managing Director from 12 September 2026.
• Remuneration for MD to be paid per mutual agreement.
• Authorize Board and Company Secretary to implement the MD appointment.

Special Business

• Appoint Secretarial Auditor for five-year term 2026-27 to 2030-2031.
• Remuneration for Secretarial Auditor to be fixed by the Board.

Director Appointments

• Proposed appointment of Hitesh Kishor Gajra as MD subject to shareholder approval.
• Date of appointment noted as 19 August 2026, pending AGM approval.

Auditors

• Statutory auditors: M/S V R S K & Associates.
• Internal auditor: Mr. Mukesh Sah.
• Secretarial auditor: Parul Agrawal & Associates for five years.

AGM Postponement

• Postponed the 34th AGM for FY 2025-26 to Sept 12, 2026 at 03:00 PM via video conference

Secretarial Auditor appointment

• Parul Agrawal & Associates appointed as Secretarial Auditor for 2026-27 to 2030-31, subject to AGM approval.

Managing Director appointment

• Hitesh Kishor Gajra appointed as Managing Director, effective 19 Aug 2026, liable to rotation, subject to AGM approval.