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9th September, 2026
To, To,
The Manager, The Manager,
Compliance Department, Corporate Service Department,
National Stock Exchange of India Limited BSE Limited
Exchange Plaza, Plot No. C/1, G Block, Phiroze Jeejeebhoy Towers,
Bandra-Kurla Complex, Bandra (East), Dalal Street, Mumbai - 400 001
Mumbai - 400 051.
Symbol : TBZ Script Code & ID: 534369
Dear Sir/Madam
Ref: Regulation 30 and Part A of Schedule III of the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015 (“Listing Regulations”)
Sub: Summary of Proceedings of the 19th Annual General Meeting
With reference to the above, please find enclosed the summary of proceedings of the 19th Annual General
Meeting of the Company held on Wednesday, 9th September, 2026 at 11:30 a.m. (IST) through Video
Conferencing / Other Audio Visual Means.
In terms of SEBI Master Circular No. HO/49/14/14(7)2025-CFD-POD2/I/3762/2026 dated 30th January,
2026 read with Regulation 30 of the Listing Regulations, the details / information required is also enclosed
herewith.
Kindly take the same on record.
Thanking You.
Yours faithfully,
For Tribhovandas Bhimji Zaveri Limited
Arpit Maheshwari
Company Secretary
ACS: 42396
Encl: as above
Proceedings of the 19th Annual General Meeting conducted
through Video Conferencing / Other Audio Visual Means
The 19th Annual General Meeting (“AGM”) of the Members of Tribhovandas Bhimji Zaveri Limited (“the
Company”) was held on Wednesday, 9th September, 2026 at 11.30 a.m. (IST) through Video Conferencing
(“VC”) / Other Audio Visual Means (“OAVM”) in compliance with the provisions of Regulation 30 and other
applicable provisions of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015
(“Listing Regulations”), read with the General Circulars issued by the Ministry of Corporate Affairs bearing
nos. 14/2020 dated 8th April, 2020, 17/2020 dated 13th April, 2020 and subsequent circulars issued in this
regard, the latest being 03/2025 dated 22nd September, 2025.
All the Directors, Chief Financial Officer, Company Secretary of the Company and the representatives of
the Statutory Auditors, Secretarial Auditors, Scrutinizers of the Company were present at the AGM.
Proceedings in Brief
Mr. Arpit Maheshwari, Company Secretary, welcomed the Members present at the AGM. The webcast
facility of the AGM was provided by KFin Technologies Limited, the Registrar & Share Transfer Agent of
the Company (“RTA”) through its website. It was stated that the proceedings of the AGM would be recorded
and made available on website of the Company.
Mr. Shrikant Zaveri, Chairman & Managing Director, chaired the Meeting conducted through VC/OAVM.
He welcomed the Members and informed that live streaming of the Meeting was being broadcast on RTA
website. He ascertained the presence of requisite quorum and called the Meeting to order.
The Company Secretary then informed that the Company has made the necessary arrangements in order
to enable the Members to participate & vote on the items to be considered at the AGM. He further informed
that the Statutory Registers required to be kept for inspection during the AGM were available on the RTA
website for inspection by the Members.
It was also informed by the Company Secretary that as previously disclosed, the promoters and members
of the promoter’s group of the Company have entered into a share purchase agreement with GRT
Jewellers, a renowned and established jewellery retail group based out of Chennai, for the sale of their
entire stake in the Company to GRT Jewellers. The transaction was subject to receipt of regulatory approval
and other conditions. GRT Jewellers has made an open offer to the shareholders of the Company as per
the Takeover Regulations. The Shareholders are requested to refer to the disclosures made by the
Company on 31st August, 2026 for further details in relation to the transaction. Future updates regarding
the transaction would be disclosed in due course in accordance with applicable requirements.
The Chairman then delivered his speech and briefed the Members about key developments and Company’s
performance during the FY 2025-26. Also, Mr. Mukesh Sharma, Chief Financial Officer (“CFO”) of the
Company appraised the Members on the Financial Performance of the Company.
It was then stated by the Company Secretary that the Notice of the AGM and Annual Report for financial
year 2025-26 were sent by e-mail to the Members whose e-mail addresses were registered with the
Company or the Depository Participants. A letter providing the web-link and QR Code, for accessing the
Annual Report has been sent through permitted mode. Further, the Annual Report is also available on the
website of the Company, Stock Exchanges and RTA. He further informed the Members that there were no
comments or qualifications in the Report of the Statutory Auditors and Secretarial Auditors for the financial
year 2025-26 and with the permission of the Members, the Directors' Report and the Financial Statements
and Auditor's Report thereon as read.
The -Members were briefed on the agenda items to be considered in the AGM and about the e-voting
process at the AGM. The following resolutions/ items as set out in the Notice convening the AGM have
been transacted:
Resolution Resolutions Type of
No. Resolutions
1. To receive, consider and adopt: Ordinary
i. the Audited Standalone Financial Statements of the Company for Resolution
the Financial Year ended 31st March, 2026 together with the
Reports of the Board of Directors and the Statutory Auditors
thereon; and
ii. the Audited Consolidated Financial Statements of the Company for
the Financial Year ended 31st March, 2026 together with the
Report of the Statutory Auditors thereon.
2. To declare dividend of Rs. 2.50/- per equity shares of Rs. 10/- each for Ordinary
the financial year ended 31st March, 2026. Resolution
3. To appoint a Director in place of Ms. Raashi Zaveri (DIN: 00713688), Ordinary
who retires by rotation and being eligible, offers herself for R e s o lu t i o n
re-appointment.
4. To approve the payment of Commission to Non - Executive Directors Ordinary
of Company. Resolution
It was then informed that the remote e-voting facility was provided by the Company from Sunday,
6th September, 2026 (9:00 a.m. IST) to Tuesday, 8th September, 2026 (5:00 p.m. IST). Further the e-voting
would be allowed to all those Members present at the AGM who have not cast their votes through remote
e-voting. The Members may click on e-voting tab to cast their votes. The e-voting was open during the AGM
and for 15 minutes after the conclusion of AGM.
The Company had appointed Mr. Pramod S. Shah (M. No. FCS 334) and failing him, Mr. Bharat
Girjashanker Sompura (M. No. FCS 10540) of M/s. Pramod S. Shah & Associates, Practicing Company
Secretaries, Mumbai as the Scrutinizer to scrutinize the e-voting process in a fair and transparent manner
and the results of the e-voting would be announced within two working days of conclusion of the AGM and
the same would be intimated to the Stock Exchanges and would also be uploaded on the websites of the
Company and RTA.
Thereafter, with the permission of the Chair, the Members who had registered themselves as Speakers
were invited to express their views. The CFO then replied to the queries raised by the Speaker
Shareholders. The CFO requested the Chairman to continue with further proceeding of the AGM.
The Chairman then thanked all the Members, Directors, Auditors and officials who had participated in the
virtual Meeting and concluded the Meeting.
Accordingly, the Meeting was concluded at 12:36 p.m.
Thanking You.
Yours faithfully,
For Tribhovandas Bhimji Zaveri Limited
Arpit Maheshwari
Company Secretary
ACS: 42396
Details as required in accordance with the Listing Regulations read with Master Circular No.
HO/49/14/14(7)2025-CFD-POD2/I/3762/2026 dated 30th January, 2026 are as below:
Date of the Meeting 9th September, 2026
Brief details of items The results of remote e-voting and e-voting
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