BSECompany Update17h ago · 25 Sept 2026, 06:13 pm

The Company has in its AGM held on 25th September, 2026 has approved Amendment in Articles of Association of the Company.

Hilltone Software and Gases Ltd · 544308

✦ AI SummaryAuditor Change

Hilltone Software and Gases Ltd has approved the adoption of a new set of Articles of Association at its 33rd Annual General Meeting, with changes including the addition of clauses related to the appointment and powers of Managing Directors.

Analysis Scores

Earnings Impact2/10
Growth Catalyst2/10
Governance Concern3/10
Regulatory Risk2/10
Balance Sheet Risk2/10
Liquidity Impact5/10
Market Sentiment5/10

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Hilltone Software and Gases Ltd - 544308 - Announcement under Regulation 30 (LODR)-Amendments to Memorandum & Articles of Association

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Date: 25/09/2026 General Manager BSE Limited, P.J. Tower, Dalal Street, Fort, Mumbai 400 001 Dear Sir/Madam, Sub: Disclosure under Regulation 30 of SEBI (LODR) Regulations, 2015 Adoption of New set of Article of Association (“AOA”) of the Company Scrip Code: 544308 Dear Sir, In Compliance with Regulation 30 of the SEBI (LODR) Regulations, 2015, we hereby inform you that the shareholders of the Company at its 33rd Annual General Meeting held today i.e. 25th September, 2026, has approved the adoption of New set of Article of Association (“AOA”) of the Company. Disclosure as required under Regulation 30 of the SEBI (LODR) Regulations, 2015 is enclosed herewith as Annexure A. The details required under Regulation 30 read with Part A of Schedule III of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 read with SEBI Circular No. CIR/CFD/CMD/4/2015 dated September 09, 2015 is given in the enclosed Annexure-I. The meeting of commenced at 03.18 p.m. and concluded at 03:33 p.m. You are requested to take the same on your records Thanking you, Yours faithfully For Hilltone Software and Gases Limited HINISHA PATEL COMPANY SECRETARY AND COMPLIANCE OFFICER Mem- A59842 Annexure I The details required under Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 pertaining to adoption of new set of Article of Association (“AOA”) of the Company. Sr. Change in AOA 1. Addition of following Clauses after Clause 91 92. Number of Managing Directors Subject to the provisions of the Companies Act, the Company may from time to time to appoint one or more Managing Directors, Joint Managing Director, or Co- Managing Director of the Company. The Board may determine their term of office, remuneration, duties, and conditions of service, subject to any required approvals of the shareholders in a General Meeting. 93. Division of Management Powers Every Managing Director, Joint Managing Director, or Co-Managing Director so appointed shall be exercised with substantial powers of management over the affairs of the Company. Where more than one Managing Director is appointed, the Board may, at its absolute discretion, allocate, divide, or segregate specific business operations, geographic territories, or functional portfolios between them. Such division of power shall be recorded through a Board Resolution or separate employment agreements. 94. Exercise of Authority Unless the Board decides otherwise or outlines specific restrictions in their terms of appointment, every Managing Director, Joint Managing Director, or Co-Managing Director shall have the power to act individually and bind the Company within their designated portfolio. For matters falling outside their individual portfolios, or for material corporate transactions (such as major capital expenditure, borrowing, or asset disposal), the joint approval or signature of at least two Managing Directors, or the prior sanction of the Board, shall be required. 95. Vacation of Office Every Managing Director, Joint Managing Director, or Co-Managing Director shall automatically and immediately vacate office if they cease to hold the office of Director for any reason, or if the Board resolves to terminate their contract of employment as Managing Director