BSEAGM/EGM5d ago · 29 Sept 2026, 06:09 pm

Proceedings of the 30th Annual General Meeting

Bella Casa Fashion & Retail Ltd · 539399

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Bella Casa Fashion & Retail Ltd held its 30th Annual General Meeting on September 29, 2026, through video conferencing. The meeting was conducted in compliance with applicable provisions and circulars. The company secretary informed the members about the remote e-voting facility and the scrutiny of votes. The meeting proceeded with the resolutions set out in the notice, including the adoption of audited financial statements and the appointment of a director.

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Earnings Impact5/10
Growth Catalyst2/10
Governance Concern1/10
Regulatory Risk1/10
Balance Sheet Risk1/10
Liquidity Impact5/10
Market Sentiment5/10

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Bella Casa Fashion & Retail Ltd - 539399 - Shareholder Meeting / Postal Ballot-Outcome of AGM

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Ref- BCFRL/SE/2026-27/27 Date: September 29, 2026 Corporate Relationship Department, Listing Department, BSE Limited National Stock Exchange of India Limited Phiroze Jeejeebhoy Towers, Exchange Plaza, Bandra Kurla Complex, Dalal Street, Bandra (East), Mumbai – 400 051. Mumbai – 400 001 Scrip Code-539399 Symbol-BELLACASA Subject- Proceedings of the 30th Annual General Meeting of Bella Casa Fashion & Retail Limited Pursuant to Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 read with Schedule III Dear Sir/Ma’am, Pursuant to Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 read with Para 13 of Part A of Schedule III and any other applicable provisions, we hereby submit proceedings of 30th Annual General Meeting held on Tuesday, September 29, 2026 commenced at 01:00 P.M (IST) through Video Conferencing (‘VC’) / Other Audio-Visual Means (‘OAVM’). The details of consolidated voting results of both the ‘e-voting at the AGM’ and the ‘Remote e-voting’ by the shareholders on all the resolutions as set out in the Notice of the AGM will be intimated in the prescribed format under Regulation 44(3) of the SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015, within the prescribed time limits. The meeting was concluded at 01:30 PM (IST) (including time allowed for e-voting at the AGM). Kindly take this information on record. For and on behalf of Bella Casa Fashion & Retail Limited Sonika Gupta Company Secretary & Compliance Officer Membership No. A38676 Summary of Proceedings of 30th Annual General Meeting of Bella Casa Fashion & Retail Limited The 30th Annual General Meeting (AGM) of the members of Bella Casa Fashion & Retail Limited ('the Company') held on Tuesday, September 29, 2026 commenced at 01.00 PM (IST) through Video Conferencing (VC) / Other Audio-Visual Means (OAVM). The meeting was held in compliance with the applicable provisions of the Companies Act, 2013 and Rules framed thereunder and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and circulars issued by the Ministry of Corporate without the physical presence of the Members at a common venue. Mr. Harish Kumar Gupta, Chairman, commenced the meeting by welcoming all shareholders, directors, auditors, scrutinizers and other invitees who have joined the meeting and informed them that the annual general meeting is being held through video conference / other audio-visual means in accordance with the circulars issued by the Ministry of Corporate Affairs and SEBI. The Chairman, having ascertained that the requisite quorum was present, called the meeting to order. The Company Secretary, Mrs. Sonika Gupta, informed the members that the notice convening the 30th Annual General Meeting and Annual Report has been circulated to all the members electronically, whose email address is registered with the Company or the Depository Participants. She informed that a Letter providing the QR Code and the web-link, giving the exact path of the Notice of AGM and Integrated Annual Report 2025-26, was sent to those members who have not registered their email addresses. She further informed that with the permission of members, the same was taken as read. It was also informed that the Statutory Auditors' Report for the financial year 2025-26 does not contain any qualification and the same shall be taken as read, and with regard to observations raised by Secretarial Auditors in their Report, suitable response and corrective measures have been provided in the board’s report and taken as read with the permission of the chair. The Company Secretary informed that the Register of Directors/KMP and their shareholding and the Register of Contracts with Related parties and Contracts and Bodies etc. in which Directors are interested, have been made available for inspection electronically by the members during the AGM on the website of the Company at the investor section. Mr. Harish Kumar Gupta, Chairman, then proceeded with his speech & highlighted on the key developments and financial performance of the company for the financial year 2025-26. Mrs. Sonika Gupta, Company Secretary of the Company informed that the Company had provided remote e-voting facility to members to cast votes on all resolutions set forth in the Notice of 30th AGM and that the remote e-voting commenced on Saturday, September 26, 2026 at 09:00 A.M. (IST) and ends on Monday, September 28, 2026 at 5:00 P.M (IST). She further informed that members who had not cast their votes through remote e-voting and who participated in this meeting may cast their votes through the e-voting system provided by Central Depository Services (India) Limited. She further informed that Mr. Manish Sancheti, Practicing Company Secretary has been appointed as the Scrutinizer for scrutiny of the votes cast through the remote e-voting platform and e-voting during the AGM. Further with the permission of the Chairman meeting proceeded with the following resolutions, set out at Sr. No. 1 to 4 in the Notice of 30th AGM. The following items of business, as per the Notice of the 30th AGM, were transacted at the Meeting. Resolution Item Resolution(s) Type Ordinary Business 1. TO RECEIVE, CONSIDER, AND ADOPT THE AUDITED FINANCIAL Ordinary STATEMENTS OF THE COMPANY FOR THE FINANCIAL YEAR ENDED MARCH 31, 2026 TOGETHER WITH REPORT OF THE BOARD OF DIRECTORS AND AUDITORS THEREON. 2. TO APPOINT A DIRECTOR IN PLACE OF MR. GAURAV GUPTA (DIN: Ordinary 07106587), DIRECTOR, LIABLE TO RETIRE BY ROTATION IN TERMS OF SECTION 152 (6) OF THE COMPANIES ACT, 2013 AND BEING ELIGIBLE OFFERS, HIMSELF FOR REAPPOINTMENT. SPECIAL BUSINESS 3. APPROVAL OF THE REMUNERATION OF MR. PAWAN KUMAR GUPTA Special (DIN: 01543446), MANAGING DIRECTOR OF THE COMPANY 4. APPROVAL OF THE REMUNERATION OF MR. HARISH KUMAR GUPTA Special (DIN: 01323944), CHAIRMAN & WHOLE-TIME DIRECTOR OF THE COMPANY Thereafter the registered shareholders who had enrolled as speakers were invited to ask questions relevant to items of business put to vote. There were five shareholders registered themselves as speakers for the 30th AGM but they have not joined/connected for the meeting. Thereafter, Members present at the AGM were given an opportunity to express their views and seek information about the Company. Post the Q&A session Company Secretary informed that the voting for the members attending the AGM, who could not cast their vote by remote e-voting, was opened and remained open for 15 minutes after the conclusion of the Meeting. It was also informed that the results of voting shall be declared within two working days of the conclusion of the Meeting. It was informed that the results shall be disseminated on the website of the company, and stock exchanges where the Company’s shares are listed, namely BSE Limited at www.bseindia.com and National Stock Exchange of India Ltd. at www.nseindia.com. The same shall also be made available on the Company’s website at www.bellacasa.in as well as on the e-voting website of Central Depository Services (India) Limited (“CDSL”) at www.evotingindia.com. The resolutions shall be deemed to be passed in this AGM, subject to the receipt of the requisite votes. The meeting was declared as closed after thanks to the members who attended the meeting. The Annual General Meeting commenced at 01.00 P.M. and concluded at 01:15 P.M. and the E-voting window was closed at 01:30 P.M. For and on behalf of Bella Casa Fashion & Retail Limited Sonika Gupta Company Secretary & Compliance Officer Membership No. A38676