BSEBoard Meeting6d ago · 27 Oct 2026, 09:20 pm

We are hereby submitting Outcome of Board Meeting held on 27th October, 2026

Tilak Ventures Ltd · 503663

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Tilak Ventures Ltd has approved a Scheme of Arrangement between Tilak Ventures Limited and Tilak Jewels Limited, involving the demerger of Commodities Trading Activities into Tilak Jewels Limited.

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Growth Catalyst6/10
Governance Concern2/10
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Balance Sheet Risk4/10
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Market Sentiment5/10

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Tilak Ventures Ltd - 503663 - Board Meeting Outcome for Outcome Of Board Meeting Held On 27Th October, 2026

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Date: October 27, 2026 The Department of Corporate Services BSE Limited, Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai- 400 001 Security Code: 503663 Scrip ID: TILAK Subject: Announcement under Regulation 30 of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulation, 2015 – Scheme of Arrangement between Tilak Ventures Limited (Demerged Company) and Tilak Jewels Limited (Resulting Company) and their respective shareholders and creditors Dear Sir/Madam, Pursuant to Regulation 30 read with Schedule-III of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulation, 2015 (“Listing Regulations”), we hereby notify the Stock Exchange that the Board of Directors of the Company in their meeting held on 27 October, 2026, has considered and approved a Scheme of Arrangement between Tilak Ventures Limited (Demerged Company) and Tilak Jewels Limited (Resulting Company) and their respective shareholders and creditors, in terms of the provisions of sections 230 to 232 read with section 66 and other applicable provisions, if any, of the Companies Act, 2013. The Meeting of the Board of Directors of the Company commenced at 5.00 P.M. and concluded at 7.10 P.M. The detailed disclosure as required under Regulation 30 of the Listing Regulations read with SEBI Circular No SEBI/HO/CFD/PoD2/CIR/P/0155 dated 11th November 2024, regarding the details which a listed entity needs to disclose for the events that are deemed to be material as specified in Para-A of Part- A of Schedule-III of the Listing Regulations, is enclosed herewith and marked as Annexure-A. The above information’s are also available on the website of the Company, i.e., www.tilakfinance.wordpress.com and at the website of Stock Exchange at www.bseindia.com. You are requested to take the same on your record. Thanking you, Yours faithfully, For Tilak Ventures Limited Mrs. Pratiksha Modi Company Secretary & Compliance Officer Annexure-A Detailed disclosure as required under Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulation, 2015 read with SEBI Circular No SEBI/HO/CFD/PoD2/CIR/P/0155 dated 11th November 2024: S. No Particulars Details of Information 1 Brief details of the division(s) to be The Scheme of Arrangement (“Scheme”) demerged proposes to demerge Commodities (Trading) Activities of Tilak Ventures Limited (“Demerged Company”) with and into Tilak Jewels Limited (“Resulting Company”) on a going concern basis. 2 Turnover of the demerged division and as Turnover of Commodities (Trading) percentage to the total turnover of the listed Activities i.e., demerged division of the entity in the immediately preceding financial Demerged Company for the financial year year/ based on financials of the last financial ended 31st July 2026 is Rs. Nil. The above year turnover represents Nil % (approx.) of the total revenue of the Demerged Company for the aforesaid period. 3 Rationale for demerger. In line with the current global industry practice to achieve size, scalability, integration, greater financial strength and flexibility thereby maximizing shareholder value and to achieve higher long-term financial returns, the management of the Companies proposes to demerge the Commodities Trading Business division of the Demerged Company into the Resulting Company on a going concern basis. Accordingly, the Scheme outlines a strategic reorganization by separating the Commodities Trading division of the Demerged Company, so as to ensure unlocking the shareholder’s value through a more focused business approach and enhanced operational efficiency. The Resulting Company will issue and allot its equity shares to the Eligible Shareholders of the Demerged Company as per the Share Entitlement Ratio in the same proportion in which they hold equity shares in the Demerged Company i.e., a mirror image of the shareholding structure will be created in both the Companies subject to consolidation of fractions which may arise in terms of clause 16 of this Scheme. Thus, the rights and interests of the shareholders of the Demerged Company are safeguarded. 4 Brief details of change in shareholding Change in Shareholding Pattern of the pattern (if any) of all entities. Demerged Company: Pursuant to the Scheme, there will be no change in the shareholding pattern of the Demerged Company. Change in Shareholding Pattern of the Resulting Company: As per the Scheme, simultaneous with the issue and allotment of equity shares by the Resulting Company to the equity shareholders of the Demerged Company, the entire pre scheme issued, subscribed and paid-up equity share capital of the Resulting Company as held by the Demerged Company along with its nominees will stand cancelled, extinguished and annulled by operation of law, without any further act, instrument or deed or payment of any consideration. Pursuant to the Scheme, a mirror image of the shareholding structure will be created in both the Companies. 5 In case of cash consideration – amount or There is no cash consideration involved in the otherwise share exchange ratio. Scheme. Upon this Scheme becoming effective and in consideration for transfer and vesting of the Commodities (Trading) Activities of the Demerged Company with and into the Resulting Company, the Resulting Company shall, after giving effect to cancellation of investment held by the Demerged Company in the equity share capital of the Resulting Company, without any further application, act or deed, issue and allot its equity shares, credited as fully paid-up, to the equity shareholders of the Demerged Company, in the following manner: “For every 7 (seven) equity shares of face value of Re. 1/- each fully paid-up held in the Demerged Company, 3 (Three) equity share of face value of Re. 1/- each credited as fully paid-up of the Resulting Company i.e., in the ratio of 7 : 3” 6 Whether listing would be sought for the Yes, upon the Scheme becoming effective, the resulting entity Resulting Company will apply for listing of its equity shares on BSE Limited in accordance with the provisions of applicable laws.