BSECompany Update24 Aug 2026 · 24 Aug 2026, 06:42 pm
Outcome of Resolutions Passed by Circulation dated 24.08.2026
Recode Studios Ltd · 544755
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Recode Studios Ltd has announced the appointment of two independent directors, Ms. Shailja and Ms. Palak Chugh, and the reconstitution of three committees: Audit Committee, Nomination and Remuneration Committee, and Stakeholders’ Relationship Committee. The appointments are subject to approval by the company’s members at the ensuing general meeting.
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Governance Concern2/10
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Recode Studios Ltd - 544755 - Outcome Of Resolutions Passed Through Circulation By The Board Of Directors Of The Company On 24Th August, 2026
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Date: 24.08.2026
BSE Limited
Department of Corporate Services
25th Floor, PJ Towers, Dalal Street, Mumbai, 400001
SCRIP CODE: 544755 SYMBOL: RECODE ISIN: INE2B6701015
Subject: Outcome of Board Resolutions passed through circulation by the board of
directors of the company on 24th August, 2026 (Regulation 30 of SEBI (Listing Obligations
and Disclosure Requirements) Regulations 2015)
Respected Sir/Madam,
Pursuant to the applicable provisions of the Companies Act, 2013 and Regulation 30 of the SEBI
(Listing Obligations and Disclosure Requirements) Regulations, 2015, we wish to inform you
that the Board of Directors of the Company, by way of resolutions passed by circulation on 24th
August, 2026, has considered and approved the following matters:
1. Appointment of Ms. Shailja (DIN: 11875143) as Additional Director (Independent)
The Board approved the appointment of Ms. Shailja (DIN: 11875143) as an Additional
Director (Independent) of the Company with effect from 24th August, 2026, subject to the
approval of the members of the Company at the ensuing General Meeting. Ms. Shailja is not
related to any Director of the Company and satisfies the criteria of independence prescribed
under the Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015. Brief Profile of Ms. Shailja is enclosed herewith.
The information in regard to the abovementioned change in the Board composition in terms of
Regulation 30 read with Schedule III of the Listing Regulations (as applicable) and SEBI Circular
No. HO/49/14/14(7)2025-CFD-POD2/I/3762/2026 dated January 30, 2026 is enclosed as
Annexure- A.
2. Appointment of Ms. Palak Chugh (DIN: 11875363) as Additional Director (Independent)
The Board approved the appointment of Ms. Palak Chugh (DIN: 11875363) as an Additional
Director (Independent) of the Company with effect from 24th August, 2026, subject to the
approval of the members of the Company at the ensuing General Meeting. Ms. Palak Chugh is
not related to any Director of the Company and satisfies the criteria of independence prescribed
under the Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015. Brief Profile of Ms. Palak Chugh is enclosed herewith.
The information in regard to the abovementioned change in the Board composition in terms of
Regulation 30 read with Schedule III of the Listing Regulations (as applicable) and SEBI Circular
No. HO/49/14/14(7)2025-CFD-POD2/I/3762/2026 dated January 30, 2026 is enclosed as
Annexure- A.
3. Reconstitution of Audit Committee
The Board approved the reconstitution of the Audit Committee with effect from 24th August,
2026, as follows:
Name of Director Designation Position
Ms. Shailja Chairperson Independent Director
Ms. Palak Chugh Member Independent Director
Mr. Dheeraj Bansal Member Managing Director
4. Reconstitution of Nomination and Remuneration Committee
The Board approved the reconstitution of the Nomination and Remuneration Committee with
effect from 24th August, 2026, as follows:
Name of Director Designation Position
Ms. Palak Chugh Chairperson Independent Director
Ms. Shailja Member Independent Director
Ms. Shalini Trehan Member Non-Executive Director
5. Reconstitution of Stakeholders’ Relationship Committee
The Board approved the reconstitution of the Stakeholders’ Relationship Committee with effect
from 24th August, 2026, as follows:
Name of Director Designation Position
Ms. Shalini Trehan Chairperson Non-Executive Director
Ms. Shailja Member Independent Director
Ms. Palak Chugh Member Independent Director
Kindly acknowledge and take the same on records.
Thanking You,
For RECODE STUDIOS LIMITED
(Dheeraj Bansal)
Managing Director
DIN: 09205916
Annexure- A
Information in terms of Regulation 30 read with Schedule III of the Listing Regulations
(as applicable) and SEBI Circular No. HO/49/14/14(7)2025-CFD-POD2/I/3762/2026
dated January 30, 2026
1. Ms. Shailja (DIN: 11875143)
Details of the Events that need to Information of such event(s)
be provided
Name Ms. Shailja
Reason for change viz. Appointment of Ms. Shailja as an Independent Director
appointment, re- appointment, (Additional Director) of the Company with effect from
resignation, removal, death or 24th August, 2026
otherwise;
Date of appointment/re- With effect from 24th August, 2026
appointment/cessation (as
applicable) & term of
appointment/re-appointment;
Brief profile (in case of Ms. Shailja possesses expertise in corporate secretarial
appointment) practices, securities laws, SEBI regulations, stock
exchange compliances and listing-related matters. She
has experience in handling corporate governance
requirements, periodic disclosures, listing
compliances and other regulatory requirements
applicable to listed entities. Her expertise in IPO and
listing-related matters, secretarial compliances and
securities laws will contribute to strengthening the
Company's corporate governance and regulatory
compliance framework.
Disclosure of relationships She is not having any inter se relationship with the
between directors (in case of other Directors/KMPs of the Company.
appointment of a director)
Whether Director is restrained No. Ms. Shailja is not restrained from acting as a
from acting as director by virtue Director by virtue of any SEBI order or any other such
of any SEBI Order or any other authority.
such authority
2. Ms. Palak Chugh (DIN: 11875363)
Details of the Events that need to Information of such event(s)
be provided
Name Ms. Palak Chugh
Reason for change viz. Appointment of Ms. Palak Chugh as an Independent
appointment, re- appointment, Director (Additional Director) of the Company with
resignation, removal, death or effect from 24th August, 2026
otherwise;
Date of appointment/re- With effect from 24th August, 2026
appointment/cessation (as
applicable) & term of
appointment/re-appointment;
Brief profile (in case of Ms. Palak Chugh possesses expertise in the Companies
appointment) Act, 2013, corporate law, corporate governance and
regulatory compliances, with particular knowledge
and experience in banking and financial matters. Her
experience includes handling matters relating to
statutory corporate compliances, regulatory
requirements, banking operations and related
corporate and financial matters. Her expertise in the
Companies Act and banking sector will provide
valuable guidance to the Board and contribute to
strengthening the Company's corporate governance
and regulatory compliance framework.
Disclosure of relationships She is not having any inter se relationship with the
between directors (in case of other Directors/KMPs of the Company.
appointment of a director)
Whether Director is restrained No. Ms. Palak Chugh is not restrained from acting as a
from acting as director by virtue Director by virtue of any SEBI order or any other such
of any SEBI Order or any other authority.
such authority
BOARD PROFILE · INDEPENDENT DIRECTOR
SHAILJA
Company Secretary | Corporate Law, Companies Act & Listing Compliance Expert
Companies Act SEBI LODR Corporate Governance
DIN ID REGISTRATION NO. PROFESSION
11875143 IDDB-DI-202608-099084 Company Secretary
PROFILE SUMMARY
Shailja is a qualified Company Secretary with sound expertise in corporate law, the Companies Act,
2013, and stock exchange listing compliances. She brings a compliance-driven, governance-first
approach to board-level engagement, with practical experience in corporate secretarial functions,
statutory and regulatory filings, and board and shareholder support. She is registered as an
Independent Director with the Indian Institute of Corporate Affairs (IICA) Independent Directors'
Databank and is well placed to contribute to board committees requiring regulatory, governance, and
compliance oversight.
CURRENT ENGAGEMENT
Company Secretary — Bhawani Industries Private Limited
Since 01.07.2024 | Responsible for secretarial compliance, statutory filings and governance support
CORE AREAS OF EXPERTISE
Companies Act, 2013 SEBI L
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