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Aqylon Nexus Limited — Proxy Solicitation & Information Statement 2026
Jan 12, 2026
63495_rns_2026-01-12_46d7a298-9574-426c-8c40-2aecdf4d3526.pdf
Proxy Solicitation & Information Statement
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Date: 12[th] January 2026
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To, To,
Manager– CRD The Manager – Listing
BSE Limited National Stock Exchange of India Limited
Phiroze Jeejeebhoy Towers, Exchange Plaza, Bandra Kurla Complex,
Dalal Street, Fort, Mumbai - 400 001. Bandra (East), Mumbai - 400 051.
Scrip Code: 530943 SYMBOL: SABTNL
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Dear Sir/Madam,
Subject: Submission of Postal Ballot Notice of the Company
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The Board of Directors at their meeting concluded on Tuesday, January 06, 2026 had inter-alia approved the Postal Ballot Notice for seeking approval of Members of the Company on Resolutions as set out in the said Postal Ballot Notice.
Please find enclosed herewith the Notice of Postal Ballot with the Explanatory Statement, which is also being sent through electronic mode to the Members of the Company whose names appear on the Register of Members/List of Beneficial Owners as on Friday, January 09, 2026.
The above notice is also being uploaded on the Company website www.adhikaribrothers.com
Kindly take the same on your records and acknowledge the receipt.
Thanking you,
For Sri Adhikari Brothers Television Network Limited SRIVATSAV Digitally signed by SRIVATSAVA SUNKARA A SUNKARA Date: 2026.01.12 13:17:12 +05'30' Srivatsava Sunkara Managing Director DIN: 01725431
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NOTICE OF POSTAL BALLOT
[Pursuant to Section 110 of the Companies Act, 2013 read with the Companies (Management and Administration) Rules, 2014, each as amended]
| VOTING STARTS ON | VOTING ENDS ON |
|---|---|
| Wednesday, January14, 2026, at 9:00 a.m. | Thursday, February12, 2026, at 5:00p.m. |
Dear Members,
NOTICE is hereby given according to Section 110 read with Section 108 and other applicable provisions if any, of the Companies Act, 2013, (‘ Act ’) (including any statutory modification or re-enactment thereof for the time being in force), read with Rule 20 and 22 of the Companies (Management and Administration) Rules, 2014, (‘ Rules ’), Regulation 44 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘ SEBI Listing Regulations ’), Secretarial Standard on General Meetings issued by The Institute of Company Secretaries of India ( SS-2 ), each as amended, and as per the requirements prescribed by the Ministry of Corporate Affairs (‘ MCA ’) for holding general meetings/ conducting postal ballot process through e-voting vide General Circular Nos. 14/2020 dated April 8, 2020, 17/2020 dated April 13, 2020, 22/2020 dated June 15, 2020, 33/2020 dated September 28, 2020, 39/2020 dated December 31, 2020, 10/2021 dated June 23, 2021, 20/2021 dated December 8, 2021, 3/2022 dated May 5, 2022, 11/2022 dated December 28, 2022, 09/2023 dated September 25, 2023, and 09/2024 dated September 19, 2024 (collectively the ‘ MCA Circulars ’), to transact the special business as set out hereunder by passing Ordinary and Special Resolutions by way of postal ballot only, by voting through electronic means (‘ remote e-voting ’).
Under Section 102 and Section 110 and other applicable provisions of the Act, the statement pertaining to the said Resolutions setting out the material facts and the reasons/ rationale thereof ( ‘Statement’ ) is annexed to this Postal Ballot Notice (‘ Notice ’) for your consideration and forms part of this Notice.
In compliance with the MCA Circulars, Sri Adhikari Brothers Television Network Limited (‘ Company/SABTNL ’) is sending this Notice ONLY in electronic form to those Members whose email addresses are registered with the Company/Registrar and Transfer Agent (‘ RTA ’)/Depositories. Accordingly, a physical copy of the Notice along with the Postal Ballot Form and pre-paid business reply envelope is not being sent to the Members for this Postal Ballot. The communication of the assent or dissent of the Members would only take place through the remote e-voting system. The detailed procedure for remote e-voting forms part of the ‘Notes’ section of this Notice.
In compliance with Regulation 44 of the SEBI Listing Regulations and pursuant to the provisions of Section 108 and Section 110 of the Act read with the Rules, the MCA Circulars, and SS-2, the Company is providing remote e-Voting facility to its Members, to enable them to cast their votes electronically instead of submitting the Postal Ballot Form physically. The Company has engaged the services of National Securities Depository Limited (‘ NSDL ’) for the purpose of providing a remote e-voting facility to its members. The instructions for remote e-voting are appended to this Notice. The Notice is also available on the website of the Company www.adhikaribrothers.com.
Members desiring to exercise their vote through the remote e-voting process are requested to carefully read the instructions indicated in this Notice and record their assent (FOR) or dissent (AGAINST) by following the procedure as stated in the ‘Notes’ section of this Notice for the casting of votes by remote e-voting not later
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than 5:00 p.m. (IST) on Thursday, February 12, 2026 . The remote e-voting facility will be disabled by NSDL immediately thereafter.
Special Business:
1. To consider the proposal for sub-division/split of the equity shares of the company from the Face Value of Rs.10/- per share to Re. 1/- per share:
To consider and if thought fit, to pass the following resolution as an Ordinary Resolution :
“RESOLVED THAT pursuant to the provisions of Section 61(1)(d) and other applicable provisions, if any, of the Companies Act, 2013 (“the Act”) and Rules framed thereunder (including any statutory modifications or reenactment(s) thereof, for the time being in force), read with the applicable provisions of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended, and other applicable laws, rules and regulations for the time being in force, if any, prescribed by any relevant authorities from time to time, to the extent applicable, and subject to the provisions of Memorandum and Articles of Association of the Company and subject to the approvals, consents, permissions and sanctions, if any, required from any competent authority, and as approved by the Board of Directors of the Company, consent of the members be and is hereby accorded for sub dividing the Equity Shares of the Company, such that Equity Share having nominal value of Rs.10/(Rupees Ten Only) be sub-divided into 10 (Ten) Equity Shares having nominal value of Re. 1/- (Rupee One Only) each fully paid-up.
RESOLVED FURTHER THAT pursuant to the Sub-division of Equity Shares of the Company, all the Authorized, Issued, Subscribed and Paid-up Equity Shares of nominal value of Rs. 10/- (Rupees Ten Only) each existing on the record date to be fixed by the Board of Directors of the Company (which shall include any Committee thereof), shall stand sub-divided into 10 (Ten) Equity Shares of nominal value of Re. 1/- (One Rupee) each fully paid up. The details are as given below:
Authorized Share Capital of the Company:
Pre-Sub-Division Post Sub-Division Rs. 111,00,00,000/- (Rupees One Hundred Rs. 111,00,00,000/- (Rupees One Hundred Eleven Crores only) divided into 11,10,00,000 Eleven Crores only) divided into 111,00,00,000 (Eleven Crores Ten Lakhs) Equity Shares (One Hundred Eleven Crores) Equity Shares having a face value of Rs. 10/- (Rupees Ten having a face value of Re. 1/- (Rupee One Only) Only) each. each.
Paid-up and Subscribed Share Capital:
Pre-Sub-Division Post Sub-Division Rs. 25,37,30,560/(Rupees Twenty-Five Rs. 25,37,30,560/- (Rupees Twenty-Five Crores Crores Thirty-Seven Lakhs Thirty Thousand Thirty-Seven Lakhs Thirty Thousand Five Five Hundred Sixty only) divided into Hundred Sixty only) divided into 25,37,30,560 2,53,73,056 (Two Crores Fifty-Three Lakhs (Twenty-Five Crores Thirty-Seven Lakhs Thirty Seventy-Three Thousand Fifty-Six) Equity Thousand Five Hundred Sixty) Equity Shares Shares having a face value of Rs.10/- (Rupees having a face value of Re. 1/- (Rupee One Only) Ten Only) each. each.
RESOLVED FURTHER THAT upon sub-division of the Equity Shares as aforesaid, 10 (Ten) Equity Shares of the face value of Re. 1/- each to be allotted in lieu of existing 1 (One) Equity Share of Rs. 10/each subject to the terms of the Memorandum and Articles of Association of the Company and shall
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rank pari passu in all respects with the existing fully paid-up Equity Shares of Rs. 10/- each of the Company and shall be entitled to participate in full after the Sub-divided Equity Shares are allotted.
RESOLVED FURTHER THAT upon sub-division of Equity Shares as aforesaid, the existing share certificates of the Equity Shares of the face value of Rs. 10/- (Rupees Ten Only) each in the physical form shall be deemed to have been automatically cancelled and be of no effect from the Record date, and no letter of allotment shall be issued to the allottees of the new Equity Shares of Re. 1/- (Rupee One only) each on sub-division and the Company without requiring the surrender of the old/existing share certificate(s), directly issue and dispatch the new share certificates of the Company, in lieu of such old/existing share certificates within the period prescribed or that may be prescribed in this behalf, from time to time and in the case of shares held in dematerialized form, the number of subdivided Equity Shares be credited to the respective beneficiary accounts of the shareholders with the Depository Participants, in lieu of the existing credits representing the Equity Shares before subdivision .
RESOLVED FURTHER THAT subject to the approval of the shareholders’ of the Company by way of postal ballot, any of the Directors or Key Managerial Personnel (KMP) of the Company be and are hereby severally authorized to do all such acts, deeds, matters and things as may be deemed necessary, desirable or expedient for the purpose of giving effect to the foregoing resolution, including the filing, signing, verification and execution of all such forms (including e-forms), papers or documents as may be required, and to take all such steps as may be necessary or incidental thereto.”
2. To approval for Alteration of Capital Clause of the Memorandum of Association of the Company.
To consider, and if thought fit, to pass, the following resolution as an Ordinary Resolution :
“ RESOLVED THAT , pursuant to the provisions of Sections 13, 61 and other applicable provisions, if any, of the Companies Act, 2013 read with relevant Rules made thereunder (including any statutory modifications or re -enactments thereof for the time being in force), applicable provisions of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, and in accordance with the Articles of Association of the Company and subject to receipt of such other approvals, consents, and permissions as may be required from concerned Statutory/Regulatory Authority(ies), and on the recommendation of the Board of Directors of the Company (hereinafter referred to as “the Board”, which expression shall include any Committee thereof), the approval of the Members be and is hereby accorded to delete the existing Clause V of the Memorandum of Association of the Company in its entirety and substitute the same with the following new Clause V:
V. The Authorised Share Capital of the Company is INR 111,00,00,000 (Indian Rupees One Hundred And Eleven Crores only) comprising of INR 108,60,00,000/- (Indian Rupees One Hundred Eight Crores Sixty Lakhs only) divided into 108,60,00,000 Equity Shares of INR 1/‐ each and INR ‐ 2,40,00,000/ (Indian Rupees Two Crores Forty Lacs only) divided into 2,40,00,000 Redeemable ‐ Preference Shares of INR 1/ each with power to increase or reduce the capital of the Company and to divide the shares in the capital for the time being into several classes and to attach thereto respectively such preferential, deferred, qualified, or special rights, privileges, or conditions as may be determined by or in accordance with the Articles of Association of the Company and to vary, modify, or abrogate any such rights, privileges, or conditions in such manner as may be permitted by the Companies Act, 2013 or provided by the Articles of Association of the Company.
RESOLVED FURTHER THAT , any of the Directors or the Company Secretary be and is hereby authorized to do all such acts, deeds, matters and things, and give such directions as it may in its absolute discretion deem necessary, proper, or desirable to resolve any question or difficulty that may
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arise in connection with the alteration of the Memorandum of Association and to carry out all such acts, deeds, and things as may be necessary to give effect to this resolution, including but not limited to the filing of necessary forms with the Registrar of Companies, Stock Exchanges, Depositories and other authorities, without requiring any further consent or approval of the Members of the Company.”
3. To proposal for acceptance of loans from the Promoter, including the option to convert such loans into equity shares of the Company.
To consider, and if thought fit, to pass, the following resolution as a Special Resolution :
"RESOLVED THAT pursuant to the provisions of Section 62(3), 179, 49 and other applicable provisions, if any, of the Companies Act, 2013 (including any statutory modifications thereof) and any applicable rules and regulations made thereunder, and subject to approval required as per as per the law applicable on the company, the consent of the members of the Company be and is hereby accorded by way of special resolution, to the Board of Directors of the Company ("Board") for borrowing monies from time to time, as per the requirement of the Company, up to an aggregate amount of . 100,00,00,000/- (Rupees One Hundred Crores only) from the Promoter of the Company, Mr. Kurjibhai Premjibhai Rupareliya, on such terms and conditions as the Board may deem fit by way of unsecured loans carrying an option to convert such loans, in whole or in part, into equity shares of the Company.
RESOLVED FURTHER THAT the Company shall enter into specific Loan Agreements with the lender, being the Promoter, setting out the detailed terms and conditions of the loans, including the terms governing the conversion of such loans, in whole or in part, into equity shares of the Company.
RESOLVED FURTHER THAT subject to the approval of the shareholders of the Company by way of postal ballot, the Board (including any Committee duly constituted by the Board of Directors or any authority as approved by the Board of Directors) be and is hereby authorized to do all such acts, deeds and things and to sign and execute all such deeds, documents and instruments as may be necessary, expedient and incidental thereto to give effect to this resolution.”
4. To consider and approve borrowing powers of the company:
To consider, and if thought fit, to pass, the following resolution as a Special Resolution :
“RESOLVED THAT pursuant to the provisions of Section 180(1)(C) and other applicable provisions, if any, of the Companies Act, 2013 read with the rules framed thereunder (including any statutory modifications or re-enactments thereof), and the relevant regulations/directions as may be prescribed by the National Housing Bank and Reserve Bank of India from time to time (including any amendment(s), modification(s) thereof) and the Memorandum of Association and Articles of Association of the Company, consent of the Board of Directors of the Company be and is hereby accorded and subject to the approval of members to the Board, to borrow from time to time any sum(s) of monies (exclusive of interest) on such terms and conditions as the Board of Directors of Directors may determine, from anyone or more of the Company’s bankers and/or from anyone or more other banks, persons, firms, companies/bodies corporate, financial institutions, institutional investor(s), mutual funds, insurance companies, pension funds and or any entity/entities or authority/authorities, whether in India or abroad, and whether by way of cash credit, advance or deposits, loans or bill discounting, issue of debentures, commercial papers, long/short term loans, suppliers’ credit securities instruments such as floating rate notes, fixed rate notes, syndicated loans, commercial borrowing from the private sector window of multilateral financial institutions, either in rupees and/or in such other foreign currencies as may be permitted by law from time to time, and/or any other instruments/securities or otherwise and whether unsecured or secured by mortgage, charge, hypothecation or lien or pledge of the Company’s assets, licenses and properties, whether
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immovable or movable and all or any of the undertaking of the Company, provided that the moneys to be borrowed together with the moneys already borrowed by the Company [apart from temporary loans obtained from the Company’s bankers in the ordinary course of business] shall not exceed the aggregate of the paid-up capital of the Company and its free reserves, provided that the total amount up to which the moneys may be borrowed by the Board of Directors and/or the Committee of Directors and outstanding at any time shall not exceed the sum of ₹500,00,00,000/- (Rupees Five Hundred Crores only).
RESOLVED FURTHER THAT the Board of Directors or such person/s or such committee (by whatever name called), as may be authorized by the Board in this regard, be and are hereby authorized to arrange or settle the terms and conditions on which all such monies are to be borrowed from time to time as to interest, repayment, security or otherwise howsoever as it may think fit and to do all other acts, deeds, matters and things as may be deemed necessary and incidental for giving effect to the above, including execution of all such documents, instruments and writings, as may be required and filing of relevant forms with the jurisdictional Registrar of Companies.”
5. To consider and approve the appointment of Mr. Srivatsava Sunkara [DIN: 01725431] as Chairperson of the company:
To consider, and if thought fit, to pass, the following resolution as an Ordinary Resolution :
“RESOLVED THAT pursuant to the applicable provisions of the Companies Act, 2013, read with the rules made thereunder, the Articles of Association of the Company, and subject to such other approvals as may be necessary, the consent of the Members be and is hereby accorded to the appointment of Mr. Srivatsava Sunkara (DIN: 01725431) as the Chairperson of the Company, with effect from 06th January, 2026, on such terms and conditions as may be determined by the Board of Directors from time to time.
RESOLVED FURTHER THAT Mr. Srivatsava Sunkara shall continue to hold office as Managing Director of the Company and his appointment as Chairperson shall be in addition to and not in substitution of his existing role as Director.
RESOLVED FURTHER THAT the Board of Directors and/or the Company Secretary be and are hereby authorized to do all such acts, deeds, matters and things as may be necessary, proper or expedient to give effect to this resolution, including filing of necessary forms, intimations, and documents with the Registrar of Companies and other statutory authorities.”
For Sri Adhikari Brothers Television Network Limited
Sd/-
Srivatsava Sunkara Managing Director DIN: 01725431
Date: January 06, 2026 Place: Mumbai
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NOTES:
1. The relevant Statement under the provisions of Section 102 of the Companies Act, 2013 (‘ Act ’) read with Section 110 of the Act and Rule 22 of the Companies (Management and Administration) Rules, 2014 (‘ Rules ’), each as amended, setting out the material facts relating to the aforesaid Resolutions and the reasons thereof is annexed hereto and forms part of this Notice.
2. In terms of the MCA Circulars, the Company is sending this Notice ONLY in electronic form to those Members whose names appear in the Register of Members/List of Beneficial Owners as received by the Company from the Depositories/ MUFG Intime India Private Limited, the Company’s Registrar and Transfer Agent (‘ RTA ’), as on Friday, January 09, 2026 (‘ Cut-Off Date ’) and whose e-mail addresses are registered with the Company/RTA/Depositories/Depository Participants or who will register their e- mail address in accordance with the process outlined in this Notice. The voting rights of the Members shall be in proportion to their share of the paid-up equity share capital of the Company as on the Cut-Off Date.
3. Only those Members whose names are appearing in the Register of Members / List of Beneficial Owners as of the Cut-Off Date shall be eligible to cast their votes through postal ballot by remote e-voting. A person who is not a member as of the Cut-Off Date should treat this Notice for information purposes only.
It is however clarified that all Members of the Company as on the Cut-Off Date (including those Members who may not have received this Notice due to non-registration of their e-mail addresses with the Company/ RTA/ Depositories / Depository Participants) shall be entitled to vote concerning the aforementioned Resolutions in accordance with the process specified in this Notice.
4. The voting rights of Members shall be in proportion to their shares of the paid-up equity share capital of the Company as on Friday, January 09, 2026, being the cut-off date fixed for the purpose.
5. In compliance with the provisions of Section 108 and Section 110 of the Act read with Rules 20 and 22 of the Rules, Regulation 44 of the SEBI Listing Regulations, SS-2, and the MCA Circulars, the Company is pleased to provide a remote e-voting facility to its Members, to enable them to cast their votes electronically. The detailed procedure with respect to remote e-voting is mentioned in note no. 13 of this Notice.
6. The remote e-voting shall commence on Wednesday, January 14, 2026, at 9:00 a.m. (IST) and shall end on Thursday, February 12, 2026, at 5:00 p.m. (IST). During this period, Members of the Company holding shares in physical or electronic form as on the Cut-Off Date may cast their vote electronically. The remote e-voting module shall be disabled by NSDL for e-voting thereafter.
7. The Board of Directors has appointed Ms Krina Gokulkumar Shah (Membership No. A66521, CP No. 27764), Practising Company Secretaries, as the Scrutinizer to scrutinize the postal ballot process fairly and transparently.
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8. The Scrutinizer will submit his/her report to the Chairman, or any other person authorized by him, after scrutiny of the votes cast, on the result of the Postal Ballot within two working days from the conclusion of the postal ballot e-voting. The Scrutinizer’s decision on the validity of the votes cast will be final.
9. The results declared along with the Scrutinizer’s Report shall be placed on the Company’s website at www.adhikaribrothers.com and on the website of NSDL at www.evoting.nsdl.com immediately after the results are declared by the Chairman or any other person so authorized by him, and the same shall be communicated to the Stock Exchanges, where the equity shares of the Company are listed. The results shall also be displayed on the notice board at the Registered Office of the Company.
10. The Resolutions, if passed by the requisite majority through Postal Ballot by remote e-voting, will be deemed to have been passed on the last date specified for e-voting i.e., Thursday, February 12, 2026.
11. Members may download the Notice from the website of the Company at www.adhikaribrothers.com or from the website of NSDL at www.evoting.nsdl.com. A copy of the Notice is also available on the website of BSE at www.bseindia.com and NSE at www.nseindia.com.
12. The vote in this Postal Ballot cannot be exercised through proxy.
13. Members desirous of inspecting the documents referred to in the Notice or Statement may send their requests to [email protected] from their registered e-mail addresses mentioning their names, folio numbers, DP ID, and Client ID between the e-voting period .
The process to cast votes through remote e-voting:
The way to vote electronically on the NSDL e-Voting system consists of ‘Two Steps’ which are mentioned below:
- Step 1: Access to the NSDL e Voting system
- A) Login method for e voting for Individual shareholders holding securities in demat mode
In terms of the SEBI circular dated December 9, 2020, on the e-voting facility provided by Listed Companies, Individual shareholders holding securities in demat mode are allowed to vote through their demat account maintained with Depositories and Depository Participants. Shareholders are advised to update their mobile number and email Id in their demat accounts to access the e-voting facility.
The login method for Individual shareholders holding securities in demat mode is given below:
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Type of Login Method
shareholders
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| The login method for Individual shareholders holdingsecurities in demat mode isgiven below: | The login method for Individual shareholders holdingsecurities in demat mode isgiven below: | The login method for Individual shareholders holdingsecurities in demat mode isgiven below: |
|---|---|---|
| Type of shareholders Login Method |
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| Individual Shareholders holding securities in demat mode with NSDL. |
1. | ExistingIDeASusers can visit the e-Services website of NSDL Viz. https://eservices.nsdl.com either on a Personal Computer or on a mobile. On the e-Services home page click on the “Beneficial Owner”icon under“Login”which is available under‘IDeAS’section, this will prompt you to enter your existing User ID and Password. After successful authentication, you will be able to see e- voting services under value-added services. Click on“Access to e-Voting”under e-Voting services and you will be able to see the e-Voting page. Click on the companyname ore-voting serviceprovider i.e. NSDLandyou will be redirected |
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to the e-voting website of NSDL for casting your vote during the remote e-voting period.
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If you are not registered for IDeAS e-Services, an option to register is available at https://eservices.nsdl.com. Select “Register Online for IDeAS Portal” or click at https://eservices.nsdl.com/SecureWeb/IdeasDirectReg.jsp
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Visit the e-voting website of NSDL. Open web browser by typing the following URL: https://www.evoting.nsdl.com/ either on a Personal Computer or on a mobile. Once the home page of e-voting system is launched, click on the icon “Login” which is available under the ‘Shareholder/Member’ section. A new screen will open. You will have to enter your User ID (i.e., your sixteen-digit demat account number hold with NSDL), Password/OTP and a Verification Code as shown on the screen. After successful authentication, you will be redirected to the NSDL Depository site wherein you can see e-voting page. Click on the company name or e-voting service provider i.e., NSDL and you will be redirected to e-voting website of NSDL for casting your vote during the remote e-voting period.
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Shareholders/Members can also download the NSDL Mobile App “ NSDL Speede ” facility by scanning the QR code mentioned below for a seamless voting experience.
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Individual 1. Users who have opted for CDSL Easi / Easiest facility, can log in through their Shareholders existing user id and password. The option will be made available to reach e- holding securities voting page without any further authentication. The users to login Easi / Easiest in demat mode are requested to visit CDSL website www.cdslindia.com and click on login icon with CDSL & New System Myeasi Tab and then user you’re existing my easi username & password.
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After successful login the Easi / Easiest user will be able to see the e-Voting option for eligible companies where the e-voting is in progress as per the information provided by the company. On clicking the e-voting option, the user will be able to see e-voting page of the e-voting service provider for casting your vote during the remote e-Voting period. Additionally, there is also links provided to access the system of all e-voting Service Providers, so that the user can visit the e-voting service providers’ websites directly.
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If the user is not registered for Easi/Easiest, option to register is available at CDSL website www.cdslindia.com and click on login & New System Myeasi Tab and then click on registration option.
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Alternatively, the user can directly access the e-Voting page by providing Demat Account Number and PAN No. from an e-Voting link available on
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www.cdslindia.com home page. The system will authenticate the user by sending OTP on registered Mobile & Email as recorded in the Demat Account. After successful authentication, user will be able to see the e-Voting option where the e-voting is in progress and also able to directly access the system of all e-voting Service Providers.
Individual You can also login using the login credentials of your demat account through your Shareholders Depository Participant registered with NSDL/CDSL for the e-voting facility. upon (holding securities logging in, you will be able to see the e-voting option. Click on the e-voting option, in demat mode) you will be redirected to the NSDL/CDSL Depository site after successful login through their authentication, wherein you can see the e-voting feature. Click on the company name depository or e-voting service provider i.e., NSDL and you will be redirected to the e-voting participants website of NSDL for casting your vote during the remote e-voting period.
Important note: Members who are unable to retrieve User ID/ Password are advised to use Forget User ID and Forget Password option available at the abovementioned website. Helpdesk for Individual Shareholders holding securities in demat mode for any technical issues related to login through Depository i.e., NSDL and CDSL.
| Login type | Helpdesk details |
|---|---|
| Individual Shareholders holding securities in demat mode with NSDL |
Members facing any technical issue in login can contact the NSDL helpdesk by sending a request [email protected] or call at 022 - 4886 7000 |
| Individual Shareholders holding securities in demat mode with CDSL |
Members facing any technical issue in login can contact the CDSL helpdesk by sending a request [email protected] or contact at toll- free no. 1800 22 55 33 |
B) Login Method for shareholders other than Individual shareholders holding securities in demat mode and shareholders holding securities in physical mode.
How to Log-in to the NSDL e-Voting website?
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Visit the e-voting website of NSDL. Open the web browser by typing the following URL: https://www.evoting.nsdl.com/ either on a Personal Computer or on a mobile.
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Once the home page of the e-voting system is launched, click on the icon “Login” which is available under the ‘Shareholder/Member’ section.
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A new screen will open. You will have to enter your User ID, your Password/OTP, and a Verification Code as shown on the screen.
Alternatively, if you are registered for NSDL e-services i.e., IDEAS, you can log in at https://eservices.nsdl.com/ with your existing IDEAS login. Once you log in to NSDL e-services after using your log-in credentials, click on e-Voting and you can proceed to Step 2 i.e., Cast your vote electronically.
- Your User ID details are given below:
| Manner of holding shares i.e., Demat (NSDL or CDSL) or Physical |
Your User ID is: | ||
|---|---|---|---|
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a) For Members who hold shares in a 8 Character DP ID followed by 8 Digit Client ID
demat account with NSDL. For example, if your DP ID is IN300 and Client ID is
12 then your user ID is IN30012**.
b) For Members who hold shares in a 16 Digit Beneficiary ID
demat account with CDSL. For example, if your Beneficiary ID is 12**
then your user ID is 12**
c) For Members holding shares in EVEN Number followed by Folio Number registered
Physical Form. with the company.
For example, if the folio number is 001 and EVEN is
101456 then the user ID is 101456001
5. Password details for shareholders other than Individual shareholders are given below:
a) If you are already registered for e-voting, then you can user your existing password to log in
and cast your vote.
b) If you are using NSDL e-Voting system for the first time, you will need to retrieve the ‘initial
password’ which was communicated to you. Once you retrieve your ‘initial password’, you
need to enter the ‘initial password’ and the system will force you to change your password.
c) How to retrieve your ‘initial password’?
(i) If your email ID is registered in your demat account or with the company, your
‘initial password’ is communicated to you on your email ID. Trace the email sent to
you from NSDL from your mailbox. Open the email and open the attachment i.e. a
.pdf file. Open the .pdf file. The password to open the .pdf file is your 8-digit client
ID for the NSDL account, the last 8 digits of the client ID for the CDSL account, or the
folio number for shares held in physical form. The pdf file contains your ‘User ID’
and your ‘initial password’.
(ii) If your email ID is not registered, please follow the steps mentioned below in the
process for those shareholders whose email IDs are not registered.
6. If you are unable to retrieve or have not received the “Initial password” or have forgotten your
password:
a) Click on the “ Forgot User Details/Password ?”(If you are holding shares in your demat account
with NSDL or CDSL) option available on www.evoting.nsdl.com.
b) Physical User Reset Password ?” (If you are holding shares in physical mode) the option is
available on www.evoting.nsdl.com.
c) If you are still unable to get the password by the aforesaid two options, you can send a request
to [email protected] mentioning your demat account number/folio number, your PAN, your
name, and your registered address, etc.
d) Members can also use the OTP (One Time Password) based login for casting the votes on the e-
Voting system of NSDL.
7. After entering your password, tick on Agree to “Terms and Conditions” by selecting on the check
box.
8. Now, you will have to click on the “Login” button.
9. After you click on the “Login” button, the Home page of e-Voting will open.
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- Step 2: Cast your vote electronically on the NSDL e Voting system.
- How to cast your vote electronically on the NSDL e Voting system?
-
After successful login at Step 1, you will be able to see all the companies “EVEN” in which you are holding shares and whose voting cycle.
-
Select “EVEN” of the company for which you wish to cast your vote during the remote e-voting period.
-
Now you are ready for e-voting as the Voting page opens.
-
Cast your vote by selecting appropriate options i.e. assent or dissent, verify/modify the number of shares for which you wish to cast your vote, and click on “Submit” and also “Confirm” when prompted.
-
Upon confirmation, the message “Vote cast successfully” will be displayed.
-
You can also take the printout of the votes cast by you by clicking on the print option on the confirmation page.
-
Once you confirm your vote on the resolution, you will not be allowed to modify your vote.
General Guidelines for Shareholders
-
Institutional shareholders (i.e., other than individuals, HUF, NRI, etc.) are required to send scanned copies (PDF/JPG Format) of the relevant Board Resolution/ Authority letter, etc. with attested specimen signature of the duly authorized signatory(ies) who are authorized to vote, to the Scrutinizer by e-mail to [email protected] with a copy marked to [email protected]. Institutional shareholders (i.e., other than individuals, HUF, NRI, etc.) can also upload their Board Resolution / Power of Attorney / Authority Letter, etc. by clicking on "Upload Board Resolution / Authority Letter" displayed under the "e-voting" tab in their login.
-
It is strongly recommended not to share your password with any other person and take utmost care to keep your password confidential. Login to the e-voting website will be disabled upon five unsuccessful attempts to key in the correct password. In such an event, you will need to go through the “Forgot User Details/Password?” or “Physical User Reset Password?” option available on www.evoting.nsdl.com to reset the password.
-
In case of any queries, you may refer to the Frequently Asked Questions (FAQs) for Shareholders and the e-voting user manual for Shareholders available at the download section of www.evoting.nsdl.com or call on toll-free no.: 022 - 4886 7000 and 022 - 2499 7000 or send a request to Mr. Amit Vishal, Asst. Vice President-NSDL or Mr. Sanjeev Yadav, Assistant Manager–NSDL at [email protected] or contact at NSDL, 4th Floor, ‘A’ Wing, Trade World, Kamala Mills Compound, Senapati Bapat Marg, Lower Parel, Mumbai 400 013.
Process for those shareholders whose email IDs are not registered with the depositories for procuring user id and passwords and registration of e-mail IDs for e-voting for the resolutions set out in this notice :
-
In case of shares are held in physical mode please provide Folio No., Name of shareholder, scanned copy of the share certificate (front and back), PAN (self-attested scanned copy of PAN card), AADHAR (selfattested scanned copy of Aadhar Card) by email to [email protected].
-
In case shares are held in demat mode, please provide DPID-CLID (16-digit DPID + CLID or 16-digit beneficiary ID), Name, client master or copy of Consolidated Account statement, PAN (self-attested scanned copy of PAN card), AADHAR (self-attested scanned copy of Aadhar Card) to [email protected]. If you are an Individual shareholder holding securities in demat
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- mode, you are requested to refer to the login method explained at step 1 (A ) i.e., Login method for e voting for Individual shareholders holding securities in demat mode .
-
Alternatively, shareholders/members may send a request to [email protected] to procure user id and password for e-voting by providing above mentioned documents.
-
In terms of the SEBI circular dated December 9, 2020, on the e-voting facility provided by Listed Companies, Individual shareholders holding securities in demat mode are allowed to vote through their demat account maintained with Depositories and Depository Participants. Shareholders are required to update their mobile number and email ID correctly in their demat account to access the e-voting facility.
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STATEMENT PURSUANT TO SECTION 102(1) AND 110 OF THE COMPANIES ACT, 2013 (‘ACT’)
The following Statement sets out all material facts relating to Resolution No(s). 1 to 5 mentioned in the accompanying Notice.
Item No. 01 & 02: Sub-division/split of the equity shares of the company from the Face Value of Rs.10/- per share to Re. 1/- per share and alteration of the Capital Clause of Memorandum of Association.
With a view to have more participation from the investors in the scrip and in order to increase the liquidity and make the equity shares of the Company more affordable to the small investors, the Board of Directors of the Company in its meeting held on January 06, 2026 has recommended Sub-Division of 1 (one) Equity Share of face value of Rs. 10/- (ten) each fully paid up into 10 (Ten) Equity Shares of Re. 1/- (one) each fully paid up, thereby keeping the paid-up capital intact. The resolution set out in Item No. 2 seeks to alter the capital clause of Memorandum of Association in order to re-classify the existing Authorized Share Capital of Rs. 111,00,00,000/- (Rupees One Hundred Eleven Crores Only) which includes 1,11,00,000 (One Crore Eleven Lakhs Only) Equity Shares of Rs. 10/- (Rupees ten only) each aggregating amount of Rs. 111,00,00,000/(Rupees One Hundred Eleven Crores Only) among this equity shares be and is hereby reclassified into 111,00,00,000 (One Hundred Eleven Crores) Equity Shares of Re. 1/- (Rupee One only).
Pursuant to the Sub-division of Equity Shares of the Company, all the Authorized, Issued, Subscribed and Paid-up Equity Shares of nominal value of Rs. 10/- (Rupees Ten Only) each existing on the record date to be fixed by the Board of Directors of the Company (which shall include any Committee thereof), shall stand subdivided into 10 (Ten) Equity Shares of nominal value of Re. 1/- (One Rupee) each fully paid up. The details are as given below:
Authorized Share Capital of the Company:
Pre-Sub-Division
Rs. 111,00,00,000/- (Rupees One Hundred Eleven Crores only) divided into 11,10,00,000 (Eleven Crores Ten Lakhs) Equity Shares having a face value of Rs. 10/- (Rupees Ten Only) each.
Post Sub-Division
Rs. 111,00,00,000/- (Rupees One Hundred Eleven Crores only) divided into 111,00,00,000 (One Hundred Eleven Crores) Equity Shares having a face value of Re. 1/- (Rupee One Only) each.
Paid-up and Subscribed Share Capital:
Pre-Sub-Division
Post Sub-Division
Rs. 25,37,30,560/(Rupees Twenty-Five Crores Rs. 25,37,30,560/(Rupees Twenty-Five Crores Thirty-Seven Lakhs Thirty Thousand Five Hundred Thirty-Seven Lakhs Thirty Thousand Five Hundred Sixty only) divided into 2,53,73,056 (Two Crores Sixty only) divided into 25,37,30,560 (Twenty-Five Fifty-Three Lakhs Seventy-Three Thousand FiftyCrores Thirty-Seven Lakhs Thirty Thousand Five Six) Equity Shares having a face value of Rs.10/Hundred Sixty) Equity Shares having a face value of (Rupees Ten Only) each. Re. 1/- (Rupee One Only) each.
The consent of the members is sought for sub-division of equity shares of the Company into smaller denomination and consequently to amend the Memorandum of Association through proposed Ordinary Resolution. The Record Date for the aforesaid sub-division of the Equity Shares will be fixed after approval of the Members is obtained. None of the Directors, Key Managerial Personnel and their relatives are in any way concerned or interested in the Resolution except to the extent of their shareholding.
The Board of Directors accordingly recommends passing of the proposed resolution in Item no. 01 & 02 as Ordinary Resolutions.
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Item No. 03: Acceptance of loans from the Promoter, including the option to convert such loans into equity shares of the Company.
The Company requires financial assistance to give a fresh start to the Company and meeting other purposes related to the Business. Since taking loan from banks and other financial institutions on interest puts extra burden on the Company, it was considered that unsecured loan from our Promoter, Mr. Kurjibhai Premjibhai Rupareliya, be taken upon such terms and conditions as may be stipulated in the financing documents and approved by the Board up to an extent of Rs. 100,00,00,000/- (Rupees One Hundred Crores Only). The Company shall enter into specific Loan Agreements with the lender, being the Promoter, setting out the detailed terms and conditions of the loans, including the terms governing the conversion of such loans, in whole or in part, into equity shares of the Company which shall rank pari-passu in all respects with the then Equity Shares of the Company.
On notice of Conversion, whole or part of the Loan Facility amount shall be converted into equity shares of the Company subject to the Applicable Laws in relation thereto. Pursuant to provisions of Section 62(3) read with other relevant sections and rules framed thereunder, this resolution requires approval of the members by way of passing of a Special Resolution and grant power to the Board to give effect to the aforesaid conversion of loan into equity, subject to various approvals and sanctions. Hence, the Board recommends the said enabling resolution for the approval of the members as a Special Resolution. None of the Directors or Key Managerial Personnel of the Company or their relatives, except those directors who are providing loan.
The Board recommends the passing of the resolution set out in Item No.03 for the approval of the members of the Company by a Special Resolution.
Item No. 04: Borrowing Powers of the Company.
The Company is going for restructuring of its business and expansion and so will need to infuse more funds by way of borrowings from various external agencies like banks, financial institutions, bodies corporate, individuals or other kind of lenders. According to section 179, 180 (1) (c) of the Companies Act, 2013, the total amount of such borrowings as well as the outstanding at any time cannot exceed the aggregate of paid up capital and free reserves of the Company, except with the consent of the members, provided that the total amount up to which the moneys may be borrowed by the Board of Directors and/or the Committee of Directors and outstanding at any time shall not exceed the sum of ₹500,00,00,000/- (Rupees Five Hundred Crores only). It is recommended that the resolution be passed as special resolution.
None of the Directors or Key Managerial Personnel of the Company or their relatives, except those directors who are providing loan to the company, is in any way, concerned or interested, financially or otherwise, in the Resolution set out.
The Board recommends the passing of the resolution set out in Item No.04 for the approval of the members of the Company by a Special Resolution.
Item No. 05: Appointment of Mr. Srivatsava Sunkara [DIN: 01725431] as Chairperson of the company:
The Board of Directors at their meeting held on January 06, 2026, based on the recommendation of the Nomination and Remuneration Committee (“NRC”), appointed Mr. Srivatsava Sunkara [DIN: 01725431] as a Chairperson of the Company, with immediate effect, subject to approval of the Members by way of Ordinary Resolution.
Mr. Srivatsava Sunkara earned his Bachelor of Engineering from the Indian Institute of Technology, Kharagpur. He is a powerhouse of sustainable innovation and smart strategy. He is a champion of operational
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excellence and brings big ideas to life. He serves as Chairman & Managing Director of Green House LLC in addition to being Chairman of Jubilee Hills Bank Limited, where he led the strategy for digitization to modernize the bank. With 25+ years across AI, FinTech, and enterprise technology ecosystems, Srivatsava has built a reputation for scaling global AI ventures, AI commercialization, building strategic partnerships, enabling enterprise transformation and driving breakthrough product innovation in the fields of AI, Fintech, Energy, and Logistics. He has experience in Artificial Intelligence and the development of Large Language Models (LLMs), with proven expertise in transforming organizational operations to enhance efficiency and foster innovation. Whether he's building future ready tech, mergers, or reimagining sustainability, Sri leads with purpose, passion, and a touch of flair.
Further, in terms of Regulation 17(1)(c) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI LODR”), the appointment of a person as Chairperson of the Company requires the approval of the members at the next general meeting or within a period of three months from the date of such appointment, whichever is earlier. Accordingly, the approval of the members is being sought through this Postal Ballot for the appointment of Mr. Srivatsava Sunkara as Chairperson of the Company.
Mr. Srivatsava Sunkara possesses the requisite experience, leadership capabilities, and expertise to discharge the responsibilities of the office of Chairperson. He is eligible to be appointed as Chairperson of the Company and is not disqualified from being appointed as a Director in terms of Section 164(2) of the Act, nor has he been debarred from holding the office of director by any order of SEBI or any other statutory authority.
The appointment of Mr. Srivatsava Sunkara as Chairperson shall be governed by the provisions of the Act, SEBI LODR Regulations, and the Articles of Association of the Company. The terms and conditions of his appointment as Chairperson, including roles and responsibilities, are available for inspection by the members in the manner provided in the Notes to this Notice and are also available on the Company’s website.
Mr. Srivatsava Sunkara is not related to any other Director or Key Managerial Personnel of the Company or relatives of the Directors or Key Managerial Personnel.
In the opinion of the Board, Mr. Srivatsava Sunkara proposed to be appointed Chairperson, fulfils the conditions specified in the SEBI LODR and the Act and the Rules made thereunder.
A brief resume and details of Mr. Srivatsava Sunkara as stipulated under Regulation 36(3) of SEBI LODR and SS-2 issued by the Institute of Company Secretaries of India is as under:
| Name of the Chairperson | Mr. Srivatsava Sunkara |
|---|---|
| DIN | 01725431 |
| Date of Birth | August 06, 1976 |
| Nationality | Indian |
| Date of First Appointment on the Board | October 10, 2025 |
| Designation | Chairperson |
| Qualification | Mr. Srivatsava Sunkara earned his Bachelor of Engineering from the Indian Institute of Technology, Kharagpur. |
| Experience/ Expertise | Mr. Srivatsava Sunkara, is a powerhouse of sustainable innovation and smart strategy. A champion of operational excellence and brings big ideas to life. He serves as Chairman & Managing Director of Green House LLC in addition to being Chairman of Jubilee Hills Bank Limited, where he |
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led the strategy for digitization to modernize the
bank. With 25+ years across AI, FinTech, and
enterprise technology ecosystems, Srivatsava has
built a reputation for scaling global AI ventures, AI
commercialization, building strategic partnerships,
enabling enterprise transformation and driving
breakthrough product innovation in the fields of AI,
Fintech, Energy, and Logistics. He has experience in
Artificial Intelligence and the development of Large
Language Models (LLMs), with proven expertise in
transforming organizational operations to enhance
efficiency and foster innovation. Whether he's
building future-ready tech, mergers, or reimagining
sustainability, Sri leads with purpose, passion, and a
touch of flair.
Terms and Conditions of Appointment or Chairperson w.e.f. January 06, 2026
Reappointment
Remuneration sought to be paid Remuneration as may be decided by the Board from
time to time
Remuneration last drawn NIL
Number of Meetings of the Board attended during 2
FY 2025-26
Shareholding in the Company (Equity Shares of Rs. NIL
10/- each)
List of Directorships in Other Companies 2
List of Chairmanship or membership of various 0
Committees in listed company and other Companies
Relationship with other Directors of the Company Not Related
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The Board recommends the Ordinary Resolution as set out in item no. 05 of the Notice for approval of the Members.
For Sri Adhikari Brothers Television Network Limited
Sd/- Srivatsava Sunkara Managing Director DIN: 01725431
Date: January 06, 2026 Place: Mumbai
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