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BEFOUND MOVEMENT LIMITED — Proxy Solicitation & Information Statement 2026
May 26, 2026
63511_rns_2026-05-26_4a8926b3-a862-48fe-8d4a-cf284f73a76b.pdf
Proxy Solicitation & Information Statement
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BEFOUND MOVEMENT LIMITED
(Formerly known as Regency Trust Limited)
Reg. Office: Unit 5B, Level 5, RDB Boulevard, Plot K1, Sector V, Block EP & GP, Bidhan Nagar CK Market, North 24
Parganas, Salt lake, Kolkata, West Bengal, India, 700091
Corporate Office: G-10, Harmony, 3rd Cross Lane Lokhandwala Complex, Andheri West, Mumbai - 400053
Email ID: [email protected] | Website: www.regencytrust.co.in
CIN: L31009WB1988PLC045119 | Tel: +91 8108892327
May 26, 2026
To,
BSE Limited,
P.J. Towers, Dalal Street,
Mumbai – 400 001
Scrip Code: 511585
Sub: Intimation of notice of Postal Ballot
Dear Sir / Madam,
Please find enclosed Postal Ballot Notice dated May 23, 2026
The e-voting period begins on Wednesday, May 27, 2026 at 09.00 a.m. and ends on Thursday, June 25, 2026 at 5.00 p.m. During this period, shareholders of the Company holding shares as on the cut-off date i.e. Friday, May 22, 2026, may cast their vote electronically.
The Notice is also being made available on the website of the Company at https://www.regencytrust.co.in/
You are requested to kindly take the same on your record.
Thanking You,
Yours faithfully,
For Befound Movement Limited
(Formerly known as Regency Trust Limited)
RAJESH BALBIR
KAPOOR
Digitally signed by RAJESH
BALBIR KAPOOR
Date: 2026.03.26 14:21:54 +03'30'
RAJESH BALBIR KAPOOR
Managing Director
DIN: 02757121
BEFOUND MOVEMENT LIMITED
(Formerly known as Regency Trust Limited)
Reg. Office: Unit 5B, Level 5, RDB Boulevard, Plot K1, Sector V, Block EP & GP, Bidhan Nagar CK Market, North 24
Parganas, Salt lake, Kolkata, West Bengal, India, 700091
Corporate Office: G-10, Harmony, 3rd Cross Lane Lokhandwala Complex, Andheri West, Mumbai - 400053
Email ID: [email protected] | Website: www.regencytrust.co.in
CIN: L31009WB1988PLC045119 | Tel: +91 8108892327
01/2026-27 POSTAL BALLOT NOTICE
Pursuant to Sections 108 and 110 of the Companies Act, 2013, as amended, read with Rules 20 and 22 of the Companies (Management and Administration) Rules, 2014, as amended, Regulation 44 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended and MCA Circulars (as defined below).
Dear Member(s),
NOTICE is hereby given that pursuant to the provisions of Section 110 and other applicable provisions of the Companies Act, 2013, as amended (the "Act"), read with the Companies (Management and Administration) Rules, 2014, as amended, Regulation 44 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (the "SEBI LODR"), Secretarial Standard on General Meetings ("SS-2") issued by the Institute of Company Secretaries of India, including any statutory modification(s), clarification(s), substitution(s) or re-enactment(s) thereof for the time being in force, guidelines prescribed by the Ministry of Corporate Affairs (the "MCA"), Government of India, for holding general meetings / conducting postal ballot process through electronic voting (remote e-voting) vide General Circular Nos. 3/2025 dated 22.09.2025, 09/2024 dated September 19, 2024, 14/2020 dated 08.08.2020, Circular No.17/2020 dated 13.04.2020, Circular No. 20/2020 dated 05.05.2020, Circular No. 02/2021 dated 13.01.2021, Circular No. 2/2022 dated 05.05.2022, Circular No. 3/2022 dated 05.05.2022, Circular No. 10/2022 and Circular No. 11/2022 dated 28.12.2022, Circular No. 09/2023 dated 25.09.2023, Circular No. 09/2024 dated 19.09.2024, Circular No. 03/2025 dated 22.09.2025 and Pursuant to the Circular issued by Securities & Exchange Board of India ('SEBI Circular'), Circular No. SEBI/HO/CFD/CMD/1/CIR/P/2020/79 dated 12.05.2020, Circular No. SEBI/HO/CFD/CMD2/CIR/P/2022/62 dated 13.05.2022, Circular No. SEBI/HO/CFD/ PoD- 2/CIR/2023/4 dated 05.01.2023 and Circular No.
SEBI/HO/CFD/CFD-PoD- 2/P/CIR/2023/167 dated 07.10.2023 and Circular No. SEBI/HO/CFD/CFD-PoD-2/P/CIR/2024/133 dated 03.10.2024 and any other applicable laws and regulations, the following items of ordinary/special business are proposed to be passed by the Members of BEFOUND MOVEMENT LIMITED (Formerly known as Regency Trust Limited) (the "Company") through Postal Ballot ("Postal Ballot") only by way of remote e-voting process. An Explanatory Statement pertaining to the said resolution setting out the material facts and reasons thereof form part of this Postal Ballot notice (the "Postal Ballot Notice").
In compliance with Regulation 44 of the SEBI LODR and pursuant to the provisions of Sections 108 and 110 of the Act read with the rules framed thereunder and the MCA Circulars, the manner of voting on the proposed resolution is restricted only to e-voting i.e., by casting votes electronically instead of submitting postal ballot forms. In compliance with the MCA Circulars, the postal ballot notice and instructions for e-voting are being sent only through electronic mode to those Members whose email addresses are registered with the Company / depository participant(s).
The Board of Directors of the Company, at its meeting held on May 23, 2026, has appointed M/s. NVB & Associates, Practicing Company Secretaries (Membership No. 12268 and Certificate of Practice No. 16069) as the Scrutinizer for conducting the postal ballot only through the e-voting process in a fair and transparent manner.
BEFOUND MOVEMENT LIMITED
(Formerly known as Regency Trust Limited)
Reg. Office: Unit 5B, Level 5, RDB Boulevard, Plot K1, Sector V, Block EP & GP, Bidhan Nagar CK Market, North 24
Parganas, Salt lake, Kolkata, West Bengal, India, 700091
Corporate Office: G-10, Harmony, 3rd Cross Lane Lokhandwala Complex, Andheri West, Mumbai - 400053
Email ID: [email protected] | Website: www.regencytrust.co.in
CIN: L31009WB1988PLC045119 | Tel: +91 8108892327
The Scrutinizer will submit their report to the Managing Director of the Company after completion of scrutiny of the e-voting.
The results shall be declared on June 26, 2026 and communicated to BSE Limited ("BSE"), Central Depository Services Limited ("CDSL") at www.evotingindia.com and will also be displayed on the Company's website at https://www.regencytrust.co.in/
SPECIAL BUSINESS:
Item No. [1]
APPOINTMENT OF MS. SAKSHI DUBEY (DIN: 11632384) AS A NON-EXECUTIVE INDEPENDENT DIRECTOR OF THE COMPANY
To consider and, if thought fit, to pass the following Resolution as a Special Resolution:
"RESOLVED THAT according to the provisions of Section 149, 150, 152, 160 and other relevant provisions of the Companies Act, 2013 ("the Act") (including any statutory modification(s) or re-enactment thereof for the time being in force) read with Companies (Appointment and Qualification of Directors) Rules, 2014 as amended from time to time, subject to the provisions of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and such other provisions, rules, regulations, permissions, sanction(s) as may be required, and in line with the recommendation of the Nomination and Remuneration Committee and the Board of Directors of the Company, the consent of the Members of the Company be and is hereby accorded to appoint Ms. Sakshi Dubey (DIN: 11632384), who possess the requisite qualification as prescribed under the Companies Act, 2013, on such terms and conditions as may be mutually decided between Ms. Sakshi Dubey and the Company to perform the duties of a Non-Executive Independent Director as required under the Act and any other duties/responsibilities assigned by the Board of Directors from time to time.
RESOLVED FURTHER THAT Ms. Sakshi Dubey (DIN: 11632384), be and is hereby appointed as a Non-Executive Independent Director of the Company for a period of five years with effect from March 27, 2026 to March 26, 2031.
RESOLVED FURTHER THAT for the purpose of giving effect to the above resolution, any director be and is hereby severally authorized to do all such acts, deeds, matters and things and execute all such deeds, documents, instruments and writings as it may in their sole and absolute discretion deem necessary or expedient and to settle any question, difficulty or doubt that may arise in regard thereto to give effect to this resolution."
BEFOUND MOVEMENT LIMITED
(Formerly known as Regency Trust Limited)
Reg. Office: Unit 5B, Level 5, RDB Boulevard, Plot K1, Sector V, Block EP & GP, Bidhan Nagar CK Market, North 24
Parganas, Salt lake, Kolkata, West Bengal, India, 700091
Corporate Office: G-10, Harmony, 3rd Cross Lane Lokhandwala Complex, Andheri West, Mumbai - 400053
Email ID: [email protected] | Website: www.regencytrust.co.in
CIN: L31009WB1988PLC045119 | Tel: +91 8108892327
Item No. [2]
TO APPROVE CHANGE IN DESIGNATION OF MR. RAJESH BALBIR KAPOOR (DIN: 02757121) FROM MANAGING DIRECTOR AND CFO TO ONLY MANAGING DIRECTOR
To consider and, if thought fit, to pass the following Resolution as a Special Resolution:
"RESOLVED THAT according to the provisions of Section 197, 198 and 203 and other relevant provisions of the Companies Act, 2013 ("the Act") (including any statutory modification(s) or re-enactment thereof for the time being in force) read with Companies (Appointment and Qualification of Directors) Rules, 2014 as amended from time to time, subject to the provisions of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and such other provisions, rules, regulations, permissions, sanction(s) as may be required, and in line with the recommendation of the Nomination and Remuneration Committee and the Board of Directors of the Company, the consent of the Members of the Company be and is hereby accorded to appoint Mr. Rajesh Kapoor only as Managing Director of the Company (Resigned as CFO w.e.f March 31, 2026) for a period of three years w.e.f. August 10, 2025 to August 09, 2028, without any remuneration and on such terms and conditions as may be decided by the Board;
RESOLVED FURTHER THAT any of the Directors of the Company be and is hereby severally authorized to do all such acts, deeds, matters and things as may be necessary, proper or expedient for the purpose of giving effect to this resolution."
By Order of the Board of Directors of
Befound Movement Limited
(Formerly known as Regency Trust Limited)
Sd/-
Devdas Sunder Shanti
Independent Director
DIN – 10785497
Date: May 23, 2026
Place: Mumbai
Registered Office:
Unit 5B, Level 5, RDB Boulevard, Plot K1, Sector V, Block EP & GP,
Bidhan Nagar CK Market, North 24 Parganas, Salt lake,
Kolkata, West Bengal, India, 700091
Website: https://www.regencytrust.co.in/
BEFOUND MOVEMENT LIMITED
(Formerly known as Regency Trust Limited)
Reg. Office: Unit 5B, Level 5, RDB Boulevard, Plot K1, Sector V, Block EP & GP, Bidhan Nagar CK Market, North 24 Parganas, Salt lake, Kolkata, West Bengal, India, 700091
Corporate Office: G-10, Harmony, 3rd Cross Lane Lokhandwala Complex, Andheri West, Mumbai - 400053
Email ID: [email protected] | Website: www.regencytrust.co.in
CIN: L31009WB1988PLC045119 | Tel: +91 8108892327
NOTES:
-
An explanatory statement pursuant to Sections 102 and 110 of the Companies Act, 2013 (the "Act"), setting out all material facts relating to the resolutions in this Notice are appended herein below for information and consideration of Members and the same should be considered as part of this Notice.
-
All the material relevant documents referred to in this Notice will be available for inspection by the Members until 5:00 P.M. (IST) of the last date of remote e-voting of this Postal Ballot i.e. June 25, 2026. Members who wish to inspect the documents are requested to send an email to [email protected], in mentioning their name, folio no. / client ID and DP ID, and the documents they wish to inspect, with a self-attested copy of their PAN card attached to the email.
-
The Board of Directors have appointed M/s. NVB & Associates, Practicing Company Secretaries (Membership No. 12268 and Certificate of Practice No. 16069), as the Scrutinizer, for conducting the Postal Ballot process in a fair and transparent manner. The result of postal ballot shall be declared on or before June 26, 2026.
-
In compliance with the aforesaid MCA Circulars and SEBI Circular dated May 05, 2022, Notice of postal ballot is being sent through electronic mode to those Members whose email addresses are registered with the Company / Depositories as on Friday, May 22, 2026. Members may note that the Notice will also be available on the Company's website www.regencytrust.co.in and website of the Stock Exchange i.e. BSE Limited at www.bseindia.com and on the website of Central Depository Services (India) Limited www.evotingindia.com.
-
Members holding shares in dematerialised form are requested to register/update their KYC details including email address with their respective Depository Participants. Members holding shares in physical form are requested to register/update their KYC details including email address by submitting duly filled and signed Form ISR-1 along with such other documents as prescribed in the Form to Purva Sharegistry (India) Pvt. Ltd. Form ISR-1 is available on the website of Purva Sharegistry (India) Pvt. Ltd. at https://www.purvashare.com/
-
The Postal Ballot Notice is being sent by e-mail to all Members, whose names appear in the Register of Members / Register of Beneficial Owners maintained by the Depositories, National Securities Depository Limited (the "NSDL") and Central Depository Services (India) Limited (the "CDSL") as on Friday, May 22, 2026. (the "Cut-Off Date") and who have registered their e-mail addresses, in respect of electronic holdings, with the Depository through the concerned Depository Participants and in respect of physical holdings, with the Registrar and Share Transfer Agent of the company i.e., Purva Sharegistry (India) Pvt. Ltd., in accordance with the provisions of the Act read with the Rules made thereunder and the framework provided under the MCA circulars. Cut-Off Date for determining the eligibility for voting by electronic means is Friday, May 22, 2026. A person who is not a member as on the Cut-Off Date should treat this Notice for information only. This Notice is also available at the Company's website: https://www.regencytrust.co.in/ and the websites of the Stock Exchanges i.e. BSE Limited at www.bseindia.com and on the website of CDSL at www.evotingindia.com.
-
In compliance with the provisions of Sections 108 and 110 and other applicable provisions of the Act, read with the Companies (Management and Administration) Rules, 2014 and Regulation 44 of the SEBI Listing Regulations as amended from time to time, read with SEBI circular dated December 9, 2020 on remote e-voting facility provided by listed entities, and the applicable MCA circulars, the company is pleased to offer remote e-voting facility to Members to cast their vote electronically.
-
The voting period begins on Wednesday May 27, 2026 at 09:00 A.M. and ends on Thursday June 25, 2026 at 5:00 P.M. during this period shareholders of the Company, holding shares either in physical form or in
BEFOUND MOVEMENT LIMITED
(Formerly known as Regency Trust Limited)
Reg. Office: Unit 5B, Level 5, RDB Boulevard, Plot K1, Sector V, Block EP & GP, Bidhan Nagar CK Market, North 24
Parganas, Salt lake, Kolkata, West Bengal, India, 700091
Corporate Office: G-10, Harmony, 3rd Cross Lane Lokhandwala Complex, Andheri West, Mumbai - 400053
Email ID: [email protected] | Website: www.regencytrust.co.in
CIN: L31009WB1988PLC045119 | Tel: +91 8108892327
dematerialized form, as on the cut-off date i.e. Friday May 22, 2026 may cast their vote electronically. The e-voting module shall be disabled by CDSL for voting thereafter. Once the vote on a resolution is cast by the Member, the Member shall not be allowed to change it subsequently.
-
Resolutions passed through postal ballot are deemed to have been passed as if they have been passed at a General Meeting of the members.
-
The resolutions, if passed by the requisite majority, shall be deemed to have been passed on Thursday, June 25, 2026, i.e., the last date specified for receipt of votes through the e-voting process.
-
The Company has engaged CDSL (hereinafter referred to as CDSL or "Service Provider") for facilitating remote e-voting to enable the Members to cast their votes electronically instead of dispatching Postal Ballot Form for this Postal Ballot.
-
Since there is no physical General Meeting, the Route Map is not annexed with this Notice.
BEFOUND MOVEMENT LIMITED
(Formerly known as Regency Trust Limited)
Reg. Office: Unit 5B, Level 5, RDB Boulevard, Plot K1, Sector V, Block EP & GP, Bidhan Nagar CK Market, North 24
Parganas, Salt lake, Kolkata, West Bengal, India, 700091
Corporate Office: G-10, Harmony, 3rd Cross Lane Lokhandwala Complex, Andheri West, Mumbai - 400053
Email ID: [email protected] | Website: www.regencytrust.co.in
CIN: L31009WB1988PLC045119 | Tel: +91 8108892327
EXPLANATORY STATEMENT UNDER SECTION 102 OF THE COMPANIES ACT, 2013
Item No. 1
APPOINTMENT OF MS. SAKSHI DUBEY (DIN: 11632384) AS A NON-EXECUTIVE INDEPENDENT DIRECTOR OF THE COMPANY
The Nomination and Remuneration Committee ('NRC') oversees the succession planning for the Board of Directors ('Board') of the Company and towards this reviewed the profiles of suitable prospects and based on discussions held with relevant stakeholders, identified Ms. Sakshi Dubey (DIN: 11632384) as a suitable candidate to be inducted as a Non-executive Independent Director on the Board of the Company.
On March 27, 2026, based on the recommendations of the NRC, the Board of the Company, in terms of Section 149 of the Companies Act, 2013 ('Act'), appointed Ms. Sakshi Dubey as (Non-Executive Independent Director) on the Board of the Company effective from March 27, 2026 to March 26, 2031, subject to the approval of the members.
Further, based on the recommendations of the NRC and subject to the approval of the Members, the Board, in accordance with the provisions of Section 149 read with Schedule IV to the Act and other applicable provisions of the Act, and Regulation 16 and other applicable provisions of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ('SEBI Listing Regulations'), appointed Ms. Sakshi Dubey as (Non-Executive Independent Director) of the Company, not liable to retire by rotation, for a term of 5 (five) years.
The Board noted that the background, qualification, experience, skills, attributes and personality is in coherence with the criteria, role and capabilities identified by the NRC and that the Directors are eligible for appointment as an Independent Director.
Further, the directors have confirmed that she is independent of the Management of the Company and that they are not aware of any circumstance or situation which exists or may be reasonably anticipated that could impair or impact the ability to discharge their duties as an Independent Director of the Company.
The Company has received notice along with requisite deposit from a member in writing proposing their candidature to the office of directorship.
| Sr. No. | Particular | Ms. Sakshi Dubey |
|---|---|---|
| 1. | Age (in Year) | 27 years |
| 2. | DIN | 11632384 |
| 3. | Qualification | Bachelor’s Degree |
| 4. | Date of First appointment on the Board | March 27, 2026 |
| 5. | Terms and Conditions of | NA |
BEFOUND MOVEMENT LIMITED
(Formerly known as Regency Trust Limited)
Reg. Office: Unit 5B, Level 5, RDB Boulevard, Plot K1, Sector V, Block EP & GP, Bidhan Nagar CK Market, North 24 Parganas, Salt lake, Kolkata, West Bengal, India, 700091
Corporate Office: G-10, Harmony, 3rd Cross Lane Lokhandwala Complex, Andheri West, Mumbai - 400053
Email ID: [email protected] | Website: www.regencytrust.co.in
CIN: L31009WB1988PLC045119 | Tel: +91 8108892327
| Reappointment | ||
|---|---|---|
| 6. | No. of Board Meetings attended during the year | NA |
| 7. | Skill and expertise | A responsible and performance-driven professional with over three years of experience in operations management. Demonstrates strong leadership by managing daily operations, overseeing team performance, and ensuring smooth coordination between staff and customers. Known for maintaining high standards of integrity, ethical conduct, and practical decision-making in fast-paced environments, while consistently supporting organizational efficiency and compliance. |
| 8. | Background Details/Experience | Possesses a foundational understanding of financial markets, including capital markets, risk awareness, and basic compliance principles. Combines analytical thinking with problem-solving abilities to contribute effectively to decision-making processes. A collaborative team player with strong communication skills, independent thinking, and no conflict of interest or related-party affiliations. Holds a Bachelor of Arts degree from PRSU (Allahabad State University), and continues to build a well-rounded professional profile blending operations expertise with financial awareness. |
| 9. | Past remuneration | NA |
| 10. | Recognition and Awards | NA |
| 11. | Job profile Suitability | Demonstrated leadership, strategic oversight, and deep compliance expertise within regulated industries, ensuring effective governance and risk management. |
| 12. | Remuneration proposed | NIL |
| 13. | Pecuniary relationship directly or indirectly with the Company or relationship with the managerial personnel | No inter-se relationship between the director and other members of the Board and Key Managerial Personnel of the Company |
| 14. | Shareholding | NIL |
| 15. | List of Directorship held in other Companies | NA |
| 16. | Membership / | NA |
BEFOUND MOVEMENT LIMITED
(Formerly known as Regency Trust Limited)
Reg. Office: Unit 5B, Level 5, RDB Boulevard, Plot K1, Sector V, Block EP & GP, Bidhan Nagar CK Market, North 24
Parganas, Salt lake, Kolkata, West Bengal, India, 700091
Corporate Office: G-10, Harmony, 3rd Cross Lane Lokhandwala Complex, Andheri West, Mumbai - 400053
Email ID: [email protected] | Website: www.regencytrust.co.in
CIN: L31009WB1988PLC045119 | Tel: +91 8108892327
| Chairmanship of Committees of other Boards as on date of Postal Ballot Notice | ||
|---|---|---|
| 17. | Listed entities from which the Director has resigned in the past three years | NA |
| 18. | Compliance Confirmations | -Consent in Form DIR-2 |
| -DIR-8 (non-disqualification) | ||
| -Declaration of Independence | ||
| -Declaration of no SEBI debarment | ||
| 19. | Terms of Appointment Availability for Inspection | On request via email ([email protected]) or at the Registered Office |
| 20. | Approval Required | Special Resolution by Members |
None of the Director(s) and/or Key Managerial Personnel of the Company or their respective relatives, except Ms. Sakshi Dubey to whom the resolution relates, are concerned or interested in the Resolution mentioned in the Notice.
Ms. Sakshi Dubey, has not been debarred or disqualified from being appointed or continuing as director of the company.
The Board recommends the Resolution No. 1 of the Notice for approval of the members by way of a Special Resolution.
BEFOUND MOVEMENT LIMITED
(Formerly known as Regency Trust Limited)
Reg. Office: Unit 5B, Level 5, RDB Boulevard, Plot K1, Sector V, Block EP & GP, Bidhan Nagar CK Market, North 24
Parganas, Salt lake, Kolkata, West Bengal, India, 700091
Corporate Office: G-10, Harmony, 3rd Cross Lane Lokhandwala Complex, Andheri West, Mumbai - 400053
Email ID: [email protected] | Website: www.regencytrust.co.in
CIN: L31009WB1988PLC045119 | Tel: +91 8108892327
Item No. [2]
TO APPROVE CHANGE IN DESIGNATION OF MR. RAJESH BALBIR KAPOOR (DIN: 02757121) FROM MANAGING DIRECTOR AND CFO TO ONLY MANAGING DIRECTOR
The Nomination and Remuneration Committee and the Board of Directors of the Company in their meeting held on November 17, 2025 have approved the appointment of Mr. Rajesh Kapoor as Managing Director and Chief Financial Officer of the Company for a period of three years with effect from August 10, 2025 till August 9, 2028, subject to the provisions of the Companies Act, 2013 and SEBI LODR Regulations. Rajesh Kapoor will not be liable to retire by rotation.
Further, Mr. Rajesh Kapoor resigned from the position of Chief Financial Officer (CFO) of the Company with effect from March 31, 2026 and shall continue to act as the Managing Director of the Company for a period commencing from August 10, 2025 up to August 9, 2028.
Brief Profile of Mr. Rajesh Kapoor:
Mr. Rajesh Kapoor is Chartered Accountant by qualification deals in taxation, accountancy and other management services. He is having experience of more than 3 decades in Accountancy and management consultancy.
Information about the Appointee:
| Sr. No. | Particular | Mr. Rajesh Kapoor |
|---|---|---|
| 1. | Age (in Year) | 56 years |
| 2. | DIN | 02757121 |
| 3. | Qualification | Chartered Accountant |
| 4. | Date of First appointment on the Board | January 05, 2016 |
| 5. | Terms and Conditions of Reappointment | NA |
| 6. | No. of Board Meetings attended during the year | 6 Meeting attended in the Financial year 2025-2026 |
| 7. | Skill and expertise | Chartered Accountant by qualification deals in taxation, accountancy and other management services. He is having experience of more than 3 decades in Accountancy and management consultancy. |
| 8. | Background Details/Experience | Chartered Accountant by qualification deals in taxation, accountancy and other management services. He is having experience of more than 3 decades in Accountancy and management consultancy. |
| 9. | Past remuneration | NA |
| 10. | Recognition and Awards | NA |
| 11. | Job profile Suitability | Proven leadership, strategic planning, and compliance expertise in a regulated industry. |
BEFOUND MOVEMENT LIMITED
(Formerly known as Regency Trust Limited)
Reg. Office: Unit 5B, Level 5, RDB Boulevard, Plot K1, Sector V, Block EP & GP, Bidhan Nagar CK Market, North 24
Parganas, Salt lake, Kolkata, West Bengal, India, 700091
Corporate Office: G-10, Harmony, 3rd Cross Lane Lokhandwala Complex, Andheri West, Mumbai - 400053
Email ID: [email protected] | Website: www.regencytrust.co.in
CIN: L31009WB1988PLC045119 | Tel: +91 8108892327
| 12. | Remuneration proposed | N.A. |
|---|---|---|
| 13. | Comparative remuneration profile with respect to industry, size of the Company, profile of the position and person (in case of expatriates the relevant details would be with respect to the country of his origin) | N.A. |
| 14. | Pecuniary relationship directly or indirectly with the Company or relationship with the managerial personnel | He do not have any pecuniary relationship with the Company or relationships with any other managerial personnel and Directors |
| 15. | Shareholding | NIL |
| 16. | List of Directorship held in other Companies | Rajsahi Masala Private Limited |
| 17. | Membership / Chairmanship of Committees of other Boards as on date of Postal Ballot Notice | NA |
| 18. | Listed entities from which the Director has resigned in the past three years | NA |
| 19. | Compliance Confirmations | Consent in Form DIR-2 |
| - DIR-8 (Non-disqualification) | ||
| - Declaration of Independence | ||
| - Declaration of no SEBI debarment | ||
| 20. | Terms of Appointment Availability for Inspection | On request via email ([email protected]) or at the Registered Office |
| 21. | Approval Required | Special Resolution by Members |
Mr. Rajesh Kapoor, has not been debarred or disqualified from being appointed or continuing as director of the company.
None of the Director(s) and/or Key Managerial Personnel of the Company or their respective relatives, except Mr. Rajesh Kapoor to whom the resolution relates, are concerned or interested in the Resolution mentioned in the Notice.
The Board recommends the Resolution No. 2 of the Notice for approval of the members by way of a Special Resolution.
BEFOUND MOVEMENT LIMITED
(Formerly known as Regency Trust Limited)
Reg. Office: Unit 5B, Level 5, RDB Boulevard, Plot K1, Sector V, Block EP & GP, Bidhan Nagar CK Market, North 24
Parganas, Salt lake, Kolkata, West Bengal, India, 700091
Corporate Office: G-10, Harmony, 3rd Cross Lane Lokhandwala Complex, Andheri West, Mumbai - 400053
Email ID: [email protected] | Website: www.regencytrust.co.in
CIN: L31009WB1988PLC045119 | Tel: +91 8108892327
By Order of the Board of Directors of
Befound Movement Limited
(Formerly known as Regency Trust Limited)
Sd/-
Devdas Sunder Shanti
Independent Director
DIN – 10785497
Date: May 23, 2026
Place: Mumbai
BEFOUND MOVEMENT LIMITED
(Formerly known as Regency Trust Limited)
Reg. Office: Unit 5B, Level 5, RDB Boulevard, Plot K1, Sector V, Block EP & GP, Bidhan Nagar CK Market, North 24 Parganas, Salt lake, Kolkata, West Bengal, India, 700091
Corporate Office: G-10, Harmony, 3rd Cross Lane Lokhandwala Complex, Andheri West, Mumbai - 400053
Email ID: [email protected] | Website: www.regencytrust.co.in
CIN: L31009WB1988PLC045119 | Tel: +91 8108892327
THE INSTRUCTIONS OF SHAREHOLDERS FOR E-VOTING:
Step 1: Access through Depositories CDSL/NSDL e-Voting system in case of individual shareholders holding shares in demat mode.
Step 2: Access through CDSL e-Voting system in case of shareholders holding shares in physical mode and non-individual shareholders in demat mode.
(i) The voting period begins on Wednesday, May 27, 2026 at 09:00 a.m. and ends on Thursday, June 25, 2026 at 5.00 p.m. During this period shareholders of the Company, holding shares either in physical form or in dematerialized form, as on the cut-off date i.e. Friday, May 22, 2026 may cast their vote electronically. The e-voting module shall be disabled by CDSL for voting thereafter.
(ii) Pursuant to SEBI Circular No. SEBI/HO/CFD/CMD/CIR/P/2020/242 dated 09.12.2020, under Regulation 44 of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, listed entities are required to provide remote e-voting facility to its shareholders, in respect of all shareholders' resolutions. However, it has been observed that the participation by the public non-institutional shareholders/retail shareholders is at a negligible level.
Currently, there are multiple e-voting service providers (ESPs) providing e-voting facility to listed entities in India. This necessitates registration on various ESPs and maintenance of multiple user IDs and passwords by the shareholders.
In order to increase the efficiency of the voting process, pursuant to a public consultation, it has been decided to enable e-voting to all the demat account holders, by way of a single login credential, through their demat accounts/ websites of Depositories/ Depository Participants. Demat account holders would be able to cast their vote without having to register again with the ESPs, thereby, not only facilitating seamless authentication but also enhancing ease and convenience of participating in e-voting process.
Step 1: Access through Depositories CDSL/NSDL e-Voting system in case of individual shareholders holding shares in demat mode.
(iii) In terms of SEBI Circular No. SEBI/HO/CFD/CMD/CIR/P/2020/242 dated December 9, 2020 on 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 in order to access e-Voting facility.
Pursuant to above said SEBI Circular, Login method for e-Voting and joining virtual meetings for Individual shareholders holding securities in Demat mode CDSL/NSDL is given below:
BEFOUND MOVEMENT LIMITED
(Formerly known as Regency Trust Limited)
Reg. Office: Unit 5B, Level 5, RDB Boulevard, Plot K1, Sector V, Block EP & GP, Bidhan Nagar CK Market, North 24
Parganas, Salt lake, Kolkata, West Bengal, India, 700091
Corporate Office: G-10, Harmony, 3rd Cross Lane Lokhandwala Complex, Andheri West, Mumbai - 400053
Email ID: [email protected] | Website: www.regencytrust.co.in
CIN: L31009WB1988PLC045119 | Tel: +91 8108892327
| Type of shareholders | Login Method |
|---|---|
| Individual Shareholders holding securities in Demat mode With CDSL Depository | 1. Users who have opted for CDSL Easi / Easiest facility, can login through their existing user id and password. Option will be made available to reach e-Voting page without any further authentication. The users to login to Easi / Easiest are requested to visit cdsl website www.cdslindia.com and click on login icon & My Easi New (Token) Tab. |
-
After successful login the Easi / Easiest user will be able to see the e-Voting option for eligible companies where the evoting is in progress as per the information provided by company. On clicking the evoting 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 or joining virtual meeting & voting during the meeting. 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' website directly.
-
If the user is not registered for Easi/Easiest, option to register is available at cdsl website www.cdslindia.com and click on login & My Easi New (Token) Tab and then click on registration option.
-
Alternatively, the user can directly access e-Voting page by providing Demat Account Number and PAN No. from a e-Voting link available on 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 evoting is in progress and also able to directly access the system of all e-Voting Service Providers. |
BEFOUND MOVEMENT LIMITED
(Formerly known as Regency Trust Limited)
Reg. Office: Unit 5B, Level 5, RDB Boulevard, Plot K1, Sector V, Block EP & GP, Bidhan Nagar CK Market, North 24
Parganas, Salt lake, Kolkata, West Bengal, India, 700091
Corporate Office: G-10, Harmony, 3rd Cross Lane Lokhandwala Complex, Andheri West, Mumbai - 400053
Email ID: [email protected] | Website: www.regencytrust.co.in
CIN: L31009WB1988PLC045119 | Tel: +91 8108892327
| Individual
Shareholders
holding
securities in
demat mode
with
NSDL Depository | 1. If you are already registered for NSDL IDeAS facility, please visit the e-Services website of NSDL. Open web browser by typing the following URL: https://eservices.nsdl.com either on a Personal Computer or on a mobile. Once the home page of e-Services is launched, click on the “Beneficial Owner” icon under “Login” which is available under ‘IDeAS’ section. A new screen will open. You will have to enter your User ID and Password. After successful authentication, you will be able to see e-Voting services. Click on “Access to e-Voting” under e-Voting services and you will be able to see e-Voting page. Click on company name or e-Voting service provider name and you will be re-directed to e-Voting service provider website for casting your vote during the remote e-Voting period.
-
If the user is not registered for IDeAS e-Services, 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 -
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 ‘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 NSDL Depository site wherein you can see e-Voting page. Click on company name or e-Voting service provider name and you will be redirected to e-Voting service provider website for casting your vote during the remote e-Voting period.
-
For OTP based login you can click |
| --- | --- |
BEFOUND MOVEMENT LIMITED
(Formerly known as Regency Trust Limited)
Reg. Office: Unit 5B, Level 5, RDB Boulevard, Plot K1, Sector V, Block EP & GP, Bidhan Nagar CK Market, North 24
Parganas, Salt lake, Kolkata, West Bengal, India, 700091
Corporate Office: G-10, Harmony, 3rd Cross Lane Lokhandwala Complex, Andheri West, Mumbai - 400053
Email ID: [email protected] | Website: www.regencytrust.co.in
CIN: L31009WB1988PLC045119 | Tel: +91 8108892327
| | On
https://eservices.nsdl.com/SecureWeb/evoting/evotinglogin.jsp
You will have to enter your 8-digit DP ID, 8-digit Client Id, PAN No., Verification code and generate OTP. Enter the OTP received on registered email id/mobile number and click on login. After successful authentication, you will be redirected to NSDL Depository site wherein you can see e-Voting page. Click on company name or e-Voting service provider name and you will be redirected to e-Voting service provider website for casting your vote during the remote e-Voting period |
| --- | --- |
| Individual Shareholders (holding securities in demat mode)
Login through their Depository Participants (DP) | You can also login using the login credentials of your demat account through your Depository Participant registered with NSDL/CDSL for e-Voting facility. After Successful login, you will be able to see e-Voting option. Once you click on e-Voting option, you will be redirected to NSDL/CDSL Depository site after successful authentication, wherein you can see e-Voting feature. Click on company name or e-Voting service provider name and you will be redirected to e-Voting service provider website 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 abovementioned website.
Helpdesk for Individual Shareholders holding securities in demat mode for any technical issues related to login through Depository i.e. CDSL and NSDL
| Login type | Helpdesk details |
|---|---|
| Individual Shareholders holding securities in Demat mode with CDSL | Members facing any technical issue in login can contact CDSL helpdesk by sending a request at [email protected] or contact at 1800 21 09911. |
BEFOUND MOVEMENT LIMITED
(Formerly known as Regency Trust Limited)
Reg. Office: Unit 5B, Level 5, RDB Boulevard, Plot K1, Sector V, Block EP & GP, Bidhan Nagar CK Market, North 24
Parganas, Salt lake, Kolkata, West Bengal, India, 700091
Corporate Office: G-10, Harmony, 3rd Cross Lane Lokhandwala Complex, Andheri West, Mumbai - 400053
Email ID: [email protected] | Website: www.regencytrust.co.in
CIN: L31009WB1988PLC045119 | Tel: +91 8108892327
| Individual Shareholders holding securities in Demat mode with NSDL | Members facing any technical issue in login can contact NSDL helpdesk by sending a request at [email protected] or call at toll free no.: 022-48867000 and 022-2499 7000 |
|---|---|
Step 2: Access through CDSL e-Voting system in case of shareholders holding shares in physical mode and non-individual shareholders in demat mode.
(i) Login method for e-Voting for Physical shareholders and shareholders other than individual holding in Demat form.
1) The shareholders should log on to the e-voting website www.evotingindia.com.
2) Click on "Shareholders" module.
3) Now enter your User ID
a. For CDSL: 16 digits beneficiary ID,
b. For NSDL: 8 Character DP ID followed by 8 Digits Client ID,
c. Shareholders holding shares in Physical Form should enter Folio Number registered with the Company.
4) Next enter the Image Verification as displayed and Click on Login.
5) If you are holding shares in demat form and had logged on to www.evotingindia.com and voted on an earlier e-voting of any company, then your existing password is to be used.
6) If you are a first time user follow the steps given below:
| For Physical shareholders and other than individual shareholders holding shares in Demat. | |
|---|---|
| PAN | Enter your 10 digit alpha-numeric *PAN issued by Income Tax Department (Applicable for both demat shareholders as well as physical shareholders) |
| • Shareholders who have not updated their PAN with the Company/Depository Participant are requested to use the sequence number sent by Company/RTA or contact Company/RTA. |
BEFOUND MOVEMENT LIMITED
(Formerly known as Regency Trust Limited)
Reg. Office: Unit 5B, Level 5, RDB Boulevard, Plot K1, Sector V, Block EP & GP, Bidhan Nagar CK Market, North 24
Parganas, Salt lake, Kolkata, West Bengal, India, 700091
Corporate Office: G-10, Harmony, 3rd Cross Lane Lokhandwala Complex, Andheri West, Mumbai - 400053
Email ID: [email protected] | Website: www.regencytrust.co.in
CIN: L31009WB1988PLC045119 | Tel: +91 8108892327
| Dividend Bank
Details
OR
Date of
Birth
(DOB) | Enter the Dividend Bank Details or Date of Birth (in dd/mm/yyyy format) as recorded in your demat account or in the company records in order to login.
• If both the details are not recorded with the depository or company please enter the member id / folio number in the Dividend Bank details field |
| --- | --- |
(ii) After entering these details appropriately, click on "SUBMIT" tab.
(iii) Shareholders holding shares in physical form will then directly reach the Company selection screen. However, shareholders holding shares in demat form will now reach 'Password Creation' menu wherein they are required to mandatorily enter their login password in the new password field. Kindly note that this password is to be also used by the demat holders for voting for resolutions of any other company on which they are eligible to vote, provided that company opts for e-voting through CDSL platform. It is strongly recommended not to share your password with any other person and take utmost care to keep your password confidential.
(iv) For shareholders holding shares in physical form, the details can be used only for e- voting on the resolutions contained in this Notice.
(v) Click on the EVSN for the relevant BEFOUND MOVEMENT LIMITED on which you choose to vote.
(vi) On the voting page, you will see “RESOLUTION DESCRIPTION” and against the same the option “YES/NO” for voting. Select the option YES or NO as desired. The option YES implies that you assent to the Resolution and option NO implies that you dissent to the Resolution.
(vii) Click on the “RESOLUTIONS FILE LINK” if you wish to view the entire Resolution details.
(viii) After selecting the resolution, you have decided to vote on, click on "SUBMIT". A confirmation box will be displayed. If you wish to confirm your vote, click on "OK", else to change your vote, click on "CANCEL" and accordingly modify your vote.
(ix) Once you "CONFIRM" your vote on the resolution, you will not be allowed to modify your vote.
(x) You can also take a print of the votes cast by clicking on "Click here to print" option on the Voting page.
BEFOUND MOVEMENT LIMITED
(Formerly known as Regency Trust Limited)
Reg. Office: Unit 5B, Level 5, RDB Boulevard, Plot K1, Sector V, Block EP & GP, Bidhan Nagar CK Market, North 24 Parganas, Salt lake, Kolkata, West Bengal, India, 700091
Corporate Office: G-10, Harmony, 3rd Cross Lane Lokhandwala Complex, Andheri West, Mumbai - 400053
Email ID: [email protected] | Website: www.regencytrust.co.in
CIN: L31009WB1988PLC045119 | Tel: +91 8108892327
(xi) If a demat account holder has forgotten the login password then Enter the User ID and the image verification code and click on Forgot Password & enter the details as prompted by the system.
(xii) There is also an optional provision to upload BR/POA if any uploaded, which will be made available to scrutinizer for verification.
(xiii) Additional Facility for Non – Individual Shareholders and Custodians – For Remote Voting only.
- Non-Individual shareholders (i.e. other than Individuals, HUF, NRI etc.) and Custodians are required to log on to www.evotingindia.com and register themselves in the "Corporates" module.
- A scanned copy of the Registration Form bearing the stamp and sign of the entity should be emailed to [email protected].
- After receiving the login details a Compliance User should be created using the admin login and password. The Compliance User would be able to link the account(s) for which they wish to vote on.
- The list of accounts linked in the login will be mapped automatically & can be delink in case of any wrong mapping.
- It is Mandatory that, a scanned copy of the Board Resolution and Power of Attorney (POA) which they have issued in favour of the Custodian, if any, should be uploaded in PDF format in the system for the scrutinizer to verify the same.
- Alternatively Non Individual shareholders are required to send the relevant Board Resolution/ Authority letter etc. together with attested specimen signature of the duly authorized signatory who are authorized to vote, to the Scrutinizer and to the Company at the email address viz; [email protected] if they have voted from individual tab & not uploaded same in the CDSL e-voting system for the scrutinizer to verify the same.
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BEFOUND MOVEMENT LIMITED
(Formerly known as Regency Trust Limited)
Reg. Office: Unit 5B, Level 5, RDB Boulevard, Plot K1, Sector V, Block EP & GP, Bidhan Nagar CK Market, North 24 Parganas, Salt lake, Kolkata, West Bengal, India, 700091
Corporate Office: G-10, Harmony, 3rd Cross Lane Lokhandwala Complex, Andheri West, Mumbai, Maharashtra, India, 400053
Email ID: [email protected] | Website: www.regencytrust.co.in
CIN: L31009WB1988PLC045119 | Tel: +91 8108892327
PROCESS FOR THOSE SHAREHOLDERS WHOSE EMAIL/MOBILE NO. ARE NOT REGISTERED WITH THE COMPANY/DEPOSITORIES.
- For Physical shareholders - please provide necessary details like Folio No., Name of shareholder, scanned copy of the share certificate (front and back), PAN (self attested scanned copy of PAN card), AADHAR (self attested scanned copy of Aadhar Card) by email to [email protected] or [email protected].
- For Demat shareholders - Please update your email id & mobile no. with your respective Depository Participant (DP)
- For Individual Demat shareholders – Please update your email id & mobile no. with your respective Depository Participant (DP) which is mandatory while e-Voting through Depository
If you have any queries or issues regarding e-Voting from the CDSL e- Voting System, you can write an email to [email protected] or contact at 1800 21 09911.
All grievances connected with the facility for voting by electronic means may be addressed to Mr. Rakesh Dalvi, Sr. Manager, (CDSL,) Central Depository Services (India) Limited, A Wing, 25th Floor, Marathon Futurex, Mafatlal Mill Compounds, N M Joshi Marg, Lower Parel (East), Mumbai - 400013 or send an email to [email protected] or call toll free no. 1800 21 09911.