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Deccan Gold Mines Ltd. — Proxy Solicitation & Information Statement 2026
Apr 29, 2026
62629_rns_2026-04-29_92dcb963-ee68-4e62-8f4f-3946fb6c8836.pdf
Proxy Solicitation & Information Statement
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April 29, 2026
To, Corporate Relationship Department BSE Limited
Phiroze Jeejeebhoy Tower, Dalal Street, Mumbai - 400 001
Scrip Code: 512068
Dear Sir,
Sub.: Notice of the 01/2026-27 Extra-Ordinary General Meeting (“EGM”) Regulation 30 of the Securities Exchange Board of India (Listing Obligation and Disclosure Requirements) Regulations, 2015 (“Listing Regulations”)
This is further to our announcement dated April 24, 2026, intimating that the EGM of Deccan Gold Mines Limited (“Company”) will be held on Thursday, April 21, 2026 at 11.30 a.m. through Video Conferencing (“VC”) / Other Audio Visual Means (“OAVM”).
Pursuant to Regulation 30 of the Listing Regulations, we enclose the Notice of the EGM of the Company (including e-voting instructions).
The Notice of the EGM is also being made available on the website of the Company at https://deccangoldmines.com/ and BSE website at www.bseindia.com.
Kindly take the above on record and oblige.
Yours faithfully,
For Deccan Gold Mines Limited
SUBRAMANIA Digitally signed by SUBRAMANIAM SUNDARAM M SUNDARAM Date: 2026.04.29 16:31:54 +05'30'
Subramaniam S.
Company Secretary & Compliance Officer
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NOTICE OF EXTRAORDINARY GENERAL MEETING
NOTICE is hereby given that an Extra Ordinary General Meeting of the Members of Deccan Gold Mines Limited (CIN: L51900MH1984PLC034662) (‘the Company/DGML’) will be held on Thursday, May 21, 2026 at 11.30 a.m. (IST) through Video Conferencing (VC) / Other Audio Visual Means (OAVM), to transact the following business:
SPECIAL BUSINESS
Item No. 1
1. Approval of Material Related Party Transaction(s) between the Company and its Wholly Owned Subsidiary, and between the Company and/or its Wholly Owned Subsidiary with other Subsidiary(ies):
To consider, and if thought fit, to pass the following Resolution, with or without modification, as an Ordinary Resolution:
“RESOLVED THAT pursuant to the provisions of Section 188 of the Companies Act, 2013 (“the Act”) read with the Rules framed thereunder {including any statutory modification (s) or re-enactment(s) thereof for the time being in force} and Regulations 2(1)(zc), 23 and other applicable regulations, if any, of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“ Listing Regulations ”) {including any statutory modification(s) or re-enactment (s) thereof for the time being in force}; and other applicable provisions and regulations, if any, as amended from time to time and the Company’s Policy on Related Party Transactions (“ RPT Policy ”), as per the recommendation and approval of the Audit Committee and the Board of Directors of the Company, approval of the Members of the Company be and is hereby accorded to the Material Related Party Transactions (whether by way of an individual transaction or transactions taken together or a series of transactions or otherwise) during the Financial Year 2026-2027 to be entered into by:
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(a) Deccan Gold Mines Limited (“Deccan Gold” / “Company”) with its related parties (including Company’s key management personnel / Managing Director) involving transfer of resources, services and obligations, giving of loans to the Company by such related parties against pledge of shares held by the Company in its associate / subsidiary companies with value of transaction up to a maximum of INR 20 crore upon such terms and conditions as mutually agreed upon with the respective Related Party (ies); and
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(b) Deccan Gold with its wholly owned subsidiary viz., Deccan Gold FZCO, Dubai, United Arab Emirates (“DGFZCO”) and
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(c) Deccan Gold and / or DGFZCO with Avelum Partner LLC, Kyrgyz Republic, a related party and subsidiary of Deccan Gold upon such terms and conditions as mutually agreed upon with the respective Related Party (ies)
as detailed in the table hereunder for (b) and (c) :
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| Sr. No. |
Name of the Related Party |
Nature of Relationship with Deccan Gold / DGFZCO |
Nature of Contract / Arrangement / Transaction |
Value of Transaction |
|---|---|---|---|---|
| 1. | Deccan Gold FZCO |
Wholly Owned Subsidiary Company of Deccan Gold |
Transfer of Resources, Services & Obligations, giving Loans and guarantee, providing security by Deccan Gold by creation of pledge of shares held by it in its associate / subsidiary companies for loans extended to DGFZCO by related parties including foreign entities forming part of and being key shareholders of the promoter/promoter group of the Company |
Up to INR 50,00,00,000/- |
| 2. | Avelum Partner LLC, Kyrgyzstan |
Subsidiary Company of Deccan Gold / Same parent company as that of DGFZCO |
Transfer of Resources, Services & Obligations, giving Loans and guarantee, providing securities and making investment by Deccan Gold and/or DGFZCO |
Up to INR 100,00,00,000/- |
RESOLVED FURTHER THAT the Board, be and is hereby authorised, to do and perform all such acts, deeds, matters and things, as may be necessary, including finalising the terms and conditions, methods and modes in respect thereof and finalising and executing necessary documents, including contract(s), agreement(s) and such other documents, file applications and make representations in respect thereof and seek approval from relevant authorities, including Governmental/regulatory authorities, as applicable, in this regard and deal with any matters, take necessary steps as the Board may, in its absolute discretion deem necessary, desirable or expedient, to give effect to this resolution without being required to seek any further consent or approval of the Members or otherwise to the end and intent that the Members shall be deemed to have given their approval thereto expressly by the authority of this resolution.
RESOLVED FURTHER THAT the Board, be and is hereby authorised to delegate all or any of the powers herein conferred to the Committee of the Board or to any Director(s) or Officer(s) / Authorised Representative(s) of the Company, to do all such acts and take such steps, as may be considered necessary or expedient, to give effect to the aforesaid resolution(s).
RESOLVED FURTHER THAT all actions taken by the Board or any person so authorized by the Board, in connection with any matter referred to or contemplated in any of the foregoing resolutions, be and are hereby approved, ratified and confirmed in all respects.
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RESOLVED FURTHER THAT any of the Directors and/or the Key Managerial Personnel of the Company, be and are hereby severally authorized to do all such acts, deeds, matters and things as may be deemed proper, necessary, or expedient, including filing the requisite forms with the Ministry of Corporate Affairs or submission of documents with any other authority, for the purpose of giving effect to this Resolution and for matters connected therewith or incidental thereto and to settle all questions, difficulties or doubts that may arise in this regard at any stage without requiring the Board to secure any further consent or approval of the Members of the Company to the end and intent that the Members shall be deemed to have given their approval thereto expressly by the authority of this resolution.”
By order of the Board of Directors For Deccan Gold Mines Limited
Subramaniam Sundaram
Whole-time Director & Company Secretary ACS No 12110
Registered Office: No. 501, Ackruti Trade Center, Road No. 7, MIDC, Andheri (East), Mumbai 400093 CIN: L51900MH1984PLC034662 Telephone: +91-80-47762900 Mail : [email protected] Website: https://deccangoldmines.com/ Place : Bengaluru Date : April 24, 2026
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Notes:
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The Ministry of Corporate Affairs (MCA), vide its 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, 2/2022 dated May 05, 2022, 11/2022 dated December 28, 2022 and 09/2023 dated September 25, 2023 and 03/2025 dated September 22, 2025 along with such other applicable circulars issued by MCA (hereinafter referred to as “MCA Circulars”), SEBI Circular dated May 13, 2022 and any other applicable laws and regulations has allowed companies to conduct the general meeting through Video Conferencing (VC) or Other Audio Visual Means (OAVM). In accordance with the applicable provisions and the MCA and SEBI Circulars, the EGM of the Company shall be conducted through VC/ OAVM facility.
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A Statement pursuant to Section 102(1) of the Act, (“Explanatory Statement”) relating to the Special Businesses to be transacted at the Meeting is annexed hereto.
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Since, the EGM will be held through VC/OAVM and the physical attendance of Members has been dispensed with, the facility for appointment of proxies by the Members will not be available for the Meeting. Accordingly, the Proxy Form and Attendance Slip and Route Map is not annexed to this Notice.
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Pursuant to Section 113 of the Act, representatives of Corporate Members may be appointed for the purpose of voting through remote e-voting or for participation and voting in the Meeting to be conducted through VC/ OAVM.
Corporate Members intending to attend the Meeting through their authorized representatives are requested to send a Certified True Copy of the Board Resolution and Power of Attorney (PDF/JPG Format), if any, authorizing its representative to attend and vote on their behalf at the Meeting. The said Resolution/Authorization shall be sent to the Company by email through its registered email address i.e. [email protected]
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In compliance with the aforesaid MCA Circulars and SEBI Circular, Notice of the Meeting along with the Explanatory Statement is being sent only through electronic mode to those Members whose email addresses are registered with the Company / Depositories. Members may note that the Notice will also be available on the website of the Company, i.e. https://deccangoldmines.com/investor-relations/ ; website of BSE Limited at www.bseindia.com.
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The business set out in the Notice will be transacted through electronic voting system and the Company is providing facility for voting by electronic means. Instructions and other information relating to e-voting are given in this Notice under Note No. 11.
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Members attending the Meeting through VC / OAVM shall be counted for the purpose of reckoning the quorum under Section 103 of the Act.
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Relevant documents referred to in the accompanying Notice and the Explanatory Statement, Registers and all other documents will be available for inspection in electronic mode. Members can inspect the same by sending an email to the Company at [email protected].
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Members are requested to intimate changes, if any, pertaining to their name, postal address, telephone/ mobile numbers, Permanent Account Number (PAN), mandates, nominations, power of attorney, to their Depository Participants (DPs) in case the shares are held by them in dematerialized form and to the Registrar and Share Transfer Agents of the Company i.e. MUFG Intime India Private Limited (“MUFG Intime”) in case the shares are held by them in physical form
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Members seeking any information/desirous of asking any questions at the Meeting with
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regard to the accounts or any matter to be placed at the Meeting are requested to send email to the Company at [email protected] a least 7 days before the Meeting. The same will be replied by the Company suitably .
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Information and other instructions relating to e-voting are as under:
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I. The remote e-voting facility will be available during the following period: Commencement of e-voting: 9:00 a.m. (IST) on Monday, May 18, 2026
- End of e-voting: 5:00 p.m. (IST) on Wednesday, May 20, 2026
The remote e-voting will not be allowed beyond the aforesaid date and time and the e-voting module shall be disabled upon expiry of the aforesaid period.
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II. Pursuant to the provisions of Section 108 and other applicable provisions of the Act and Rule 20 of the Companies (Management and Administration) Rules, 2014, as amended and Regulation 44 of the Listing Regulations, MCA Circulars and SEBI Circular the Company is pleased to provide its Members facility to exercise their right to vote on resolution proposed to be passed in the Meeting by electronic means.
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III. The Company has engaged the services of MUFG Intime India Private Limited to provide remote e-voting facility to the Members.
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IV. Voting rights shall be reckoned on the paid-up value of shares registered in the name of the Member/ beneficial owner (in case of electronic shareholding) as on the cut-off date, i.e., Thursday, May 14, 2026. A person who is not a member as on the cut-off date should treat this Notice for information purposes only.
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V. A person, whose name is recorded in the Register of Members or in the Register of Beneficial Owners maintained by the depositories as on the cut-off date, i.e Thursday, May 14, 2026 only shall be entitled to vote on the resolutions proposed at the EGM.
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VI. Members who are holding shares in physical form or who have not registered their email address with the Company/Depository or any person who acquires shares of the Company and becomes a Member of the Company after the Notice has been sent electronically by the Company, and holds shares as of the cut-off date, i.e. Thursday, May 14, 2026 ; such Member may obtain the User ID and password by sending a request at [email protected]
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VII. The Board of Directors of the Company has appointed CS Jayesh M Shah, (Membership No. FCS 5637) Partner of M/s. Rathi & Associates, a Practicing Company Secretary firm, Mumbai as scrutinizer to scrutinize the e-voting process in a fair and transparent manner.
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VIII. The Scrutinizer, after scrutinizing the votes, will, not later than two working days of the conclusion of the Meeting; make a consolidated scrutinizer’s report which shall be placed on the website of the Company, i.e., https://deccangoldmines.com/investor-relations/ The results shall simultaneously be communicated to the Stock Exchange.
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IX. Subject to receipt of requisite number of votes, the resolutions shall be deemed to be passed on the date of the Meeting, i.e. Thursday, May 21, 2026.
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REMOTE EVOTING INSTRUCTIONS:
In terms of SEBI circular no. SEBI/HO/CFD/PoD2/CIR/P/0155 dated November 11, 2024, 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 correctly in their demat accounts to access remote e-Voting facility.
Login method for Individual shareholders holding securities in demat mode:
Individual Shareholders holding securities in demat mode with NSDL
METHOD 1 - NSDL OTP based login
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a) Visit URL: https://eservices.nsdl.com/SecureWeb/evoting/evotinglogin.jsp
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b) Enter your 8 - character DP ID, 8 - digit Client Id, PAN, Verification code and generate OTP.
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c) Enter the OTP received on your registered email ID/ mobile number and click on login.
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d) Post successful authentication, you will be re-directed to NSDL depository website wherein you will be able to see e-Voting services under Value added services. Click on “Access to e-Voting” under e- Voting services.
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e) Click on “MUFG InTime” or “evoting link displayed alongside Company’s Name” and you will be redirected to InstaVote website for casting the vote during the remote e-voting period.
METHOD 2 - NSDL IDeAS facility
Shareholders registered for IDeAS facility:
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a) Visit URL: https://eservices.nsdl.com and click on “Beneficial Owner” icon under “IDeAS Login Section”.
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b) Enter IDeAS User ID, Password, Verification code & click on “Log-in”.
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c) Post successful authentication, you will be able to see e-Voting services under Value added services section. Click on “Access to e-Voting” under e-Voting services.
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d) Click on “MUFG InTime” or “evoting link displayed alongside Company’s Name” and you will be redirected to InstaVote website for casting the vote during the remote e-voting period.
Shareholders not registered for IDeAS facility:
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a) To register, visit URL: https://eservices.nsdl.com and select “Register Online for IDeAS Portal” or click on https://eservices.nsdl.com/SecureWeb/IdeasDirectReg.jsp
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b) Enter 8-character DP ID, 8-digit Client ID, Mobile no, Verification code & click on “Submit”.
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c) Enter the last 4 digits of your bank account / generate ‘OTP’
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d) Post successful registration, user will be provided with Login ID and password.
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e) Follow steps given above in points (ad).
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METHOD 3 - NSDL e-voting website
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a) Visit URL: https://www.evoting.nsdl.com
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b) Click on the “Login” tab available under ‘Shareholder/Member’ section.
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c) Enter User ID (i.e., your 16-digit demat account no. held with NSDL), Password/OTP and a Verification Code as shown on the screen & click on “Login”.
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d) Post successful authentication, you will be re-directed to NSDL depository website wherein you will be able to see e-Voting services under Value added services. Click on “Access to e-Voting” under e- Voting services.
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e) Click on “MUFG InTime” or “evoting link displayed alongside Company’s Name” and you will be redirected to InstaVote website for casting the vote during the remote e-voting period.
Individual Shareholders holding securities in demat mode with CDSL
METHOD 1 - CDSL e-voting page
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a) Visit URL: https://www.cdslindia.com.
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b) Go to e-voting tab.
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c) Enter 16-digit Demat Account Number (BO ID) and PAN No. and click on “Submit”.
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d) System will authenticate the user by sending OTP on registered Mobile and Email as recorded in Demat Account
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e) Post successful authentication, user will be able to see e-voting option. The evoting option will have links of e-voting service providers i.e., MUFG InTime. Click on “MUFG InTime” or “evoting link displayed alongside Company’s Name” and you will be redirected to InstaVote website for casting the vote during the remote e-voting period.
METHOD 2 - CDSL Easi/ Easiest facility:
Shareholders registered for Easi/ Easiest facility:
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a) Visit URL: https://web.cdslindia.com/myeasitoken/Home/Login or Visit URL:
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www.cdslindia.com, click on “Login” and select “My Easi New (Token)”.
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b) Enter existing username, Password & click on “Login”.
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c) Post successful authentication, user will be able to see e-voting option. The evoting option will have links of e-voting service providers i.e., MUFG InTime. Click on “MUFG InTime” or “evoting link displayed alongside Company’s Name” and you will be redirected to InstaVote website for casting the vote during the remote e-voting period.
Shareholders not registered for Easi/ Easiest facility:
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a) To register, visit URL: https://web.cdslindia.com/myeasitoken/Home/EasiRegistration / https://web.cdslindia.com/myeasitoken/Home/EasiestRegistration.
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b) Proceed with updating the required fields for registration.
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c) Post successful registration, user will be provided username and password on the registered email id. Follow steps given above in points (a-c).
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Individual Shareholders holding securities in demat mode with Depository Participant
Individual shareholders can also login using the login credentials of your demat account through your depository participant registered with NSDL / CDSL for e-voting facility.
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a) Login to DP website
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b) After Successful login, user shall navigate through “e-voting” option.
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c) Click on e-voting option, user will be redirected to NSDL / CDSL Depository website after successful authentication, wherein user can see e-voting feature.
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d) Post successful authentication, click on “MUFG InTime” or “evoting link displayed alongside Company’s Name” and you will be redirected to InstaVote website for casting the vote during the remote e-voting period.
Login method for shareholders holding securities in physical mode / Non-Individual Shareholders holding securities in demat mode.
Shareholders holding shares in physical mode / Non-Individual Shareholders holding securities in demat mode as on the cut-off date for e-voting may register and vote on InstaVote as under:
STEP 1: LOGIN / SIGNUP on InstaVote
Shareholders registered for INSTAVOTE facility:
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a) Visit URL: https://instavote.linkintime.co.in & click on “Login” under ‘SHARE HOLDER’ tab.
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b) Enter details as under:
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User ID: Enter User ID
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Password: Enter existing Password
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Enter Image Verification (CAPTCHA) Code
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Click “Submit”.
- (Home page of e-voting will open. Follow the
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process given under "Steps to cast vote for Resolutions”)
Shareholders not registered for INSTAVOTE facility:
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a) Visit URL: https://instavote.linkintime.co.in & click on “Sign Up” under ‘SHARE HOLDER’ tab & register with details as under:
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User ID: Enter User ID
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PAN: Enter your 10-digit Permanent Account Number (PAN) (Shareholders who have not updated their PAN with the Depository Participant (DP)/ Company shall
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use the sequence number provided to you, if applicable.
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DOB/DOI: Enter the Date of Birth (DOB) / Date of Incorporation (DOI) (As recorded with your DP/Company - in DD/MM/YYYY format)
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Bank Account Number: Enter your Bank Account Number (last four digits), as recorded with your DP/Company.
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Shareholders, holding shares in NSDL form , shall provide ‘point 4’ above.
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Shareholders, holding shares in CDSL form , shall provide ‘point 3’ or ‘point 4’ above.
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Shareholders, holding shares in physical form but have not recorded ‘point 3’ and ‘point 4’, shall provide their Folio number in ‘point 4’ above
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Set the password of your choice.
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(The password should contain minimum 8 characters, at least one special Character (!#$&*), at least one numeral, at least one alphabet and at least one capital letter).
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Enter Image Verification (CAPTCHA) Code.
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Click “Submit” (You have now registered on InstaVote).
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Post successful registration, click on “Login” under ‘SHARE HOLDER’ tab & follow steps given above in points (a-b).
STEP 2: Steps to cast vote for Resolutions through InstaVote
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A. Post successful authentication and redirection to InstaVote inbox page, you will be able to see the “Notification for e-voting”.
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B. Select ‘View’ icon. E-voting page will appear.
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C. Refer the Resolution description and cast your vote by selecting your desired option ‘Favour / Against’ (If you wish to view the entire Resolution details, click on the ‘View Resolution’ file link).
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D. After selecting the desired option i.e. Favour / Against, click on ‘Submit’.
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E. A confirmation box will be displayed. If you wish to confirm your vote, click on ‘Yes’, else to change your vote, click on ‘No’ and accordingly modify your vote.
NOTE: Shareholders may click on “Vote as per Proxy Advisor’s Recommendation” option and view proxy advisor recommendations for each resolution before casting vote. “Vote as per Proxy Advisor’s Recommendation” option provides access to expert insights during the e-Voting process. Shareholders may modify their vote before final submission.
Once you cast your vote on the resolution, you will not be allowed to modify or change it subsequently.
Non-Individual Body corporate shareholders shall send a scanned copy of the board resolution authorising its representative to vote, to the scrutinizer at registered email address with a copy marked to RTA at [email protected] and the company at registered email address.
Guidelines for Institutional shareholders (“Custodian / Corporate Body/ Mutual Fund”)
STEP 1 – Custodian / Corporate Body/ Mutual Fund Registration
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A. Visit URL: https://instavote.linkintime.co.in
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B. Click on “Sign Up” under “Custodian / Corporate Body/ Mutual Fund”
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C. Fill up your entity details and submit the form.
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D. A declaration form and organization ID is generated and sent to the Primary contact person email ID (which is filled at the time of sign up). The said form is to be signed by the Authorised Signatory, Director, Company Secretary of the entity & stamped and sent to [email protected].
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E. Thereafter, Login credentials (User ID; Organisation ID; Password) is sent to Primary contact person’s email ID. (You have now registered on InstaVote)
STEP 2 – Investor Mapping
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A. Visit URL: https://instavote.linkintime.co.in and login with InstaVote Login credentials.
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B. Click on “Investor Mapping” tab under the Menu section
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C. Map the Investor with the following details:
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1) ‘Investor ID’ – Investor ID for NSDL demat account is 8 Character DP ID followed by 8 Digit Client ID i.e., IN00000012345678; Investor ID for CDSL demat account is 16 Digit Beneficiary ID.
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2) ‘Investor’s Name - Enter Investor’s Name as updated with DP.
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3) ‘Investor PAN’ - Enter your 10-digit PAN.
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4) ‘Power of Attorney’ - Attach Board resolution or Power of Attorney.
NOTE: File Name for the Board resolution/ Power of Attorney shall be – DP ID and Client ID or 16 Digit Beneficiary ID.
Further, Custodians and Mutual Funds shall also upload specimen signatures.
- D. Click on Submit button. (The investor is now mapped with the Custodian / Corporate Body/ Mutual Fund Entity). The same can be viewed under the “Report section”.
STEP 3 – Steps to cast vote for Resolutions through InstaVote
The corporate shareholder can vote by two methods, during the remote e-voting period.
METHOD 1 - VOTES ENTRY
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a) Visit URL: https://instavote.linkintime.co.in and login with InstaVote Login credentials.
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b) Click on “Votes Entry” tab under the Menu section.
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c) Enter the “Event No.” for which you want to cast vote. Event No. can be viewed on the home page of InstaVote under “On-going Events”.
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d) Enter “16-digit Demat Account No.”.
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e) Refer the Resolution description and cast your vote by selecting your desired option ‘Favour / Against’ (If you wish to view the entire Resolution details, click on the ‘View Resolution’ file link). After selecting the desired option i.e. Favour / Against, click on ‘Submit’.
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f) A confirmation box will be displayed. If you wish to confirm your vote, click on ‘Yes’, else to change your vote, click on ‘No’ and accordingly modify your vote. (Once you cast your vote on the resolution, you will not be allowed to modify or change it subsequently).
METHOD 2 - VOTES UPLOAD
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a) Visit URL: https://instavote.linkintime.co.in and login with InstaVote Login credentials.
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b) After successful login, you will see “Notification for e-voting”.
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c) Select “View” icon for “Company’s Name / Event number”.
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d) E-voting page will appear.
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e) Download sample vote file from “Download Sample Vote File” tab.
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f) Cast your vote by selecting your desired option 'Favour / Against' in the sample vote file and upload the same under “Upload Vote File” option.
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g) Click on ‘Submit’. ‘Data uploaded successfully’ message will be displayed. (Once you cast your vote on the resolution, you will not be allowed to modify or change it subsequently).
NOTE: Non-Individual Body corporate shareholders shall send a scanned copy of the board resolution authorising its representative to vote, to the scrutinizer at registered email address with a copy marked to RTA at [email protected] and the company at registered email address.
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HELPDESK:
Shareholders holding securities in physical mode / Non-Individual Shareholders holding securities in demat mode:
Shareholders holding securities in physical mode / Non-Individual Shareholders holding securities in demat mode facing any technical issue in login may contact INSTAVOTE helpdesk by sending a request at [email protected] or contact on: - Tel: 022 – 4918 6000.
Individual Shareholders holding securities in demat mode:
Individual Shareholders holding securities in demat mode may contact the respective helpdesk 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 NSDL helpdesk by sending request [email protected] call at: 022 - 4886 7000 |
| Individual Shareholders holding securities in demat mode with CDSL |
Members facing any technical issue in login can contact CDSL helpdesk by sending request [email protected] contact at toll free no. 1800 22 55 33 |
Forgot Password:
Individual Shareholders holding securities in physical mode / Non-Individual Shareholders holding securities in demat mode:
Individual Shareholders holding securities in physical mode / Non-Individual Shareholders holding securities in demat mode have forgotten the USER ID [Login ID] or Password or both then the shareholder can use the “Forgot Password” option available on: https://instavote.linkintime.co.in
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Click on “Login” under ‘SHARE HOLDER’ tab.
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Further Click on “forgot password?”
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Enter User ID, select Mode and Enter Image Verification code (CAPTCHA).
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Click on “SUBMIT”.
In case Custodian / Corporate Body/ Mutual Fund has forgotten the USER ID [Login ID] or Password or both then the shareholder can use the “Forgot Password” option available on: https://instavote.linkintime.co.in
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Click on ‘Login’ under “Custodian / Corporate Body/ Mutual Fund” tab
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Further Click on “forgot password?”
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Enter User ID, Organization ID and Enter Image Verification code (CAPTCHA).
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Click on “SUBMIT”.
In case shareholders have a valid email address, Password will be sent to his / her registered e-mail address. Shareholders can set the password of his/her choice by providing information about the
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particulars of the Security Question and Answer, PAN, DOB/DOI etc. The password should contain a minimum of 8 characters, at least one special character (!#$&*), at least one numeral, at least one alphabet and at least one capital letter.
Individual Shareholders holding securities in demat mode with NSDL/ CDSL has forgotten the password:
Individual Shareholders holding securities in demat mode have forgotten the USER ID [Login ID] or Password or both, then the Shareholders are advised to use Forget User ID and Forget Password option available at above mentioned depository/ depository participants website.
General Instructions – Shareholders
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❖ It is strongly recommended not to share your password with any other person and take utmost care to keep your password confidential.
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❖ For shareholders/ members holding shares in physical form, the details can be used only for voting on the resolutions contained in this Notice.
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❖ During the voting period, shareholders/ members can login any number of time till they have voted on the resolution(s) for a particular “Event”.
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❖ The voting rights of Members shall be in proportion to their shares of the paid up equity share capital of the Company as on the cut-off date of Thursday, May 14, 2026.
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❖ Members who have not registered their e-mail ID and also have not updated PAN with the Company/Depository are requested to approach MUFG Intime India Pvt. Ltd. at their e-mail ID [email protected] in or calling on 022 – 49186000 for e-voting related queries. Any person who is not a Member as on the cut-off date should treat this Notice for information purposes only.
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❖ A person, whose name is recorded in the Register of Members or in the Register of Beneficial Owners maintained by the Depositories as on the cut-off date only shall be entitled to avail the facility of remote e-voting as well as voting at the EGM electronically.
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❖ The Company has appointed Mr. CS Jayesh M. Shah, (Membership No. FCS 5637) , Partner of M/s. Rathi & Associates, Company Secretaries, Mumbai as the Scrutinizer to scrutinize the voting and remote e-voting process for the EGM in a fair and transparent manner.
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❖ The Scrutinizer shall after the conclusion of voting at the EGM, will first count the votes cast at the Meeting and thereafter unblock the votes cast through remote e-voting and shall make, not later than two working days of the conclusion of the EGM, a consolidated Scrutinizer’s Report of the total votes cast in favour or against, if any, to the Chairman or a person authorized by him in writing.
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❖ The Notice of the EGM shall be placed on the website of the Company till the date of EGM. The Results declared, along with the Scrutinizer’s Report shall be placed on the Company’s website www.deccangoldmines.com and on the website of MUFG Intime India Private Limited immediately after the declaration of results by the Chairman or a person authorized by him. The results shall also be immediately forwarded to BSE Limited, where the shares of the Company are listed
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❖ Since the EGM will be held through VC / OAVM, the Route Map is not annexed in this Notice.
By order of the Board of Directors For Deccan Gold Mines Limited
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Subramaniam Sundaram Whole-time Director & Company Secretary ACS No 12110
Registered Office: No. 501, Ackruti Trade Center, Road No. 7, MIDC, Andheri (East), Mumbai 400093 CIN: L51900MH1984PLC034662 Telephone: +91-80-47762900 Mail : [email protected] Website: https://deccangoldmines.com/ Place : Bengaluru Date : April 24, 2026
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EXPLANATORY STATEMENT PURSUANT TO SECTION 102 OF THE COMPANIES ACT, 2013
SPECIAL BUSINESS
Item No. 1: Approval of Material Related Party Transaction(s) between the Company and its Wholly Owned Subsidiary, and between the Company and/or its Wholly Owned Subsidiary with other Subsidiary(ies):
In terms of Regulation 23 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ( ‘Listing Regulations’ ) read with Schedule XII there under, all Material Related Party Transactions ( ‘RPT’ ) exceeding the threshold limits prescribed therein, shall require prior approval of shareholders by means of an ordinary resolution even if the transactions are in the ordinary course of business of the concerned company and at arm’s length basis. Further, definition of Related Party includes a listed entity or any of its subsidiaries on one hand, and any other person or entity on the other hand, the purpose and effect of which is to benefit a related party of the listed entity or any of its subsidiaries, with effect from April 1, 2023.
Given the nature of business of the Company, its Wholly Owned Subsidiary & other Subsidiaries, they work closely to achieve their business objectives and enter various operational and financial transactions between them, from time to time which are in the ordinary course of business and on an arm’s length basis.
The related party transactions expected to be entered as set out in the aforesaid resolution and as detailed hereunder are expected to exceed threshold of “material related party transactions” under Listing Regulations. Further, the Company proposes to pledge its shareholding in associate / subsidiary companies for the loan to be availed by Deccan Gold FZCO i.e. a transaction for the benefit of subsidiary company. These transactions are therefore considered as material-related party transactions and accordingly approval of the members is being sought .
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(a) Deccan Gold Mines Limited (“Deccan Gold” / “Company”) with its related parties (including Company’s key management personnel / Managing Director) involving transfer of resources, services and obligations, giving of loans to the Company by such related parties against pledge of shares held by the Company in its associate / subsidiary companies with value of transaction up to a maximum of INR 20 crore upon such terms and conditions as mutually agreed upon with the respective Related Party (ies); and
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(b) Deccan Gold with Deccan Gold FZCO, Dubai, United Arab Emirates (“DGFZCO”) its wholly owned subsidiary and a related party, and
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(c) Deccan Gold and / or DGFZCO with Avelum Partner LLC, Kyrgyz Republic, a related party and subsidiary of Deccan Gold upon such terms and conditions as mutually agreed upon with the respective Related Party (ies)
as detailed in the table hereunder for (b) and (c) :
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| Sr. No. |
Name of the Related Party |
Nature of Relationship with Deccan Gold / DGFZCO |
Nature of Contract / Arrangement / Transaction |
Value of Transaction |
|---|---|---|---|---|
| 1. | Deccan Gold FZCO |
Wholly Owned Subsidiary Company of Deccan Gold |
Transfer of Resources, Services & Obligations, giving Loans and guarantee, providing security by Deccan Gold by creation of pledge of shares held by it in its associate / subsidiary companies for loans extended to DGFZCO by related parties including foreign entities forming part of and being key shareholders of the promoter/promoter group of the Company |
Up to INR 50,00,00,000/- |
| 2. | Avelum Partner LLC, Kyrgyzstan |
Subsidiary Company of Deccan Gold / Same parent company as that of DGFZCO |
Transfer of Resources, Services & Obligations, giving Loans and guarantee, providing securities and making investment by Deccan Gold and/or DGFZCO |
Up to INR 100,00,00,000/- |
In this regard, it may be noted that the Audit Committee and the Board of Directors of the Company have approved the said proposals. Further, as per Regulation 23 of the Listing Regulations, the said transactions will also require the approval of Members by way of Ordinary Resolution.
Accordingly, the Ordinary Resolution vide Item No. 1 is placed for approval of the Members and the Board of Directors recommend the same.
Disclosures required pursuant to Regulation 23 of Listing Regulations read with SEBI master Circular No. HO/49/14/14(7)2025-CFD-POD2/I/3762/2026 dated January 30, 2026, and SEBI/HO/CFD/CFD-PoD2/P/CIR/2025/93 dated June 26, 2025 is attached as Annexure A to this Notice.
As per Regulation 23, none of the related parties are allowed to vote to approve the resolution. Hence the Promoters, Persons acting in Concert with the Promoters, Directors, Key Managerial Personnel and their Relatives shall not vote to approve the Resolution.
Except as disclosed above & in attached Annexure A, none of the persons specified in Section 102 of the Companies Act, 2013, namely the Promoters, Directors, Key Managerial Persons, and their Relatives and the entities of Promoters, Directors or Key Managerial Persons are concerned or interested financially or otherwise in the Resolution proposed under Item No. 1.
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By Order of the Board of Directors For Deccan Gold Mines Limited
Subramaniam Sundaram
Whole-time Director & Company Secretary Membership No.: A12110
Registered Office: No. 501, Ackruti Trade Center, Road No. 7, MIDC, Andheri (East), Mumbai 400093 CIN: L51900MH1984PLC034662 Telephone: +91-80-47762900 Mail : [email protected] Website: https://deccangoldmines.com/ Place : Bengaluru Date : April 24, 2026
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Annexure A referred to in Explanatory Statement of Item No. 1 of the Notice of the Extra Ordinary General Meeting
Disclosures required pursuant to Regulation 23 of Listing Regulations read with SEBI master Circular No. HO/49/14/14(7)2025-CFD-POD2/I/3762/2026 dated January 30, 2026, and SEBI/HO/CFD/CFD-PoD-2/P/CIR/2025/93 dated June 26, 2025
Preamble/Gist of the transactions proposed for approval of shareholders.
(A) Proposed Fund Raising and Creation of Security over shares of associate / subsidiary company:
The Company is presently in need of funds up to a maximum of INR 100 crore to be utilised for the development of the Company’s gold projects, primarily the Altyn Tor Gold Project being developed by Avelum Partner LLC, Kyrgyz Republic, a subsidiary company.
The Company is presently in discussions with multiple potential lenders which are related parties & include certain foreign entities forming part of the promoter/promoter group of the Company and the Company’s key management personnel / Managing Director (collectively referred to as the “Potential Lenders”), for raising funds primarily by way of debt, to support the development of its gold projects.
Certain of these Potential Lenders who are related parties have indicated that, as a condition for extending debt financing, security would be required in the form of a pledge over equity shares held by the Company in its associate / subsidiary companies. In addition, some of the Potential Lenders have also expressed willingness to extend debt financing to Deccan Gold FZCO, Dubai, UAE (“DGFZCO”), a wholly owned subsidiary of the Company, similarly secured by pledge of the Company’s equity shares in its associate/subsidiary companies.
The creation of pledge over the shares of associate / subsidiary companies for securing debt proposed to be availed by the Company & DGFZCO from Potential Lenders (who are related parties) would constitute a Related Party Transaction, involving provision of security by the listed entity / by the listed entity for the benefit of its related party, within the meaning of Regulation 2(1)(zc) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI LODR Regulations”).
As the proposed transaction is likely to exceed the materiality thresholds prescribed under the SEBI LODR Regulations, the same shall be undertaken only after obtaining the prior approval of the Audit Committee, the Board of Directors and the shareholders of the Company, in accordance with applicable law.
(B) Transaction between the Company and/or DGFZCO (Wholly Owned Subsidiary Company) with Avelum Partner LLC, Kyrgyz Republic (Subsidiary Company)
The Company holds a 60% equity stake in Avelum Partner LLC (“Avelum”), which is developing the Altyn Tor (Solton Sary) Gold Project in the Kyrgyz Republic. Accordingly, Avelum is a related party of the Company & DGFZCO within the meaning of Section 2(76) of the Companies Act, 2013 and Regulation 2(1)(zb) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI LODR”).
The Altyn Tor project has reached an advanced stage of development, with mine infrastructure substantially completed. Commercial production is expected to commence in August / September 2026, followed by a phased expansion into a long‑life underground mining operation projected to extend up to the year 2045.
The funding requirements have been estimated with a view to ensure timely commissioning of the mine and processing plant, uninterrupted execution of ongoing development and commissioning activities, commencement and stabilization of gold production, and funding for the planned drilling programme aimed at enhancing mineral resources; while mitigating potential cost escalation and foreign exchange risks.
Accordingly, it is proposed to seek prior approval of the shareholders for entering material related party transactions as noted in (A) and (B) above during the financial year 2026‑27, in accordance with the provisions of the Companies Act, 2013 and SEBI LODR since they exceed the material thresholds prescribed under the SEBI LODR Regulations. It may be noted that these transactions will be in the ordinary course of business & on an ‘arms-length’ basis.
Against the above background, the disclosures required (to the extent applicable) pursuant to Regulation 23 of Listing Regulations read with SEBI master Circular No. HO/49/14/14(7)2025-CFD-POD2/I/3762/2026 dated January 30, 2026, and SEBI/HO/CFD/CFDPoD-2/P/CIR/2025/93 dated June 26, 2025 are given here under
| S. | Particulars of the information | Details | Details | |
|---|---|---|---|---|
| No. | ||||
| A. Details of the related party and transactions with the related party | ||||
| A (1). Basic details of the related party | ||||
| 1. | Name of the related party | Avelum Partner LLC (Avelum) |
Deccan Gold FZCO | |
| 2. | Country of incorporation of the related party |
Kyrgyzstan | Dubai | |
| 3. | Nature of business of the related party | Gold Exploration & Mining |
Investment in commercial enterprises and management, Trading in Metal ores, non-ferrous metal, Geophysical and Geological studies and services. |
|
| A (2). Relationship and ownership of the related party | ||||
| 4. | Relationship between the listed entity/subsidiary (in case of transaction involving the subsidiary) and the related party. |
Subsidiary | Subsidiary | |
| 5. | Shareholding % of the listed entity whether direct or indirect, in the related party. _Explanation:_Indirect shareholding shall mean shareholding held through any person, over which the listed entity or subsidiary has control. |
60% - Direct | 100% - Direct |
| S. | Particulars of the information | Details | Details |
|---|---|---|---|
| No. | |||
| 6. | Shareholding of the related party, whether direct or indirect, in the listed entity/subsidiary (in case of transaction involving the subsidiary). _Explanation:_Indirect shareholding shall mean shareholding held through any person, over which the related party has control. While calculating indirect shareholding, shareholding held by relatives shall also be considered. |
NA | NA |
| A (3). Financial performance of the related party (All Figures in INR) | |||
| 7. | Standalone turnover of the related party for each of the last three financial years: |
Avelum | DGFZCO |
| FY 2024-2025 | 3,82,09,409 | 86,81,249 | |
| FY 2023-2024 | 6,42,18,554 | 16,98,533 | |
| FY 2022-2023 | 10,27,41,322 | NIL | |
| 8. | Standalone net worth of the related party for each of the last three financial years: |
||
| FY 2024-2025 | (26,19,29,564) | 3,62,16,006 | |
| FY 2023-2024 | (4,85,81,650) | 3,36,045 | |
| FY 2022-2023 | 4,65,45,386 | Nil | |
| 9. | Standalone net profits of the related party for each of the last three financial years: |
||
| FY 2024-2025 | (21,40,37,580) | (1,41,62,534) | |
| FY 2023-2024 | (9,51,37,878) | (9,10,171) |
| S. | Particulars of the information | Particulars of the information | Particulars of the information | Details | Details | Details | Details | Details |
|---|---|---|---|---|---|---|---|---|
| No. | ||||||||
| FY 2022-2023 | (9,13,95,669) | NIL | ||||||
| A (4). Details of previous transactions with the related party (All Figures in INR) | ||||||||
| 10. | Total amount of all the transactions undertaken by the listed entity or subsidiary with the related party during each of the last three financial years. Note:Details need to be disclosed separately for listed entity and its subsidiary. |
|||||||
| Avelum | DGFZCO | |||||||
| FY 2024-2025 | Granting of loan 43,80,24,771 |
Granting of loan 81,493 | ||||||
| FY 2023-2024 | Granting of loan 7,10,09,000 99,01,47,996– Equity (Share Swap) |
Granting of loan 2,26,893 | ||||||
| S. No. |
Particulars of the information | Details | ||||||
| 11. | Total amount of all the transactions undertaken by the listed entity or subsidiary with the related party during the current financial year (till the date of approval of the Audit Committee / shareholders). |
6.06 crore | NIL | |||||
| 12. | Whether prior approval of Audit Committee has been taken for the above-mentioned transactions? |
YES | YES | |||||
| 13. | Any default, if any, made by a related party concerning any obligation undertaken by it under a transaction or arrangement entered into with the listed entity or its subsidiary during the last three financial years. |
NO | NO |
| S. | Particulars of the information | Details | ||
|---|---|---|---|---|
| No. | ||||
| A (5). Amount of the proposed transactions(All types of transactions taken together) | ||||
| 14. | Total amount of all the proposed | INR | 100,00,00,000 | INR 50,00,00,000 |
| transactions being placed for approval | ||||
| in the current meeting. | ||||
| 15. | Whether the proposed transactions | YES | YES | |
| taken together with the transactions | ||||
| undertaken with the related party | ||||
| during the current financial year is | ||||
| material RPT in terms of Para 1(1) of | ||||
| these Standards? |
Explanatory Note : The Altyntor Gold Project is at an advanced stage as noted in the preamble above. Accordingly, the consolidated turnover of the Company for the immediately preceding financial year is negligible. Similarly, the stand alone turnover of the subsidiary company for the immediately preceding financial year is also negligible.
B. Details for specific transactions
| B. Details for specific transactions | B. Details for specific transactions | B. Details for specific transactions |
|---|---|---|
| B (1). Basic details of the proposed transaction | ||
| (In case of multiple types of proposed transactions, details to be provided separately for each | ||
| type | of the proposed transaction – for example, (i) sale of goods and purchase of goods to be | |
| treated as separate transactions; (ii) sale of goods and sale of services to be treated as separate | ||
| transactions; (iii) giving of loans and giving of guarantee to be treated as separate transactions) | ||
| 1. | Specific type of the proposed transaction (e.g. sale of |
A)Proposed Fund Raising and Creation of Security over shares of associate / subsidiary company. |
| goods/services, purchase of |
B)Transaction between the Company and/or DGFZCO | |
| goods/services, giving loan, borrowing | (Wholly Owned Subsidiary Company) with Avelum | |
| etc.) | Partner LLC, Kyrgyz Republic (Subsidiary Company) | |
| 2. | Details of the proposed transaction | Same as above |
| 3. | Tenure of the proposed transaction | As per the Agreement to be entered with the Lender |
| (tenure in number of years or months | ||
| to be specified) | ||
| 4. | Indicative date / timeline for |
One year from the date of approval by Shareholders |
| undertaking the transaction | ||
| 5. | Whether omnibus approval is being | YES |
| sought? |
| S. | Particulars of the information | Details |
|---|---|---|
| No. | ||
| 6. | Value of the proposed transaction during a financial year. In case approval of the Audit Committee is sought for multi-year contracts, also provide the aggregate value of transactions during the tenure of the contract. If omnibus approval is being sought, the maximum value of a single transaction during a financial year. |
NA As the Audit Committee has granted approval for the transactions on yearly basis |
| 7. | Whether the RPTs proposed to be entered into are: (i) not prejudicial to the interest of public shareholders, and (ii) going to be carried out on the same terms and conditions as would be applicable to any party who is not a relatedparty |
Yes |
| 8. | Provide a clear justification for entering the RPT, demonstrating how the proposed RPT serves the best interests of the listed entity and its public shareholders. |
The Altyn Tor project has reached an advanced stage of development, with mine infrastructure substantially completed. Commercial production is expected to commence in August / September 2026, followed by a phased expansion into a long‑life underground mining operation projected to extend up to the year 2045. The funding requirements have been estimated with a view to ensure timely commissioning of the mine and processing plant, uninterrupted execution of ongoing development and commissioning activities, commencement and stabilization of gold production, and funding for the planned drilling programme aimed at enhancing mineral resources; while mitigating potential cost escalation and foreign exchange risks. The Company believes that entering RPTs with the related party will serve the best interests of the Company and will add long-term value to its stakeholders. |
| S. | Particulars of the information | Particulars of the information | Details |
|---|---|---|---|
| No. | |||
| 9. | Details of the promoter(s)/ director(s) / key managerial personnel of the listed entity who have interest in the transaction, whether directly or indirectly. The details shall be provided, where the shareholding or contribution or % sharing ratio of the promoter(s) or director(s) or KMP in the related party is more than 2%. _Explanation:_Indirect interest shall mean interest held through any person over which an individual has control including interest held through relatives. |
None of the promotors(s)/ director(s) / key managerial personnel of the listed entity have any interest in the transaction with Avelum & DGFZCO directly or indirectly except to the extent disclosed in the resolution & explanatory statement & elsewhere in this Annexure A |
|
| a. Name of the director / KMP | NA | ||
| b. Shareholding of the director / KMP, whether direct or indirect, in the related party |
NA | ||
| **B (3). ** | Additional details for proposed transactions relating to any loans, inter-corporate | ||
| deposits or advances given by the listed entity or its subsidiary | |||
| 10. | Source of funds in connection with the proposed transaction. Explanation: This shall not be applicable to listed banks/ NBFCs. |
Raising funds through debt & Issue of equity/other convertible securities & providing of securities for the loan to be availed. |
|
| 11. | Where any financial indebtedness is incurred to give loan, inter-corporate deposit or advance, specify the following: Explanation: This shall not be applicable to listed banks/ NBFCs. |
No financial indebtedness will be incurred by the Company by pledging its shares held in associate/subsidiary companies as a security for loans extended to DGFZCO. Considering the extending of loan by the Company/DGFZCO to Avelum, the same will extended from the funds raised as noted in Sl No. 10 above. |
|
| a. Nature of indebtedness | Secured/Unsecured Loans from Related Parties | ||
| b. Total cost of borrowing | As mutually agreed with the lender | ||
| c. Tenure | As mutually agreed with the lender | ||
| d. Other details | Not applicable |
| S. | Particulars of the information | Details |
|---|---|---|
| No. | ||
| 12. | Material covenants of the proposed transaction |
A) Pledge of shareholding of the Company in its Associate/Subsidiary Company in favour of lenders for the loan to be availed by the Company/DGFZCO. B) Company/DGFZCO extending loan to Avelum in the ordinary course of business & on an arm’s length basis. |
| 13. | Interest rate charged on loans / inter- corporate deposits / advances by the listed entity (or its subsidiary, in case of transaction involving the subsidiary) in the last three financial years: • To any party (other than related party): • To related party. Explanations: Comparable rates shall be provided for similar nature of transaction, for e.g., long term vis-a- vis long term etc. |
No loans / inter- corporate deposits / advances have been provided by listed entity to any party (other than related party). Loans have been provided by the Company to both Avelum & DGFZCO at an interest rate of 15% p.a. |
| 14. | Proposed interest rate to be charged by listed entity or its subsidiary from the related party. |
Loan agreement will be finalized based on the terms & conditions to be agreed between the company & related party at that point in time & on an arm’s length basis. |
| S. | Particulars of the information | Details (All Figures in INR) | Details (All Figures in INR) |
|---|---|---|---|
| No. | |||
| 15. | Maturity / due date | As mentioned above in point 14 | |
| 16. | Repayment schedule & terms | ||
| 17. | Whether secured or unsecured? | ||
| 18. | If secured, the nature of security & security coverage ratio |
||
| 19. | The purpose for which the funds will be utilized by the ultimate beneficiary of such funds pursuant to the transaction. |
The funds will be utilised for the development of the Company’s gold projects, primarily the Altyn Tor Gold Project being developed by Avelum Partner LLC, Kyrgyz Republic, a subsidiary company. |
|
| 20. | Amount of total borrowings (long- term and short-term) of the related party over the last three financial years |
Avelum | DGFZCO |
| FY 2024-2025 | 1,01,39,78,656 | 47,13,893 | |
| FY 2023-2024 | 56,46,61,054 | 81,493 | |
| FY 2022-2023 | 38,23,51,929 | 2,26,893 | |
| 21. | Interest rate paid on the borrowings by the related party from any party in the last three financial years. Explanation: Comparable rates shall be provided for similar nature of transaction, for e.g., long term vis-a- vis long term etc. |
In the case of both Avelum & DGFZCO, it is the Company that has been primarily funding their projects & operations & interest rates on borrowings are stated in Sl No. 13 above. |
B(6). Additional details for proposed transactions relating to borrowings by the listed entity or its subsidiary
| B(6).Additional details for proposed transactions relating to borrowings by the listed entity or its subsidiary |
B(6).Additional details for proposed transactions relating to borrowings by the listed entity or its subsidiary |
B(6).Additional details for proposed transactions relating to borrowings by the listed entity or its subsidiary |
B(6).Additional details for proposed transactions relating to borrowings by the listed entity or its subsidiary |
|---|---|---|---|
| 22. | Material covenants of the proposed transaction |
Loan agreement will be finalized based on the terms & conditions to be agreed between the Company/DGFZCO & Lender at that point in time. |
|
| 23. | Interest rate (in terms of numerical value or base rate and applicable spread) |
Loans will be secured by pledge of shares held by the Company in its associate/subsidiary companies. Cost of borrowing, maturity, repayment schedule & security coverage ratio will be based on the terms & conditions to be agreed between the company & lender at that point in time. The funds will be utilised for the development of the Company’s gold projects, primarily the Altyn Tor Gold Project being developed by Avelum Partner LLC, Kyrgyz Republic, a subsidiary company. |
|
| 24. | Cost of borrowing (This shall include all costs associated with the borrowing) |
||
| 25. | Maturity / due date | ||
| 26. | Repayment schedule & terms | ||
| 27. | Whether secured or unsecured? | ||
| 28. | If secured, the nature of security & security coverage ratio |
||
| 29. | The purpose for which the funds will be utilized by the listed entity / subsidiary |
Notes:
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(1) The proposed related party transactions between the Company and the aforesaid related parties are purely for the purpose of furthering the main business activities of the Company, ensuring that it would be in the best interest of the Company and towards achieving synergies and economies of scale; reduce operational costs and strengthen sustainability.
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(2) The Audit Committee was provided with the relevant details of proposed RPTs as specified in the Industry Standards along with the justification as to why the proposed RPT(s) are in the interest of the Company. The Audit Committee has reviewed and taken note of the certificate placed before it by the Managing Director of the Company, confirming that the proposed RPT(s) are not prejudicial to the interest of public shareholders of Company and the terms and conditions of the proposed RPT(s) are not unfavorable to the Company compared to terms and conditions pertaining to similar transaction(s) with an unrelated party.
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(3) Further, the Audit Committee has confirmed that the relevant disclosures for decision-making of the Committee were placed before it and, while approving the RPT(s), the Committee has determined that the promoter(s) will not benefit from the proposed RPT(s) at the expense of public shareholders.