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Sandesh Ltd. — Board/Management Information 2025
Sep 25, 2025
61738_rns_2025-09-25_5779e921-fbf8-4950-9ca0-928abe73bf24.pdf
Board/Management Information
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September 25, 2025
E-FILING
To,
1. BSE LIMITED 2. NATIONAL STOCK EXCHANGE OF INDIA LIMITED Phiroze Jeejeebhoy Towers, “Exchange Plaza”, C-1, Block–G, Dalal Street, Bandra-Kurla Complex, Bandra (E), MUMBAI – 400 001 MUMBAI – 400 051 BSE Scrip Code: 526725 NSE Symbol: SANDESH (EQ.)
Sub.: Intimation of change in Directors under Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015
This is in furtherance to our earlier intimations dated May 29, 2025 informing about the outcome of the Board Meeting dated May 29, 2025, August 05, 2025 informing about the outcome of the Board Meeting dated August 05, 2025, and the change in the Directors of the Company, and pursuant to Regulation 30 and other applicable regulations of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“ Listing Regulations ”), we hereby inform and submit that, the Members of the Company have duly passed the following Resolutions in the 82[nd] Annual General Meeting (“ AGM ”) of the Company held on September 25, 2025 through remote e-voting and e-voting during the AGM:
1. To receive, consider, and adopt the Audited Standalone and Consolidated Financial Statements of the Company for the Financial Year ended March 31, 2025, together with the Reports of the Board of Directors and Statutory Auditors thereon:
2. To confirm the Interim Dividend of Rs. 2.50 per Equity Share of Rs. 10 each paid during the financial year and to declare a Final Dividend of Rs. 2.50 per Equity Share of Rs. 10 each for the Financial Year ended March 31, 2025:
The Members of the Company, at their 82[nd] Annual General Meeting held on September 25, 2025, confirmed the interim dividend of Rs. 2.50 per Equity Share of Rs. 10 each paid during the financial year and approved declaration of final dividend @ 25% Rs. 2.50 (Two Rupees and Fifty Paisa only) per Equity Share of Face Value of Rs. 10 each of the Company for the Financial Year 2024-25. The Final dividend will be paid on Friday, October 10, 2025, to those equity shareholders of the Company who are shareholders as on the Record Date, i.e. August 22, 2025.
3. Re-appointment of Smt. Pannaben Falgunbhai Patel (DIN: 00050222), who was retiring - by rotation and being eligible, offered herself for re appointment, as Director of the Company:
The Members of the Company, at their 82[nd] Annual General Meeting held on September 25, 2025, approved the re-appointment of Smt. Pannaben Falgunbhai Patel (DIN: 00050222), who was retiring by rotation and being eligible, offered herself for re-appointment, as Director of the Company. The details thereof as required under Regulation 30 of the Listing
Regulations, read with SEBI Master Circular No. SEBI/HO/CFD/PoD2/CIR/P/0155 dated November 11, 2024, are mentioned hereinbelow:
| Sr. No. |
Particulars | Smt. Pannaben F. Patel (DIN: 00050222) |
||
|---|---|---|---|---|
| 1. | Reason for change viz. ~~Appointment,~~ re- appointment, ~~resignation, removal,~~ ~~death or otherwise~~ |
The Members of the Company, at their 82ndAnnual General Meeting held on September 25, 2025, approved the appointment of Smt. Pannaben F. Patel, Director of the Company, who was liable to retire by rotation and being eligible, offered herself for re-appointment as a Director of the Company. |
||
| 2. | Date of~~appointment~~/ re-appointment~~/~~ ~~cessation~~ ~~(as~~ ~~applicable)~~& term of ~~appointment~~ ~~/~~ re- appointment |
Date of re-appointment: September 25, 2025 Term of re-appointment: She is liable to retire byrotation. |
||
| 3. | Brief profile (in case of appointment) |
Smt. Pannaben Falgunbhai Patel is a Non-Executive Director. She holds a Bachelor of Arts degree with a specialization in Economics and brings with her a strong commitment to social responsibility and community welfare. A dedicated social worker, she has been actively associated with several prominent social groups and charitable organizations, where she has championed causes relating to education, healthcare, women's empowerment, and holistic community development. Through her consistent engagement in philanthropic initiatives, she has made a positive and lasting impact on the lives of many, while reinforcing the values of compassion and inclusivity. Since her appointment as a Non-Executive Director in 2010, she has contributed significantly to the growth of the Companyand the effectiveness of its Board. |
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| 4. | Disclosure of relationships between directors (in case of appointment of a director) |
Except, Shri Falgunbhai C. Patel, Husband, and Shri Parthiv F. Patel, Son, she is not related to any of the Directors of the Company. |
4. Appointment of M.C. Gupta & Co., Practicing Company Secretary, as the Secretarial Auditor of the Company for the first term of five consecutive year:
The Members of the Company, at their 82[nd] Annual General Meeting held on September 25, 2025, approved the appointment of M.C. Gupta & Co., Practicing Company Secretary, as the Secretarial Auditor of the Company for the first term of five consecutive years. The details thereof as required under Regulation 30 of the Listing Regulations, read with SEBI Master
Circular No. SEBI/HO/CFD/PoD2/CIR/P/0155 dated November 11, 2024, are mentioned hereinbelow:
| Sr. No. |
Particulars | M. C. Gupta & Co. (Practicing Company Secretary) |
||
|---|---|---|---|---|
| 1. | Reason for change viz. ~~Appointment,~~ re- appointment, ~~resignation, removal,~~ ~~death or otherwise~~ |
The Members of the Company, at their 82ndAnnual General Meeting held on September 25, 2025, approved the appointment of M/s. M. C. Gupta & Co. as Secretarial Auditor of the Company for the first term of five consecutive years from the conclusion of the 82ndAGM till the conclusion of the 87th AGM. |
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| 2. | Date of~~appointment~~/ re-appointment~~/~~ ~~cessation~~ ~~(as~~ ~~applicable)~~& term of ~~appointment~~ ~~/~~ re- appointment |
Date of re-appointment: September 25, 2025 Term of re-appointment: First term of five consecutive years commencing from Financial Year 2025-26 till the Financial Year 2029-30. |
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| 3. | Brief profile (in case of appointment) |
M/s. M C Gupta & Co, a Proprietorship firm of Company Secretaries was established in November, 1986 and is Peer reviewed and also quality reviewed by the Quality Board Review of ICSI. The firm has been ranked first continuously for the third year, in an All- India Survey conducted by Cimplyfive, Bangaluru, for conducting highest number of Secretarial Audits from Gujarat based companies amongst Top 500 Companies of India. The firm is having a well-furnished spacious office premises in the premium location of Ahmedabad city. The firm is supported by competent professionals and assistants. Mr. Gupta is having a brilliant academic record to his credit. He was one of the toppers (amongst Top l0) of the Rajasthan Higher Secondary Education Board and also of Rajasthan University. He is MBA (Finance) - 1981, an Associate Member of Institute of Cost Accountants of India and fellow member of ICSI. He is having LL.M. in commercial Laws. He is a visiting faculty for approx. four decades and coached in three professional Institutes ICAI, ICMAI and ICSI and many MBA Institutes, addressing many seminars, webinars on varied subjects all over India. He is also a certified CSR Professional from ICSI. |
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| 4. | Disclosure of relationships between directors (in case of appointment of a director) |
Not Applicable |
5. Continuation of appointment of Shri Falgunbhai C. Patel (DIN: 00050174) as the Chairman & Managing Director of the Company after attaining the age of Seventy (70) years:
The Members of the Company, at their 82[nd] Annual General Meeting held on September 25, 2025, approved to continue the appointment of Shri Falgunbhai C. Patel (DIN: 00050174) as the Chairman & Managing Director of the Company after attaining the age of Seventy (70) years. The details thereof as required under Regulation 30 of the Listing Regulations, read with SEBI Master Circular No. SEBI/HO/CFD/PoD2/CIR/P/0155 dated November 11, 2024, are mentioned hereinbelow:
| Sr. No. |
Particulars | Shri Falgunbhai C. Patel (DIN: 00050174) |
||
|---|---|---|---|---|
| 1. | Reason for change viz. ~~Appointment,~~ re- appointment, ~~resignation, removal,~~ ~~death or otherwise~~ |
The Members of the Company, at their 82ndAnnual General Meeting held on September 25, 2025, approved the continuation of Shri Falgunbhai C. Patel (DIN: 00050174), as Chairman and Managing Director of the Company for the remainder of his term after attaining the age of seventy (70) years, and appointed at the 78thAGM held on 29thSeptember, 2021 for a period of five (05) years with effect from April 01, 2022, and who attains the age of seventy (70) years on January 11, 2026. |
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| 2. | Date of~~appointment~~/ re-appointment~~/~~ ~~cessation~~ ~~(as~~ ~~applicable)~~& term of ~~appointment~~ ~~/~~ re- appointment |
Date of re-appointment: September 25, 2025 Term of re-appointment: From 01st April, 2022, to 31st March, 2027 as Chairman & ManagingDirector of the Company. |
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| 3. | Brief profile (in case of appointment) |
Shri Falgunbhai C. Patel, Promoter, Chairman & Managing Director of the Company, has been associated with the Board since November 27, 1974. An accomplished entrepreneur and philanthropist, he has been instrumental in transforming the Company over the past five (5) decades from a traditional media business into a leading and dynamic regional media organization. His visionary leadership, with a strong emphasis on innovation, growth, and governance, has enabled the Company to stay ahead of industry trends and build enduring brand equity. Under his guidance, the Company has emerged as a trusted household name, making a meaningful impact on countless lives. He continues to play a pivotal role in shaping the Company’s long-term strategy, ensuring sustainable growth, and enhancing the effectiveness of the Board. He also provides active direction on the Company’s corporate social |
| Sr. No. |
Particulars | Shri Falgunbhai C. Patel (DIN: 00050174) |
|---|---|---|
| responsibility initiatives, reflecting his deep commitment to communitywelfare. |
||
| 4. | Disclosure of relationships between directors (in case of appointment of a director) |
Except, Smt. Pannaben F. Patel, Wife, and Shri Parthiv F. Patel, Son, he is not related to any of the Directors of the Company. |
The above information will also be made available on the website of the Company, i.e. www.sandesh.com.
Kindly take the same on your records.
Yours sincerely,
FOR, THE SANDESH LIMITED
HARDIK Digitally signed by HARDIK ARUNKUMAR ARUNKUMAR JOSHI Date: 2025.09.25 17:05:31 JOSHI +05'30' HARDIK JOSHI COMPANY SECRETARY ICSI MEMBERSHIP NO.: A58557
Encl.: As Above