General information about company | |
| Scrip code | 538943 |
| NSE Symbol | NA |
| MSEI Symbol | NA |
| ISIN | INE321M01017 |
| Name of the company | SONAL MERCANTILE LIMITED |
| Type of meeting | AGM |
| Date of the meeting / last day of receipt of postal ballot forms (in case of Postal Ballot) | 30-09-2025 |
| Start time of the meeting | 11:00 AM |
| End time of the meeting | 11:17 AM |
Scrutinizer Details | |
| Name of the Scrutinizer | NITIN GUPTA |
| Firms Name | NITIN GUPTA AND ASSOCIATES |
| Qualification | CS |
| Membership Number | 12404 |
| Date of Board Meeting in which appointed | 30-05-2025 |
| Date of Issuance of Report to the company | 30-09-2025 |
Voting results | |
| Record date | 23-09-2025 |
| Total number of shareholders on record date | 2128 |
| No. of shareholders present in the meeting either in person or through proxy | |
| a) Promoters and Promoter group | 0 |
| b) Public | 0 |
| No. of shareholders attended the meeting through video conferencing | |
| a) Promoters and Promoter group | 1 |
| b) Public | 51 |
| No. of resolution passed in the meeting | 6 |
| Disclosure of notes on voting results | |
Resolution(1) | ||||||||
| Resolution required: (Ordinary / Special) | Ordinary | |||||||
| Whether promoter/promoter group are interested in the agenda/resolution? | No | |||||||
| Description of resolution considered | Adoption of Financial Statements To receive, consider and adopt the Audited Financial Statements (Standalone as well as Consolidated) of the Company for the year ended March 31, 2025, along with the reports of the Board of Directors and the Auditors thereon. | |||||||
| Category | Mode of voting | No. of shares held | No. of votes polled | % of Votes polled on outstanding shares | No. of votes – in favour | No. of votes – against | % of votes in favour on votes polled | % of Votes against on votes polled |
| (1) | (2) | (3)=[(2)/(1)]*100 | (4) | (5) | (6)=[(4)/(2)]*100 | (7)=[(5)/(2)]*100 | ||
| Promoter and Promoter Group | E-Voting | 3672396 | 3672396 | 100 | 3672396 | 0 | 100 | 0 |
| Poll | 0 | 0 | 0 | 0 | 0 | 0 | ||
| Postal Ballot (if applicable) | 0 | 0 | 0 | 0 | 0 | 0 | Total | 3672396 | 3672396 | 100 | 3672396 | 0 | 100 | 0 |
| Public- Institutions | E-Voting | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
| Poll | 0 | 0 | 0 | 0 | 0 | 0 | ||
| Postal Ballot (if applicable) | 0 | 0 | 0 | 0 | 0 | 0 | Total | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
| Public- Non Institutions | E-Voting | 11066129 | 8219811 | 74.279 | 8219808 | 3 | 100 | 0 |
| Poll | 0 | 0 | 0 | 0 | 0 | 0 | ||
| Postal Ballot (if applicable) | 0 | 0 | 0 | 0 | 0 | 0 | Total | 11066129 | 8219811 | 74.279 | 8219808 | 3 | 100 | 0 |
| Total | 14738525 | 11892207 | 80.6879 | 11892204 | 3 | 100 | 0 | |
| Whether resolution is Pass or Not. | Yes | |||||||
| Disclosure of notes on resolution | ||||||||
Details of Invalid Votes | ||
| Category | No. of Votes | |
| Promoter and Promoter Group | ||
| Public Insitutions | ||
| Public - Non Insitutions | ||
Resolution(2) | ||||||||
| Resolution required: (Ordinary / Special) | Ordinary | |||||||
| Whether promoter/promoter group are interested in the agenda/resolution? | Yes | |||||||
| Description of resolution considered | Re-appointment of Mr. Rajan Goyal as Director, liable to Retire by Rotation To appoint a Director in place of Mr. Rajan Goyal (DIN: 02600825) who retires by rotation & being eligible offers himself for reappointment as a Director of the Company. | |||||||
| Category | Mode of voting | No. of shares held | No. of votes polled | % of Votes polled on outstanding shares | No. of votes – in favour | No. of votes – against | % of votes in favour on votes polled | % of Votes against on votes polled |
| (1) | (2) | (3)=[(2)/(1)]*100 | (4) | (5) | (6)=[(4)/(2)]*100 | (7)=[(5)/(2)]*100 | ||
| Promoter and Promoter Group | E-Voting | 3672396 | 0 | 0 | 0 | 0 | 0 | 0 |
| Poll | 0 | 0 | 0 | 0 | 0 | 0 | ||
| Postal Ballot (if applicable) | 0 | 0 | 0 | 0 | 0 | 0 | Total | 3672396 | 0 | 0 | 0 | 0 | 0 | 0 |
| Public- Institutions | E-Voting | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
| Poll | 0 | 0 | 0 | 0 | 0 | 0 | ||
| Postal Ballot (if applicable) | 0 | 0 | 0 | 0 | 0 | 0 | Total | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
| Public- Non Institutions | E-Voting | 11066129 | 8219811 | 74.279 | 8219543 | 268 | 99.9967 | 0.0033 |
| Poll | 0 | 0 | 0 | 0 | 0 | 0 | ||
| Postal Ballot (if applicable) | 0 | 0 | 0 | 0 | 0 | 0 | Total | 11066129 | 8219811 | 74.279 | 8219543 | 268 | 99.9967 | 0.0033 |
| Total | 14738525 | 8219811 | 55.7709 | 8219543 | 268 | 99.9967 | 0.0033 | |
| Whether resolution is Pass or Not. | Yes | |||||||
| Disclosure of notes on resolution | ||||||||
Details of Invalid Votes | ||
| Category | No. of Votes | |
| Promoter and Promoter Group | ||
| Public Insitutions | ||
| Public - Non Insitutions | ||
Resolution(3) | ||||||||
| Resolution required: (Ordinary / Special) | Ordinary | |||||||
| Whether promoter/promoter group are interested in the agenda/resolution? | No | |||||||
| Description of resolution considered | Approval of Material Related Party Transaction To consider and, if thought fit, to pass the following Resolution as an Ordinary Resolution: “RESOLVED THAT pursuant to the provisions of Regulations 23 (3) & (4) and other applicable Regulations, if any, of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘SEBI Listing Regulations’), as amended from time to time, and other applicable provisions of the Companies Act, 2013 (‘Act’) read with the Rules framed thereunder [including any statutory modification(s) or re-enactment(s) thereof for the time being in force] and other applicable laws / statutory provisions, if any, as may be required and based on the recommendation of the Audit Committee, consent of the Members of the Company be and is hereby accorded to the Board of Directors of the Company (hereinafter referred to as the ‘Board’, which term shall be deemed to include the Audit Committee to the omnibus approval of Material Related Party Transaction(s) / Contract(s) / Arrangement(s) / Agreement(s) entered into / proposed to be entered into (whether by way of an individual transaction or transactions taken together or a series of transactions or otherwise), between the Company and Rudraveerya Developers Ltd an associate Company on such terms and conditions as may be mutually agreed for an aggregate value not exceeding Rs. 200 crore , during the financial year 2026-27, on the terms and conditions as set out in the explanatory statement annexed to this notice and that such transactions already undertaken by the Company with aforesaid related parties during such period also be and is hereby ratified provided that such transaction(s)/ contract(s) / arrangement(s) / agreement(s) is being carried out at an arm’s length pricing basis and in the ordinary course of business. RESOLVED FURTHER THAT the Board of Directors of the Company (including its Committee thereof), be and is hereby authorized to do all such acts, deeds, matters and things as may be considered necessary, desirable or expedient to give effect to this Resolution.” | |||||||
| Category | Mode of voting | No. of shares held | No. of votes polled | % of Votes polled on outstanding shares | No. of votes – in favour | No. of votes – against | % of votes in favour on votes polled | % of Votes against on votes polled |
| (1) | (2) | (3)=[(2)/(1)]*100 | (4) | (5) | (6)=[(4)/(2)]*100 | (7)=[(5)/(2)]*100 | ||
| Promoter and Promoter Group | E-Voting | 3672396 | 0 | 0 | 0 | 0 | 0 | 0 |
| Poll | 0 | 0 | 0 | 0 | 0 | 0 | ||
| Postal Ballot (if applicable) | 0 | 0 | 0 | 0 | 0 | 0 | Total | 3672396 | 0 | 0 | 0 | 0 | 0 | 0 |
| Public- Institutions | E-Voting | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
| Poll | 0 | 0 | 0 | 0 | 0 | 0 | ||
| Postal Ballot (if applicable) | 0 | 0 | 0 | 0 | 0 | 0 | Total | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
| Public- Non Institutions | E-Voting | 11066129 | 4574176 | 41.3349 | 4573908 | 268 | 99.9941 | 0.0059 |
| Poll | 0 | 0 | 0 | 0 | 0 | 0 | ||
| Postal Ballot (if applicable) | 0 | 0 | 0 | 0 | 0 | 0 | Total | 11066129 | 4574176 | 41.3349 | 4573908 | 268 | 99.9941 | 0.0059 |
| Total | 14738525 | 4574176 | 31.0355 | 4573908 | 268 | 99.9941 | 0.0059 | |
| Whether resolution is Pass or Not. | Yes | |||||||
| Disclosure of notes on resolution | ||||||||
Details of Invalid Votes | ||
| Category | No. of Votes | |
| Promoter and Promoter Group | ||
| Public Insitutions | ||
| Public - Non Insitutions | ||
Resolution(4) | ||||||||
| Resolution required: (Ordinary / Special) | Special | |||||||
| Whether promoter/promoter group are interested in the agenda/resolution? | No | |||||||
| Description of resolution considered | Re-Appointment of Independent Director To consider and if, thought fit, pass with or without modification the following resolution as a Special Resolution: “RESOLVED THAT pursuant to the provisions of Sections 149, 150, 152 and other applicable provisions of the Companies Act, 2013, the Companies (Appointment and Qualification of Directors) Rules, 2014 read with Schedule IV to the Companies Act, 2013 and Regulation 16(1)(b), 25 and other applicable regulations of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 as amended from time to time and based on the performance evaluation and recommendation of the Nomination and Remuneration Committee, the approval of the Members of the Company be and is hereby accorded to the re-appointment of Mr. Pardeep Kumar (DIN: 08862414) as an Independent Director of the Company for the second term of five (5) years with effect from September 09, 2025 (date of reappointment) upto September 08, 2030 on the terms and conditions including remuneration as set out in the explanatory statement annexed to the Notice convening this meeting, with liberty to the Board of Directors to alter and vary the terms and conditions of the said re-appointment in such manner as may be agreed between the Board of Directors and Mr. Pardeep Kumar. RESOLVED FURTHER THAT the Board of Directors of the Company including any Committee thereof be and is hereby authorised to do all acts, deeds, matters and things as they may in its absolute discretion deem necessary, proper or desirable and to settle any question, difficulty or doubt that may arise in this regard, in the best interest of the Company.” | |||||||
| Category | Mode of voting | No. of shares held | No. of votes polled | % of Votes polled on outstanding shares | No. of votes – in favour | No. of votes – against | % of votes in favour on votes polled | % of Votes against on votes polled |
| (1) | (2) | (3)=[(2)/(1)]*100 | (4) | (5) | (6)=[(4)/(2)]*100 | (7)=[(5)/(2)]*100 | ||
| Promoter and Promoter Group | E-Voting | 3672396 | 3672396 | 100 | 3672396 | 0 | 100 | 0 |
| Poll | 0 | 0 | 0 | 0 | 0 | 0 | ||
| Postal Ballot (if applicable) | 0 | 0 | 0 | 0 | 0 | 0 | Total | 3672396 | 3672396 | 100 | 3672396 | 0 | 100 | 0 |
| Public- Institutions | E-Voting | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
| Poll | 0 | 0 | 0 | 0 | 0 | 0 | ||
| Postal Ballot (if applicable) | 0 | 0 | 0 | 0 | 0 | 0 | Total | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
| Public- Non Institutions | E-Voting | 11066129 | 8219811 | 74.279 | 8219543 | 268 | 99.9967 | 0.0033 |
| Poll | 0 | 0 | 0 | 0 | 0 | 0 | ||
| Postal Ballot (if applicable) | 0 | 0 | 0 | 0 | 0 | 0 | Total | 11066129 | 8219811 | 74.279 | 8219543 | 268 | 99.9967 | 0.0033 |
| Total | 14738525 | 11892207 | 80.6879 | 11891939 | 268 | 99.9977 | 0.0023 | |
| Whether resolution is Pass or Not. | Yes | |||||||
| Disclosure of notes on resolution | ||||||||
Details of Invalid Votes | ||
| Category | No. of Votes | |
| Promoter and Promoter Group | ||
| Public Insitutions | ||
| Public - Non Insitutions | ||
Resolution(5) | ||||||||
| Resolution required: (Ordinary / Special) | Special | |||||||
| Whether promoter/promoter group are interested in the agenda/resolution? | No | |||||||
| Description of resolution considered | Appointment of Independent Director To consider and if, thought fit, pass with or without modification the following resolution as a Special Resolution: “RESOLVED THAT Mr. Akash Bhardwaj (DIN: 11268343) who was appointed by the Board of Directors, based on the recommendation of the Nomination and Remuneration Committee as an Additional (Non-Executive, Independent) Director of the Company with effect from September 09, 2025 and who holds office up to the date of this Annual General Meeting of the Company under Section 161(1) of the Companies Act, 2013 (‘the Act’) (including any statutory modification(s) or re-enactment(s) thereof for the time being in force) read with Articles of Association of the Company and who is eligible for appointment and has consented to act as a Director of the Company, be and is hereby appointed as a Director of the Company; RESOLVED FURTHER THAT pursuant to the provisions of Sections 149, 150, 152 and other applicable provisions, if any, of the Act (including any statutory modification(s) or re-enactment(s) thereof for the time being in force) read with Schedule IV to the Act, and the Companies (Appointment and Qualification of Directors) Rules, 2014, Regulation 17, 25 and other applicable regulations of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘the Listing Regulations’), as amended, the appointment of Mr. Akash Bhardwaj (DIN: 11268343) who meets the criteria for independence as provided in Section 149(6) of the Act and the Rules framed thereunder and Regulation 16(1)(b) of the Listing Regulations and who has submitted a declaration to that effect and who is eligible for appointment, as an Independent Director of the Company, not liable to retire by rotation, for a term of 5 (five) years commencing from September 09, 2025 up to September 08, 2030, be and is hereby approved; RESOLVED FURTHER THAT the Board of Directors be and are hereby authorised to do all such acts and take all such steps as may be necessary, proper or expedient to give effect to this resolution.” | |||||||
| Category | Mode of voting | No. of shares held | No. of votes polled | % of Votes polled on outstanding shares | No. of votes – in favour | No. of votes – against | % of votes in favour on votes polled | % of Votes against on votes polled |
| (1) | (2) | (3)=[(2)/(1)]*100 | (4) | (5) | (6)=[(4)/(2)]*100 | (7)=[(5)/(2)]*100 | ||
| Promoter and Promoter Group | E-Voting | 3672396 | 3672396 | 100 | 3672396 | 0 | 100 | 0 |
| Poll | 0 | 0 | 0 | 0 | 0 | 0 | ||
| Postal Ballot (if applicable) | 0 | 0 | 0 | 0 | 0 | 0 | Total | 3672396 | 3672396 | 100 | 3672396 | 0 | 100 | 0 |
| Public- Institutions | E-Voting | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
| Poll | 0 | 0 | 0 | 0 | 0 | 0 | ||
| Postal Ballot (if applicable) | 0 | 0 | 0 | 0 | 0 | 0 | Total | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
| Public- Non Institutions | E-Voting | 11066129 | 8219811 | 74.279 | 8219543 | 268 | 99.9967 | 0.0033 |
| Poll | 0 | 0 | 0 | 0 | 0 | 0 | ||
| Postal Ballot (if applicable) | 0 | 0 | 0 | 0 | 0 | 0 | Total | 11066129 | 8219811 | 74.279 | 8219543 | 268 | 99.9967 | 0.0033 |
| Total | 14738525 | 11892207 | 80.6879 | 11891939 | 268 | 99.9977 | 0.0023 | |
| Whether resolution is Pass or Not. | Yes | |||||||
| Disclosure of notes on resolution | ||||||||
Details of Invalid Votes | ||
| Category | No. of Votes | |
| Promoter and Promoter Group | ||
| Public Insitutions | ||
| Public - Non Insitutions | ||
Resolution(6) | ||||||||
| Resolution required: (Ordinary / Special) | Ordinary | |||||||
| Whether promoter/promoter group are interested in the agenda/resolution? | No | |||||||
| Description of resolution considered | Appointment of Secretarial Auditor To consider and if thought fit, approve the appointment of Mr. Nitin Gupta, Practicing Company Secretary as Secretarial Auditor of the Company for a first term of five years and to pass with or without modification(s), the following resolution as an Ordinary Resolution: “RESOLVED THAT pursuant to the provisions of Section 204 and other applicable provisions, if any, of the Companies Act, 2013 read with rules framed thereunder and Securities and Exchange Board of India (Listing Obligations and Disclosures Requirements) Regulations, 2015 as amended from time to time (including any statutory modification(s)or amendment(s) thereto or re-enactment(s) thereof for the time being in force), consent of the members of the Company be and is hereby accorded, to appoint Mr. Nitin Gupta, Practicing Company Secretary (Membership No: F12404; C.P. No.: 14087 Peer review certificate no.: 2293/2022) as Secretarial Auditors of the Company to conduct secretarial audit for the first term of five consecutive years commencing from FY 2025-26 till FY 2029-30 on such remuneration and reimbursement of out of pocket expenses for the purpose of audit as may be approved by the Board of Directors of the Company. RESOLVED FURTHER THAT approval of the members be and is hereby accorded to the Board to avail or obtain from the Secretarial Auditors, such other services or certificates, reports, or opinions which the Secretarial Auditors may be eligible to provide or issue under the applicable laws, at a remuneration to be determined by the Audit committee/Board of Directors of the Company. RESOLVED FURTHER THAT the Board of Directors be and are hereby authorised to take all actions and do all such deeds, matters and things, as may be necessary, proper or desirable and to settle any question, difficulty or doubt that may arise in this regard.” | |||||||
| Category | Mode of voting | No. of shares held | No. of votes polled | % of Votes polled on outstanding shares | No. of votes – in favour | No. of votes – against | % of votes in favour on votes polled | % of Votes against on votes polled |
| (1) | (2) | (3)=[(2)/(1)]*100 | (4) | (5) | (6)=[(4)/(2)]*100 | (7)=[(5)/(2)]*100 | ||
| Promoter and Promoter Group | E-Voting | 3672396 | 3672396 | 100 | 3672396 | 0 | 100 | 0 |
| Poll | 0 | 0 | 0 | 0 | 0 | 0 | ||
| Postal Ballot (if applicable) | 0 | 0 | 0 | 0 | 0 | 0 | Total | 3672396 | 3672396 | 100 | 3672396 | 0 | 100 | 0 |
| Public- Institutions | E-Voting | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
| Poll | 0 | 0 | 0 | 0 | 0 | 0 | ||
| Postal Ballot (if applicable) | 0 | 0 | 0 | 0 | 0 | 0 | Total | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
| Public- Non Institutions | E-Voting | 11066129 | 8219811 | 74.279 | 8219543 | 268 | 99.9967 | 0.0033 |
| Poll | 0 | 0 | 0 | 0 | 0 | 0 | ||
| Postal Ballot (if applicable) | 0 | 0 | 0 | 0 | 0 | 0 | Total | 11066129 | 8219811 | 74.279 | 8219543 | 268 | 99.9967 | 0.0033 |
| Total | 14738525 | 11892207 | 80.6879 | 11891939 | 268 | 99.9977 | 0.0023 | |
| Whether resolution is Pass or Not. | Yes | |||||||
| Disclosure of notes on resolution | ||||||||
Details of Invalid Votes | ||
| Category | No. of Votes | |
| Promoter and Promoter Group | ||
| Public Insitutions | ||
| Public - Non Insitutions | ||