Annual Secretarial Compliance Report for the year ended March 31, 2026
BELLACASA · price
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Bella Casa filed its annual secretarial compliance report for FY 2025-26, certified by Practicing CS M/s CSM & Co. The report reveals one compliance deviation: Mr. Surendra Singh Bhandari (aged over 75 years) was appointed as Non-Executive Director by the Board on July 14, 2025, before obtaining shareholders' approval by Special Resolution as required under Regulation 17(1A). Shareholders' approval was subsequently obtained at the AGM on September 16, 2025. Fines of Rs. 1,26,000 (BSE) and Rs. 1,20,000 (NSE) were imposed. The company sought waiver of penalties, which was rejected by NSE. Additionally, related party transactions were approved/ratified by the Audit Committee after execution rather than obtaining prior approval. All other compliance areas including secretarial standards, policies, website disclosures, director disqualifications, and insider trading norms were found satisfactory.
The company received regulatory fines totaling Rs. 2.46 lakh for appointing a director without prior shareholder approval. While the appointment was later ratified, the fine indicates procedural lapse in board governance. Related party transaction approvals being retrospective rather than prior is a minor governance concern.