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Binny Mills Ltd has called an Extraordinary General Meeting (EGM) on Thursday, May 22, 2025 at 12:00 noon via video conferencing, with remote e-voting open from May 19 to May 21, 2025. Shareholders will vote on four items: (1) appointment of Mr. Ashwath Naroth (DIN: 05343532) as Independent Director for a 5-year term from Feb 14, 2025 to Feb 13, 2030 via special resolution; (2) appointment of Mr. T. Yeswanth (DIN: 01236613) as Non-Executive Non-Independent Director via ordinary resolution; (3) approval under Sections 185 and 186 of the Companies Act to renew/grant a loan of up to Rs. 10 crore to TCP Limited at 10% per annum for 3 years, with Rs. 8.51 crore already outstanding; and (4) approval under SEBI Regulation 23 for the same as a material related-party transaction via special resolution. Directors V.R. Venkatachalam and T. Yeswanth serve on the board of TCP Limited, confirming the related-party nature of the loan.
Shareholders must approve both the formal board appointments and a Rs. 10 crore related-party loan to TCP Limited, where the company's own directors are interested. This represents meaningful capital deployment to an associated entity, and rejection of the special resolutions could block the lending and leave the board structure incomplete.