Notice of Postal Ballot - Disclosure under Regulation 30 of the SEBI ( Listing Obligations and Disclosure Requirements) Regulations,2015 ("SEBI Listing Regulations ")
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DSM Fresh Foods (ZappFresh) has sent a postal ballot notice seeking shareholder approval for two special resolutions. The first resolution asks members to reallocate Rs 1,000 lakhs of unutilized IPO proceeds — Rs 500 lakhs from Capital Expenditure and Rs 500 lakhs from Marketing — toward inorganic growth, acquisitions, and general corporate purposes, primarily to fund an acquisition in the ready-to-eat and ready-to-cook food segment. The company raised Rs 5,906.40 lakhs in its FY25 IPO and has used about 52% (Rs 2,774 lakhs) so far, leaving Rs 2,511 lakhs unutilized. The second resolution seeks to expand the main object clause of the company's MOA to include food manufacturing, processing, freezing, packaging, R&D, and allied food business activities. Voting runs from January 8, 2026 to February 6, 2026 via CDSL e-voting, with results by February 10, 2026.
The reallocation signals a strategic pivot from building new capacity and brand spend toward acquisitions, which could accelerate growth but carries execution and integration risk. This resolution requires more than 90% shareholder approval, and dissenting shareholders may be offered an exit. Investors should weigh the planned RTE/RTC acquisition against the reduced spend on capex and marketing, while the MOA expansion gives the company broader room to diversify.