Peshwa Wheat’s three promoter-directors hold 74.88 lakh shares

Peshwa Wheat Limited disclosed that its three related promoter-directors held a combined 74.88 lakh equity shares as of the Red Herring Prospectus date. Peshwa Wheat’s Chairman and Managing Director, Whole-Time Director and Non-Executive Director held all shares reported for the six-member board, while its three independent directors each reported nil holdings.

Who are Peshwa Wheat’s promoter-directors and how many shares do they hold?

Peshwa Wheat’s three related promoter-directors held 74.88 lakh equity shares, representing all director shareholdings disclosed in the prospectus. Rahat Ali Saiyed, Chairman and Managing Director, held 24.50 lakh shares; Sadaf Saiyed, Whole-Time Director, held 29.00 lakh shares; and Shehnaj, Non-Executive Director, held 21.38 lakh shares.

The prospectus identifies Rahat as Sadaf’s spouse and Sadaf as Shehnaj’s daughter. All three are promoters, while independent directors Aditya Sharma, Ruchika Gupta and Shiksha Sharma each held nil shares. Peshwa Wheat reported 115 equity shareholders as of the prospectus date, placing the three related directors’ disclosed holdings within a wider shareholder base.

How are the related directors’ responsibilities divided at Peshwa Wheat?

Peshwa Wheat assigns business strategy and several central functions to Rahat, while Sadaf oversees production-facing work. Rahat was redesignated from Non-Executive Director to Chairman and Managing Director on January 1, 2024, for a five-year term. His profile assigns him responsibility for purchase, sales, marketing, finance, accounting and compliance, and records more than seven years of agriculture and food-industry experience.

Sadaf became Whole-Time Director on January 1, 2024, also for five years, after joining the board on December 26, 2023. Her stated responsibilities cover production, packaging and dispatch, and she resigned as chief financial officer on June 15, 2024. Shehnaj has served as Non-Executive Director from December 26, 2023 and is not liable to retire by rotation.

The disclosed structure combines management roles with share ownership for Rahat and Sadaf, while Shehnaj has both a promoter holding and a continuing non-executive board position. The two executive directors and Shehnaj together account for the 74.88 lakh shares reported as held by directors.

What independent oversight does Peshwa Wheat report?

Peshwa Wheat reports three independent directors on its six-member board, numerically matching the three related promoter-directors. Aditya, Ruchika and Shiksha were each appointed for five years effective March 10, 2025, and the prospectus records nil equity shareholding for each of them.

Peshwa Wheat has constituted an Audit Committee, Stakeholders Relationship Committee, Nomination and Remuneration Committee, and Corporate Social Responsibility Committee. The Audit Committee was reconstituted on March 19, 2025, with Aditya as chairman, Shiksha and Ruchika as members, and Shehnaj as a member.

The Audit Committee’s stated remit includes reviewing financial statements, related-party transactions, internal financial controls, risk-management systems and the use of issue proceeds. Peshwa Wheat states that specified Securities and Exchange Board of India (SEBI) Listing Regulations were not applicable before listing under Chapter IX of the SEBI Issue of Capital and Disclosure Requirements Regulations, 2018, but that those regulations will apply upon listing.

What remuneration and borrowing authority does Peshwa Wheat disclose?

Peshwa Wheat disclosed Rs 18 lakh of remuneration for financial year (FY) 2025-26 for Rahat and Rs 18 lakh for Sadaf, alongside a board borrowing authority of Rs 200 crore. Rahat’s table permits benefits of up to Rs 18 lakh annually, while Sadaf’s table permits a bonus of up to Rs 18 lakh annually; both tables state nil commission.

The three independent directors are entitled to a sitting fee of Rs 4,000 for each board or committee meeting, capped at Rs 1 lakh annually per director. The fee entitlement was approved at a board meeting on February 15, 2025, and Peshwa Wheat states that no contingent or deferred director compensation was payable outside disclosed remuneration.

A July 23, 2024 special resolution authorised the board to borrow up to Rs 200 crore in outstanding principal at any time, subject to the stated Companies Act, 2013 provisions. Peshwa Wheat also disclosed no default or rescheduling of current lender borrowings and no conversion of outstanding loans into equity shares.

How has Peshwa Wheat’s board changed since 2024?

Peshwa Wheat’s board changed through the January 2024 redesignation of its two executive promoters and the March 2025 appointment of three current independent directors. Rahat and Sadaf changed from Non-Executive Directors to Chairman and Managing Director and Whole-Time Director, respectively, on January 1, 2024.

The company was incorporated on December 26, 2023 after conversion of partnership firm M/s Peshwa Wheat into a public limited company. The current independent directors were appointed on March 10, 2025 after board appointments made on February 15, 2025, subject to shareholder approval.

Peshwa Wheat also recorded the May 26, 2025 resignations of independent directors Vijay M Thakkar and Nikunj M Kanabar, citing pre-occupations, and Sandeep Dubey’s June 9, 2025 resignation for other professional commitments. The current six-member board is within the Articles of Association range of three to 15 directors.

Conclusion

Peshwa Wheat’s disclosed governance structure places 74.88 lakh director-held shares with three related promoters, while Rahat and Sadaf hold the company’s executive leadership positions and Shehnaj holds a non-executive board role. The three independent directors provide equal board-seat representation but reported no shareholdings at the prospectus date.

The next disclosed governance developments to watch are the application of SEBI Listing Regulations upon listing and the Audit Committee’s review of related-party transactions, financial reporting and issue-proceeds use. Peshwa Wheat also states that any future discretionary director bonus would be decided by the Nomination and Remuneration Committee or board within the applicable Companies Act limits.