Regulation 44 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015

Meeting Details

Date: Friday, September 25, 2026

Time: 04:00 P.M. IST

Location: Hotel Balaji, Central Sailana Road, Near Amrit Garden, Opposite GTB Academy School, Barbad Mandir, Ratlam - 457 001, Madhya Pradesh

Type: Annual General Meeting

Proposed Resolutions and Implications

Ordinary Businesses:

1. Adoption of Financial Statements: To receive, consider and adopt the Audited Financial Statements for the financial year ended March 31, 2026 together with reports of Board of Directors and Statutory Auditors.

2. Re-appointment by Rotation: To appoint Mr. Santosh Kataria (DIN: 02855068), Chairman and Managing Director, who retires by rotation and offers himself for re-appointment.

Special Businesses:

3. Re-appointment of Chairman & Managing Director: Special resolution to re-appoint Mr. Santosh Kataria (DIN: 02855068) as Chairman & Managing Director for 5 years from October 1, 2026, with remuneration up to ₹120 lakh per annum, with authorization to pay remuneration exceeding Schedule V limits in case of loss/inadequacy of profits.

4. Re-appointment of Whole-time Director: Special resolution to re-appoint Mr. Anil Kataria (DIN: 00092730) as Whole-time Director for 5 years from October 1, 2026, with remuneration up to ₹120 lakh per annum, with similar authorization for remuneration payment in loss scenarios.

5. Amendment to Articles of Association: Special resolution to insert new Article 165 allowing marking of specified securities as "Non-Transferable" when statutory lock-in requirements cannot be implemented in depository system due to existing pledges or encumbrances, ensuring compliance with SEBI ICDR Regulations.

Voting Process and Methods

Remote E-Voting Period: Tuesday, September 22, 2026 at 09:00 A.M. to Thursday, September 24, 2026 at 05:00 P.M.

Cut-off Date: Friday, September 18, 2026 (members recorded in Register of Members or Register of Beneficial Owners as on this date are entitled to vote)

Voting Methods:

  • Remote e-voting through NSDL services
  • Physical polling paper voting at AGM for those who haven't voted remotely

E-Voting Agency: National Securities Depository Limited (NSDL)

There are no physical shareholders in the company, and the Register of members and share transfer books will not be closed.

Scrutinizer Appointment

Scrutinizer: M/s. ALAP & Co. LLP, Practicing Company Secretaries (FRN: L2023GJ013900)

Scrutinizer Contact: Mr. Anand S Lavingia, Email: csanandlavingia@gmail.com, Tel: +91 79 3578 9144

Role: To scrutinize the remote e-voting process and voting at AGM in fair and transparent manner. The scrutinizer will prepare consolidated report within 48 hours of AGM conclusion.

Compliance Confirmation

The notice confirms compliance with:

  • Companies Act, 2013
  • SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015
  • Companies (Management and Administration) Rules, 2014
  • Secretarial Standard II on General Meetings issued by ICSI
  • SEBI Circular dated May 12, 2020 and January 15, 2021 regarding electronic communication

Financial Information (From Explanatory Statement)

Financial Year 2025-26 Performance:

  • Revenue from Operations: ₹4,06,512.83 lakh
  • Other Income: ₹519.80 lakh
  • Total Income: ₹4,07,032.64 lakh
  • Profit Before Tax: ₹28,269.89 lakh
  • Profit After Tax: ₹21,184.04 lakh

Financial Year 2024-25 Performance:

  • Revenue from Operations: ₹3,31,079.01 lakh
  • Other Income: ₹155.52 lakh
  • Total Income: ₹3,31,234.54 lakh
  • Profit Before Tax: ₹15,097.65 lakh
  • Profit After Tax: ₹11,269.55 lakh

Director Information

Mr. Santosh Kataria:

  • Current Remuneration: ₹60 lakh for FY 2025-26
  • Proposed Remuneration: Up to ₹120 lakh per annum
  • Shares Held: 807,330 equity shares as of March 31, 2026
  • Board Meetings Attended: 10 out of 12 in FY 2025-26

Mr. Anil Kataria:

  • Current Remuneration: ₹60 lakh for FY 2025-26
  • Proposed Remuneration: Up to ₹120 lakh per annum
  • Shares Held: 6,071,230 equity shares as of March 31, 2026
  • Board Meetings Attended: 11 out of 12 in FY 2025-26

Additional Information

  • The company is engaged in trading and manufacturing of Gold/Silver/Platinum studded jewellery
  • No foreign collaborations exist
  • NRI Shareholding: 20,850 equity shares as of March 31, 2026
  • FPI Shareholding: 72,547 equity shares as of March 31, 2026
  • All documents are available for inspection at registered office between 02:00 p.m. to 04:00 p.m. on working days
  • Results will be posted on company website (www.dpjewellers.com) and NSDL website after declaration