Meeting Details

The 34th Annual General Meeting of Dhabriya Polywood Limited will be held on Wednesday, September 30, 2026, at 11:00 A.M. IST through Video Conferencing (VC)/Other Audio-Visual Means (OAVM). The deemed venue is the Registered Office of the Company at B-9 D(1), Malviya Industrial Area, Jaipur - 302017, India.

Ordinary Business Agenda

1. Adoption of Financial Statements

To consider and adopt:

  • The audited standalone financial statements for FY ended March 31, 2026, with reports of Directors and Auditors
  • The audited consolidated financial statements for FY ended March 31, 2026, with report of Auditors

2. Declaration of Final Dividend

To declare a Final Dividend at the rate of ₹0.70 (Rupees Seventy Paisa only) per Equity Share of ₹10 each fully paid up for the financial year ended March 31, 2026, as recommended by the Board.

3. Reappointment of Director

To appoint Shri Mahendra Karnawat (DIN: 00519876) as a Whole-time Director, who retires by rotation and being eligible, offers himself for reappointment.

Special Business Agenda

4. Ratification of Cost Auditor Remuneration

To ratify remuneration of ₹40,000/- (plus applicable taxes and reimbursement of out-of-pocket expenses) payable to M/s Gaurav Jain & Associates, Cost Accountants (Firm Registration Number: 004160), for conducting the audit of cost records for FY 2026-27.

5. Revision in Remuneration of Chairman & Managing Director

To approve revision in maximum remuneration payable to Shri Digvijay Dhabriya (DIN: 00519946), Chairman & Managing Director, with effect from May 01, 2026, for a period of three years up to April 30, 2029, to ₹10,00,000/- (Rupees Ten Lakhs only) per month. Other terms remain unchanged.

This resolution also seeks consent for continuance of payment of remuneration exceeding 5% of net profits as calculated under section 198 of the Act, in compliance with Regulation 17(6)(e) of SEBI LODR.

6. Revision in Remuneration of Whole-Time Director

To approve revision in maximum remuneration payable to Shri Mahendra Karnawat (DIN: 00519876), Whole-Time Director, with effect from May 01, 2026, for a period of three years up to April 30, 2029, to ₹2,00,000/- (Rupees Two Lakhs only) per month. Other terms remain unchanged.

7. Revision in Remuneration of Whole-Time Director

To approve revision in maximum remuneration payable to Smt. Anita Dhabriya (DIN: 00359317), Whole-Time Director, with effect from May 01, 2026, for a period of three years up to April 30, 2029, to ₹2,00,000/- (Rupees Two Lakhs only) per month. Other terms remain unchanged.

This resolution also seeks consent for continuance of payment of remuneration exceeding 5% of net profits as calculated under section 198 of the Act, in compliance with Regulation 17(6)(e) of SEBI LODR.

Dividend Details

  • Final Dividend: ₹0.70 per equity share of ₹10 each (7%)
  • Record Date: Wednesday, September 23, 2026
  • Payment: To be made within 30 days from declaration to shareholders on record as of September 23, 2026
  • TDS: Applicable as per Income Tax Act, 2025; 20% higher rate if PAN not registered
  • Register of Members and Share Transfer Books will remain closed from September 24, 2026 to September 30, 2026 (both days inclusive)

Voting Arrangements

  • Remote e-voting period: Sunday, September 27, 2026 (09:00 AM) to Tuesday, September 29, 2026 (05:00 PM)
  • Cut-off date for determining voting rights: Wednesday, September 23, 2026
  • CDSL is providing facility for remote e-voting and e-voting during AGM
  • Scrutinizer: CS Manish Sancheti, Practicing Company Secretary (M. No. FCS 7972 & C.P. No. 8997), Partner of M/s. CSM & Co.
  • Results will be published on company website (www.polywood.org) and CDSL website (www.evotingindia.com) within two working days from conclusion of AGM

Financial Performance Context (From Explanatory Statement)

The explanatory statement provides financial performance indicators for context to remuneration proposals:

| Particulars | 2025-26 (₹ in Lakhs) | 2024-25 (₹ in Lakhs) | 2023-24 (₹ in Lakhs) |

| Paid up Capital | 1082.42 | 1082.42 | 1082.42 |

| Reserve & Surplus | 5844.11 | 4480.99 | 3764.21 |

| Gross Revenue | 14784.48 | 13025.50 | 11276.40 |

| Profit before tax | 1873.56 | 1025.10 | 678.77 |

| Tax expenses | 452.89 | 260.12 | 177.65 |

| Profit after tax | 1420.67 | 764.99 | 501.12 |

Past Remuneration Details (FY 2025-26)

  • Shri Digvijay Dhabriya: ₹84.00 Lakhs
  • Shri Mahendra Karnawat: ₹14.40 Lakhs
  • Smt. Anita Dhabriya: ₹18.60 Lakhs

Shareholding of Interested Parties

  • Shri Digvijay Dhabriya holds 6,492,238 equity shares
  • Smt. Anita Dhabriya holds 470,226 equity shares
  • Shri Mahendra Karnawat holds no shares

Other Material Information

  • The company has not transferred any funds to IEPF during FY 2025-26
  • No foreign investments or collaborations in the last three financial years
  • Nature of industry: Manufacturers & Suppliers of Extruded uPVC/PVC Profiles, Sheets, Moldings & uPVC Windows & Doors
  • Commercial production commenced in 1995
  • The notice is being sent electronically in compliance with MCA Circular No.03/2025 and SEBI Master Circular dated January 30, 2026