Meeting Details

  • Date and Time: Saturday, September 26, 2026, at 12:00 Noon (IST)
  • Location: Held entirely through Video Conferencing (VC) / Other Audio Visual Means (OAVM)
  • Type of Meeting: 27th Annual General Meeting
  • Deemed Venue: The Registered Office of the Company at 302, 3rd Floor, Kanchenjunga Building, 18, Barakhamba Road, Connaught Place, New Delhi, India, 110001
  • Cut-off Date: Saturday, September 19, 2026, to determine member eligibility for voting

Summary of Proposed Resolutions and Implications

Ordinary Business

  • Item No. 1: To receive, consider, and adopt the Audited Financial Statements (including consolidated) for the Financial Year ended March 31, 2026, together with the Reports of the Board of Directors and the Auditors.
  • Item No. 2: To confirm and declare a Final Dividend at the rate of 15% of the face value, i.e., ₹0.75 (Rupees Zero and Seventy-Five Paise only) per Equity Share of ₹5/- each for FY 2025-26.
  • Item No. 3: To re-appoint Mr. Prithvi Pal Singh Haldea (DIN: 00001220), who retires by rotation.
  • Item No. 4: To re-appoint Mr. Upendra Kumar Sinha (DIN: 00010336), who retires by rotation.

Special Business

  • Item No. 5 (Ordinary Resolution): To appoint M/s Price Waterhouse Chartered Accountants LLP (Firm Registration No. 012754N/N500016) as Statutory Auditors for a term of five consecutive years, from the conclusion of the 27th AGM until the conclusion of the 32nd AGM. The proposed remuneration for FY 2026-27 is ₹40 Lakh (Rupees Forty Lakh only) plus applicable taxes and reimbursement of out-of-pocket expenses. This appointment follows the resignation of the previous auditor, M/s. Nangia & Co. LLP.
  • Item No. 6 (Special Resolution): To approve the continuation of Mr. Upendra Kumar Sinha (DIN: 00010336) as a Non-Executive Non-Independent Director beyond the age of seventy-five (75) years, which he will attain on March 02, 2027. This is required under Regulation 17(1A) of the SEBI LODR.

Voting Process and Methods

  • Remote E-voting: The facility for remote e-voting is provided through National Securities Depository Limited (NSDL). The remote e-voting period commences at 09:00 a.m. on September 23, 2026, and ends at 05:00 p.m. on September 25, 2026.
  • E-voting at the AGM: Members attending the AGM who have not cast their vote by remote e-voting are eligible to vote through the e-voting system during the meeting.
  • Physical Attendance: Not permitted. The meeting is conducted entirely through VC/OAVM, dispensing with the requirement of physical presence.
  • Proxy Appointment: The facility for appointing a proxy is not available for this virtual AGM. However, body corporate/institutional members can appoint authorized representatives pursuant to Section 113 of the Companies Act, 2013.

Scrutinizer's Role

Mr. Sanjay Doshi (Membership No. FCS F4171), a Practicing Company Secretary from M/s. Sanjay Doshi & Associates, has been appointed as the Scrutinizer to scrutinize the votes cast through the remote e-voting process and the e-voting system at the meeting in a fair and transparent manner.

  • The Scrutinizer shall submit his report to the Chairman of the Meeting within 2 Working days of the conclusion of the AGM.
  • The results, along with the Scrutinizer's report, will be placed on the company's website (www.gajacapital.com) and on the website of NSDL immediately after declaration. The results will also be forwarded to the National Stock Exchange (NSE) and BSE Limited.

Compliance with Laws and Regulations

The notice confirms compliance with:

  • The Companies Act, 2013, and its relevant rules (including Rule 20 of the Companies (Management & Administration) Rules, 2014).
  • SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (specifically Regulations 34, 36, and 44).
  • Secretarial Standard-2 (SS-2) on General Meetings.
  • Various MCA General Circulars and SEBI Circulars permitting and governing the holding of AGMs through VC/OAVM.

Other Relevant Financial and Procedural Information

  • Dividend Details: The dividend, if declared, will be paid to members on the register as of September 19, 2026. Payment will be made electronically to members who have updated their bank details. TDS will be applicable as per the Income Tax Act.
  • Document Availability: The Notice and Annual Report are being sent electronically. They are also available on the company's website (www.gajacapital.com) and the websites of the stock exchanges (BSE and NSE).
  • Shareholding: Securities can only be transferred in dematerialized form effective April 1, 2020.
  • Director Details: An annexure provides detailed profiles of the directors seeking re-appointment, including their qualifications, experience, shareholding, and other directorships.
  • VC/OAVM Instructions: Detailed technical instructions are provided for members to join the meeting and participate. Speaker registration for asking questions is open from September 21, 2026 (9.00 a.m. IST) to September 25, 2026 (5.00 p.m. IST).