AGM Agenda Items

Ordinary Business:

1. To receive, consider and adopt the Audited Financial Statements for the Financial Year ended March 31, 2026, together with Auditors' report and Board of Directors' report.

2. To appoint a Director in place of Mr. Sunil Gopikishan Biyani (DIN: 00006583), who retires by rotation and offers himself for re-appointment.

Special Business:

3. Approval for Material Related Party Transactions with Aadhar Retailing Limited - Ordinary Resolution seeking member consent for transactions aggregating to ₹4525 lakh during FY 2026-27 and up to the date of next AGM.

Detailed RPT Information

Transaction Details with Aadhar Retailing Limited (ARL):

  • Sale of Goods: Up to ₹3000 lakh (Karmik brand products)
  • Sale of Services: Up to ₹15 lakh
  • Purchase of Goods: Up to ₹1500 lakh (FMCG products)
  • Purchase of Services: Up to ₹10 lakh
  • Total Proposed: ₹4525 lakh

Commercial Rationale:

  • Sale transactions provide additional distribution channel for Company's Karmik brand products through ARL's established wholesale network
  • Purchase transactions enable efficient procurement of FMCG goods at competitive prices due to ARL's better economies of scale
  • Transactions are in ordinary course of business and proposed on arm's length basis

Historical Transaction Values:

FY 2025-26 Total: ₹2559.14 lakh

  • Sale of Goods: ₹1495.30 lakh
  • Sale of Services: ₹10.17 lakh
  • Sale of Capital Goods: ₹19.96 lakh
  • Purchase of Goods: ₹1032.07 lakh
  • Purchase of Services: ₹1.24 lakh
  • Purchase of Capital Goods: ₹0.40 lakh

Q1 FY 2026-27 (Apr-Jun 2026): ₹666.09 lakh

  • Sale of Goods: ₹267.24 lakh
  • Sale of Services: ₹2.54 lakh
  • Purchase of Goods: ₹396.11 lakh
  • Purchase of Services: ₹0.20 lakh

Financial Impact Assessment:

  • Value of proposed transactions as percentage of Company's FY26 consolidated turnover:
  • Sale of Goods: 70.89%
  • Sale of Services: 0.35%
  • Purchase of Goods: 35.45%
  • Purchase of Services: 0.24%
  • Value as percentage of ARL's FY26 consolidated turnover:
  • Sale of Goods: 7.53%
  • Sale of Services: 0.04%
  • Purchase of Goods: 3.76%
  • Purchase of Services: 0.03%

Director Re-appointment Details

Mr. Sunil Gopikishan Biyani (DIN: 00006583)

  • Date of Birth: 24th October, 1969
  • First Appointment: 27/05/2011
  • Qualifications: B.Com & Master's in Business Administration
  • Expertise: Textiles, retail sectors, building and construction, property transactions, project management
  • Remuneration: Only Director Sitting fees for Board and Committee meetings
  • Board Meeting Attendance (2025-26): 4 out of 4 meetings
  • Shareholding: Beneficial interest through family trusts holding 28.53% of company shares

Voting Arrangements

  • Remote e-voting period: September 24, 2026 (09:00 AM) to September 27, 2026 (05:00 PM)
  • Cut-off date for voting rights: September 21, 2026
  • E-voting agency: National Securities Depository Limited (NSDL)
  • Scrutinizer: Mr. Amit Samani, Proprietor of Amit Samani & Co., Company Secretary (C.P. No. 7966)

Document Availability

  • Notice available on company website: https://galaxycloudkitchens.in/Annual_Report.html
  • Integrated Annual Report sent electronically to members with registered email addresses
  • Physical copies available on request from Registered Office

Registered Office Details

Knowledge House, Shyam Nagar, Off. Jogeshwari – Vikhroli Link Road, Jogeshwari (East), Mumbai – 400060