Jaykay Enterprises Shareholders Approve 13 Related Party Transactions

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

Jaykay Enterprises Limited

Meeting Details

The approval was sought through postal ballot by way of remote e-voting without a physical meeting. The record date (cut-off date) was fixed as Friday, April 17, 2026. The total number of shareholders on the record date was 86,675.

Proposed Resolutions and Implications

The postal ballot contained 13 ordinary resolutions all concerning material related party transactions for FY 2026-27:

1. Material Related Party Transaction(s) with JK Phillips LLP

2. Material Related Party Transaction(s) with Allen Reinforced Plastics Limited (formerly Allen Reinforced Plastics Private Limited)

3. Material Related Party Transaction(s) with Neumesh Labs Private Limited

4. Material Related Party Transaction(s) between Allen Reinforced Plastics Limited and JK Phillips LLP

5. Material Related Party Transaction(s) between Allen Reinforced Plastics Limited and JK Defence & Aerospace Limited

6. Material Related Party Transaction(s) between Allen Reinforced Plastics Limited and JK Digital & Advance Systems Private Limited

7. Material Related Party Transaction(s) between JK Phillips LLP and JK Digital & Advance Systems Private Limited

8. Material Related Party Transaction(s) between JK Phillips LLP and JK Defence & Aerospace Limited

9. Material Related Party Transaction(s) between JK Phillips LLP and Neumesh Labs Private Limited

10. Material Related Party Transaction(s) between Neumesh Labs Private Limited and Allen Reinforced Plastics Limited

11. Material Related Party Transaction(s) between Neumesh Labs Private Limited and JK Digital & Advance Systems Private Limited

12. Material Related Party Transaction(s) between JK Technosoft Limited and JK Tech US Inc (formerly Proserve Consulting Inc)

13. Material Related Party Transaction(s) between JK Technosoft Limited and JK Tech UK Limited

All resolutions were ordinary resolutions requiring simple majority. The promoter/promoter group was not interested in any of the agendas/resolutions.

Voting Process and Methods

The voting was conducted exclusively through remote e-voting on the platform provided by Central Depository Services (India) Limited (CDSL) at www.evotingindia.com. The e-voting period remained open from Friday, April 24, 2026 at 9:00 AM (IST) to Saturday, May 23, 2026 at 5:00 PM (IST).

No physical ballot forms were dispatched or received by the company in view of relaxations given by Ministry of Corporate Affairs and SEBI. The company dispatched the postal ballot notice through emails only to members whose email IDs were registered.

Key Voting Outcomes

Overall Participation:

• Total shares outstanding: 130,287,066
• Total votes polled: Approximately 5.7 million shares (4.38% of outstanding shares)
• Promoter and Promoter Group: 84,935,387 shares (0% participation)
• Public Institutions: 233,291 shares (0.46% participation with 1,076 votes)
• Public Non-Institutions: 45,118,388 shares (12.65% participation with ~5.7 million votes)

Resolution-wise Results:

All 13 resolutions were passed with requisite majority. The average approval rate from public shareholders was 99.85%, with opposition ranging between 0.15-0.15%.

Category-wise Voting Pattern:

The promoter and promoter group, holding 84,935,387 shares, did not participate in the voting process. Public institutions showed 100% approval across all resolutions. Public non-institutions showed consistent approval rates of 99.84-99.85% with minor opposition of 0.15-0.16%.

Invalid Votes:

• Promoter and Promoter Group: 4,891,105 invalid votes
• Public Institutions: 0 invalid votes
• Public Non-Institutions: 54,216 invalid votes

Scrutinizer's Role and Findings

Varuna Mittal, Proprietor of M/s. Varuna Mittal & Associates, Company Secretaries, was appointed as Scrutinizer to scrutinize the postal ballot process. Key findings from the scrutinizer's report:

• The e-voting process was monitored through the scrutinizer's secured link provided by CDSL
• Votes were unblocked on May 24, 2026 in the presence of two independent witnesses
• Electronic records related to e-voting were maintained under safe custody
• Votes were reconciled with records maintained by the RTA (Alankit Assignments Limited)
• The scrutinizer confirmed that all resolutions passed with requisite majority

Compliance with Laws and Regulations

The company confirmed compliance with:

• Section 110 of the Companies Act, 2013
• Rule 22 of the Companies (Management & Administration) Rules, 2014
• Regulation 44(3) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015
• MCA Circulars including General Circular Nos. 14/2020, 3/2022, 11/2022, 09/2024 and 03/2025
• Newspaper advertisements were published in Business Standard (English) and Aaj (Hindi, Kanpur edition) on April 24, 2026

Additional Information

The voting results and scrutinizer's report were uploaded on the company's website (www.jaykayenterprises.com) and CDSL's website (www.evotingindia.com). The company did not receive any physical ballot forms and only e-voting was considered for the results.