Meeting Logistics

The 35th AGM is scheduled for Monday, 21st September 2026, at 3:00 PM at the company's Registered Office at Gat No. 454/457, Village Borgaon, Tal./Dist. Satara - 415519, Maharashtra.

The company has provided a remote e-voting facility through Central Depository Services Limited (CDSL). The cut-off date for determining members entitled to vote is 14th September 2026. The e-voting window commences at 9:00 AM on 18th September 2026 and ends at 5:00 PM on 20th September 2026.

Ordinary Business

1. Adoption of Financial Statements: To consider and adopt the Standalone and Consolidated Audited Financial Statements for the year ended 31st March 2026, including the Reports of the Directors and Auditors thereon.

2. Appointment of Statutory Auditors: To appoint M/s. Ankush Shinde & Company, Chartered Accountants, Satara (Firm Regn. No. 187866), as the Statutory Auditors for a term of five consecutive years, from the conclusion of the 35th AGM until the conclusion of the 40th AGM in 2031. The audit will cover financial years 2026–27 to 2030–31. The Board of Directors and/or the Audit Committee are authorized to fix their remuneration, in addition to reimbursement of applicable taxes and actual out-of-pocket expenses.

Special Business

Item No. 4: Appointment of Mrs. Deepa Agarwal as Managing Director
  • Resolution Type: Special Resolution
  • Designation: Managing Director
  • Director Identification Number (DIN): 00452947
  • Tenure: Five years, effective from 12th August 2026 to 11th August 2031.
  • Remuneration: Initially, she has voluntarily offered to serve without any remuneration. The resolution provides liberty to the Board to decide on paying her remuneration in the future, subject to the provisions of the Companies Act, 2013 (Sections 197, 198, and Schedule V), especially if the company has no profits or inadequate profits in any financial year.
  • Justification: The appointment is based on the recommendation of the Nomination and Remuneration Committee. Mrs. Agarwal is stated to possess extensive experience in management, administration, and strategic planning.
  • Interest: Except Mrs. Deepa Agarwal and her relatives, no other directors or key managerial personnel are interested in this resolution.
Item No. 5: Appointment of Ms. Aarushi Chandra as Director (Non-Executive Non-Independent)
  • Resolution Type: Ordinary Resolution
  • Designation: Non-Executive, Non-Independent Director
  • Director Identification Number (DIN): 07274662
  • Initial Appointment: She was appointed as an Additional Director by the Board with effect from 28th May 2026.
  • Tenure: Liable to retire by rotation.
  • Qualifications: Architect with a bachelor's degree and international design studies experience.
  • Shareholding: Holds nil shares in the company.
  • Relationship: She is the daughter of Mrs. Deepa Agarwal (Managing Director).
  • Interest: Except Ms. Aarushi Chandra and her relatives, no other directors or key managerial personnel are interested in this resolution.
Item No. 6: Approval for Transfer of Immovable Property to Wholly Owned Subsidiary
  • Resolution Type: Special Resolution
  • Authority Sought: Pursuant to Section 180(1)(a) of the Companies Act, 2013, seeking member consent for the sale/disposal of a substantial part of the undertaking.
  • Asset Details: Immovable property (land) situated at Post Borgaon, Satara, admeasuring approximately 28,000 Sq. Mtr, adjoining the existing kraft paper division.
  • Counterparty: The company's wholly owned subsidiary, M/s. Kay Pulp and Paper Mills Private Limited.
  • Consideration: At book value or any other value decided by the Board of Directors.
  • Purpose/Justification: The transfer is for the subsidiary to develop and utilize the land for setting up a new manufacturing facility with an installed production capacity of 75,000 TPA (Tonnes Per Annum) of Kraft paper. The Board approved this transfer in its meeting on 12th August 2026. The transaction is described as an internal restructuring for business efficiency, transfer at book value (no gain/loss), and is justified for regulatory and tax compliance.
  • Interest: None of the Directors or Key Managerial Personnel, except to the extent of their shareholding in the company/subsidiary, are concerned or interested.
Item No. 7: Approval of Material Related Party Transactions Pertaining to Subsidiary
  • Resolution Type: Ordinary Resolution
  • Regulatory Reference: Pursuant to Regulation 23 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.
  • Transaction Details: Approval is sought for material related party transactions to be entered into by the company's subsidiary, Kay Pulp and Paper Mills Private Limited.
  • Related Party: Satara Engineering Project and Equipments Limited.
  • Nature of Relationship: Mrs. Deepa Agarwal (MD) has substantial holding and holds a directorship in Satara Engineering Project and Equipments Limited.
  • Transaction Nature: To purchase and install plant and machinery for establishing the new 75,000 TPA Kraft paper manufacturing facility.
  • Monetary Value: Not exceeding ₹50 Crores.
  • Tenure: Till the completion of the transaction.
  • Pricing: The transactions will be on an arm's length basis and in the ordinary course of business, supported by a valuation report from an independent valuer where necessary.
  • Voting Restriction: Mrs. Deepa Agarwal and her relatives will not vote on this resolution.
  • Approvals: The Audit Committee and Board of Directors approved these transactions in their meetings held on 12th August 2026.

Notes and Additional Information for Shareholders

  • Proxy: Members can appoint a proxy to attend and vote. Proxy forms must be deposited at the registered office 48 hours before the meeting.
  • E-voting: Detailed instructions for remote e-voting for both demat and physical shareholders are provided, including helpdesk contacts for CDSL (helpdesk.evoting@cdslindia.com, 1800 21 09911) and NSDL (evoting@nsdl.co.in, 022-48867000).
  • Scrutinizer: Neha Doshi & Co., Company Secretaries (companysecretaries1@gmail.com) will scrutinize the votes.
  • Results: Voting results will be placed on the company's website (www.kaypowerandpaper.com) and CDSL's website (www.evotingindia.com) and communicated to BSE.
  • Contact Information:
  • RTA: M/s MUFG Intime India Pvt. Ltd., C-101, 247 Park, 1st Floor, L.B.S. Marg, Vikhroli (W), Mumbai - 400083. Tel: 022 49186000. Email: rnt.helpdesk@linkintime.co.in.
  • Shareholding Pattern: Mrs. Deepa Agarwal holds 2,286,800 equity shares of the company.