Key Resolutions for Shareholder Approval

Item No. 1: Appointment of Independent Director

  • Resolution Type: Special Resolution
  • Proposal: Appointment of Ms. Shuchi Pandya (DIN: 02048492) as a Non-Executive Independent Director
  • Term: 5 consecutive years from November 06, 2026, to November 05, 2031 (both days inclusive)
  • Current Status: Appointed as an Additional Director pursuant to Section 161(1) of the Companies Act, 2013, effective November 06, 2026
  • Remuneration: Entitled to sitting fees for Board and Committee meetings and reimbursement of expenses as per company policy

Item No. 2: ESOP Grant Exceeding 1% of Issued Capital

  • Resolution Type: Special Resolution
  • Proposal: Grant of Employee Stock Options under Kaya Employee Stock Option Plan 2021
  • Employee Details: Mr. Saurav Jha, Chief Business Transformation Officer
  • Number of Options: 480,000 options
  • Rationale: To incentivize performance, retain key talent, and align employee interests with long-term company objectives

Voting Details

  • Cut-off Date: Wednesday, November 04, 2026 - Members registered as of this date are entitled to vote
  • Voting Method: Remote e-voting only (no physical voting or proxy voting)
  • Voting Period: Monday, November 09, 2026, at 9:00 AM IST to Tuesday, December 08, 2026, at 5:00 PM IST
  • Result Announcement: Within two working days from the end of remote e-voting
  • Scrutinizer: Mr. Sitansh Magia (Membership No.: A15169), Partner of M/s Magia Halwai & Associates, Practicing Company Secretaries

Director Profile Information (Ms. Shuchi Pandya)

  • Age: 43 years
  • Qualifications: Bachelor of Science in Economics from NYU Stern School of Business; MBA from The Wharton School, University of Pennsylvania
  • Experience: 19+ years in fashion and lifestyle sectors
  • Current Role: Principal at Fireside Ventures
  • Previous: Founder of Pipa.Bella (acquired by Nykaa in 2021); Senior leadership at Nykaa Fashion
  • Expertise: Corporate strategy, brand building, retail and e-commerce, business management
  • Directorships: Cuminco Kitchenware Private Limited, Byondnxt Smart Home Private Limited, Aaryak Jewellery Private Limited
  • Shareholding in Kaya: 0 shares
  • Declaration Submitted: DIR-2 (consent), DIR-8 (disqualification check), Independence declaration, MBP-1 (interest disclosure), IICA databank registration

Document Availability

The notice is available on the company website (www.kaya.in), NSDL website (www.nsdl.co.in), and stock exchange websites (BSE and NSE).