Meeting Details

  • Type of Meeting: 28th Annual General Meeting (AGM)
  • Date: September 29, 2026
  • Time: 11:00 AM to 12:20 PM
  • Location: Conducted through Video Conferencing (VC)
  • Record Date: September 22, 2026
  • Total Shareholders on Record Date: 42,188

Attendance Details

  • Promoters/Promoter Group attending through VC: 2 shareholders
  • Public shareholders attending through VC: 7 shareholders
  • Shareholders present in person or through proxy: 0 from both Promoter and Public categories

Voting Process and Methods

  • Remote e-voting period: September 26, 2026 (9:00 AM) to September 28, 2026 (5:00 PM)
  • E-voting during AGM: Provided to shareholders present through VC who had not voted remotely
  • Scrutinizer: Rajesh C. Tarpara, Partner of M/s. RTBR & Associates, Practicing Company Secretaries, Ahmedabad
  • Voting facility provider: Central Depository Services (India) Limited (CDSL)
  • Votes unblocked: September 29, 2026 after AGM conclusion in presence of witnesses Mr. Bhavesh Sachan and Ms. Aastha Rathi

Resolution Details and Voting Outcomes

Total Resolutions: 15

Resolution 1: Adoption of Financial Statements

  • Description: To receive, consider and adopt the Audited (Standalone and Consolidated) Financial Statements for year ended March 31, 2026 with reports of Directors and Auditors
  • Type: Ordinary Resolution
  • Total Votes Polled: 33,969,861 (52.1266% of outstanding shares)
  • Results:
  • Votes in Favor: 33,855,395 (99.663% of votes polled)
  • Votes Against: 114,466 (0.337% of votes polled)
  • Status: Passed

Resolution 2: Re-appointment of Director

  • Description: To re-appoint Mr. Manish Kiri (DIN:00198284) who retires by rotation
  • Type: Ordinary Resolution
  • Total Votes Polled: 33,966,471 (52.1214% of outstanding shares)
  • Results:
  • Votes in Favor: 33,352,972 (98.1938% of votes polled)
  • Votes Against: 613,499 (1.8062% of votes polled)
  • Status: Passed

Resolution 3: Ratification of Cost Auditors' Remuneration

  • Description: To ratify remuneration of Cost Auditors for FY 2026-27
  • Type: Ordinary Resolution
  • Total Votes Polled: 33,909,071 (52.0333% of outstanding shares)
  • Results:
  • Votes in Favor: 33,721,876 (99.448% of votes polled)
  • Votes Against: 187,195 (0.552% of votes polled)
  • Status: Passed

Resolution 4: Preferential Issue of Warrants

  • Description: To issue warrants convertible into equity shares on preferential basis to Promoters and Promoter Group members
  • Type: Special Resolution
  • Total Votes Polled: 34,173,333 (52.4388% of outstanding shares)
  • Results:
  • Votes in Favor: 33,131,501 (96.9513% of votes polled)
  • Votes Against: 1,041,832 (3.0487% of votes polled)
  • Status: Passed

Resolution 5: Increase in Borrowing Powers

  • Description: To approve increase in Borrowing Powers under Section 180(1)(c) of Companies Act, 2013
  • Type: Special Resolution
  • Total Votes Polled: 33,515,112 (51.4288% of outstanding shares)
  • Results:
  • Votes in Favor: 32,683,033 (97.5173% of votes polled)
  • Votes Against: 832,079 (2.4827% of votes polled)
  • Status: Passed

Resolution 6: Creation of Charge on Assets

  • Description: To approve creation of Pledge/Charge/Mortgage/Hypothecation/Assignment on Assets under Section 180(1)(a)
  • Type: Special Resolution
  • Total Votes Polled: 33,515,112 (51.4288% of outstanding shares)
  • Results:
  • Votes in Favor: 32,649,504 (97.4173% of votes polled)
  • Votes Against: 865,608 (2.5827% of votes polled)
  • Status: Passed

Resolution 7: Increase in Loans/Guarantees Limits under Section 185

  • Description: To approve increase in limits for giving loans, guarantee and providing security under Section 185
  • Type: Special Resolution
  • Total Votes Polled: 33,515,112 (51.4288% of outstanding shares)
  • Results:
  • Votes in Favor: 32,267,808 (96.2784% of votes polled)
  • Votes Against: 1,247,304 (3.7216% of votes polled)
  • Status: Passed

Resolution 8: Increase in Limits under Section 186

  • Description: To approve increase in limits for loans, guarantee, security and investment under Section 186
  • Type: Special Resolution
  • Total Votes Polled: 33,516,112 (51.4303% of outstanding shares)
  • Results:
  • Votes in Favor: 32,191,791 (96.0487% of votes polled)
  • Votes Against: 1,324,321 (3.9513% of votes polled)
  • Status: Passed

Related Party Transaction Resolutions (9-15)

All resolutions regarding material related party transactions were passed with votes from non-interested shareholders only (excluding 3,500,000 shares held by interested promoters):

Resolution 9: Investment in Indo Asia Copper Limited

  • Type: Ordinary Resolution
  • Total Votes Polled: 8,536,486 (excluding interested votes)
  • Results: 97.17% in favor

Resolution 10: Loans to Indo Asia Copper Limited

  • Type: Ordinary Resolution
  • Total Votes Polled: 8,536,511 (excluding interested votes)
  • Results: 94.48% in favor

Resolution 11: Investment in Kiri Infrastructure Private Limited

  • Type: Ordinary Resolution
  • Total Votes Polled: 8,530,366 (excluding interested votes)
  • Results: 91.94% in favor

Resolution 12: Loans to Kiri Infrastructure Private Limited

  • Type: Ordinary Resolution
  • Total Votes Polled: 8,530,366 (excluding interested votes)
  • Results: 91.36% in favor

Resolution 13: Investment in Kiri Infrastructure by Indo Asia Copper

  • Type: Ordinary Resolution
  • Total Votes Polled: 8,530,366 (excluding interested votes)
  • Results: 91.94% in favor

Resolution 14: Investment in Kiri Infrastructure by Indoasia Agrotech Fertilizers

  • Type: Ordinary Resolution
  • Total Votes Polled: 8,530,366 (excluding interested votes)
  • Results: 91.58% in favor

Resolution 15: Transactions with Lonsen Kiri Chemical Industries

  • Type: Ordinary Resolution
  • Total Votes Polled: 8,519,366 (excluding interested votes)
  • Results: 91.95% in favor

Category-wise Voting Participation

Total Outstanding Shares: 65,168,000

Promoter and Promoter Group:

  • Shares Held: 27,184,275
  • Votes Polled: 24,744,305 (91.0243% of category)
  • E-voting: 24,744,305

Public - Institutions:

  • Shares Held: 11,877,309
  • Votes Polled: 3,802,763 (32.017% of category)
  • E-voting: 3,802,763

Public - Non-Institutions:

  • Shares Held: 26,106,416
  • Votes Polled: 5,422,793 (20.7719% of category)
  • E-voting: 5,422,793

Invalid Votes

  • Promoter and Promoter Group: 0
  • Public Institutions: 0
  • Public Non-Institutions: 0

Scrutinizer's Role and Findings

Rajesh C. Tarpara was appointed as Scrutinizer to scrutinize the remote e-voting and e-voting during AGM. The scrutinizer confirmed:

  • Compliance with Companies Act 2013, SEBI LODR Regulations 2015, and ICSI Secretarial Standards
  • Electronic maintenance of voting records with shareholder particulars
  • No shares with differential voting rights in the company
  • Proper unblocking of votes after AGM conclusion in presence of independent witnesses
  • All voting records and papers remain in scrutinizer's safe custody until minutes are approved

Compliance Confirmation

The company confirmed compliance with:

  • SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015
  • Companies Act, 2013 and Rules thereunder
  • MCA Circulars including Circular No. 20/2020 dated May 05, 2020 and Circular No. 03/2025 dated September 22, 2025
  • SEBI Circular No. SEBI/HO/CFD/CFD-PoD-2/P/CIR/2024/133 dated October 03, 2024

Additional Information

  • CIN No.: L24231GJ1998PLC034094