KMEW Board Approves ₹500 Crore NCD Issuance, Stock Split

The Board of Directors considered and approved the following matters:

1. Approval of Board's Report

Approved Draft Board's Report along with its annexures for the financial year ended March 31, 2026.

2. 11th Annual General Meeting

Approved Draft Notice of 11th Annual General Meeting for the Financial Year ended March 31, 2026
AGM to be convened on Wednesday, September 30, 2026 through Video Conferencing/Other Audio Visual Means
Meeting to be held in compliance with applicable circulars issued by Ministry of Corporate Affairs and Securities and Exchange Board of India
Annual Report for FY 2025-26 and Notice of AGM will be sent to shareholders in due course

3. Approval for Issuance of Non-Convertible Debentures

Raising of funds by issuance of listed, secured and/or unsecured, rated, redeemable Non-Convertible Debentures
Issuance may be through private placement, public issue, or any other permissible mode
Aggregate amount: Up to ₹500 crores (Indian Rupees Five Hundred Crore only)
May be issued in one or more tranches
Subject to shareholder approval at general meeting and other statutory/regulatory approvals
Issuance will be within the overall approved borrowing limit of ₹1,200 Crores
Company obtained shareholder approval for borrowing limits on March 15, 2026 via postal ballot
Purpose of separate approval is to ensure necessary authorization and regulatory compliance for NCD issuance and listing

NCD Details (Annexure-A):

Type of securities: Non-convertible debentures
Type of issuance: Private placement/Public issue/Other permissible mode
Total amount: Up to ₹500 Crores
Listing: The Board has approved the raising of funds and will determine and finalize terms and conditions of issuance and allotment
Specific details regarding tenure, coupon/interest, payment schedule, charge/security, special rights, and redemption will be disclosed at the time of meeting convened for finalizing terms and conditions
No delay in payment of interest/principal or default history (Not Applicable)
No cancellation or termination of proposal (Not Applicable)

4. Approval for Alteration of Memorandum of Association

Board approved sub-division/split of equity shares from existing face value of ₹5/- each to ₹1/- each
Approved at Board meeting held on August 14, 2026
Subject to shareholder approval
Requires alteration of Capital Clause (Clause V) of Memorandum of Association
New proposed Clause V: "The Authorized Share Capital of the Company is Rs. 15,00,00,000/- (Rupees Fifteen Crores only) divided into 15,00,00,000 (Fifteen Crores) Equity Shares of Rs.1(One) each"
No amendments to Articles of Association (Not Applicable)
Details provided in compliance with SEBI Master Circular No. HO/49/14/14(7)2025-CFD-POD2/I/3762/2026 issued on July 11, 2023 and last updated on January 30, 2026