AGM Details

The 35th Annual General Meeting of Kross Limited will be held on Wednesday, September 16, 2026 at 11:00 A.M. (IST) through Video Conferencing/Other Audio-Visual Means without physical presence of members, in compliance with MCA Circular No. 3/2025 dated September 22, 2025.

Ordinary Business

Item 1: Adoption of Audited Standalone Financial Statements

  • To consider and adopt the Audited Standalone Financial Statements for the year ended March 31, 2026
  • Includes reports of the Board of Directors and Auditors
  • Proposed as an Ordinary Resolution

Item 2: Re-appointment of Mr. Sumeet Rai (DIN: 02304257)

  • Director who retires by rotation and offers himself for re-appointment
  • Mechanical engineer graduate from University of Michigan
  • Date of first appointment: April 1, 2008
  • Date of birth: August 8, 1988 (Age: 38)
  • Son of Sudhir Rai (Chairman and Managing Director), brother of Kunal Rai (Whole Time Director Finance and CFO)
  • Proposed as an Ordinary Resolution under Section 152 of Companies Act, 2013

Special Business

Item 3: Ratification of Remuneration to Cost Auditors for FY 2026-27

  • Appointment of M/s. Sohan Lal Jalan and Associates, Cost Accountants (Firm Registration No. 000521)
  • Remuneration: INR 70,000/- plus applicable taxes and out-of-pocket expenses at actuals
  • Approved by Board of Directors on recommendation of Audit Committee on May 12, 2026
  • Proposed as an Ordinary Resolution pursuant to Section 148(3) of Companies Act, 2013

Item 4: Re-appointment of Mr. Sanjiv Paul (DIN: 00086974) as Independent Director

  • For second term of 3 years from October 26, 2026 to October 25, 2029
  • Current term expires October 26, 2026
  • Former Vice President at Tata Steel and Managing Director at Tata Metaliks
  • Bachelor's Degree in Science from Regional Institute of Technology, Ranchi University
  • Completed General Management Program at European Centre for Continuing Education
  • Chairperson of Audit Committee and Stakeholders Relationship Committee at Kross Limited
  • Proposed as a Special Resolution

Item 5: Re-appointment of Mr. Gurvinder Singh Ahuja (DIN: 08132223) as Independent Director

  • For second term of 3 years from October 26, 2026 to October 25, 2029
  • Current term expires October 26, 2026
  • Chartered Accountant, previously Plant Finance Head at Tata Motors Limited (Jamshedpur & Pune)
  • Former Chief Financial Officer at TML Drivelines Limited (Tata Group company)
  • Member of Audit Committee, Nomination and Remuneration Committee, and Risk Management Committee
  • Proposed as a Special Resolution

Item 6: Re-appointment of Ms. Deepa Verma (DIN: 10359047) as Independent Director

  • For second term of 3 years from October 26, 2026 to October 25, 2029
  • Current term expires October 26, 2026
  • Former Chief Human Resource Business Partner at Tata Steel
  • Bachelor's Degree in Commerce from University of Poona
  • Post Graduate in Personnel Management & Industrial Relations from XLRI - Xavier School of Management
  • Chairperson of Nomination and Remuneration Committee, Member of CSR Committee and Risk Management Committee
  • Proposed as a Special Resolution

Item 7: Appointment of Mr. Sharat Chandra Kumar (DIN: 10223173) as Independent Director

  • For first term of 3 years from July 24, 2026 to July 23, 2029
  • Appointed as Additional Director (Independent) effective July 24, 2026
  • Electrical Engineer from BIT Mesra with over 35 years of leadership experience at Tata Steel
  • Expertise in maintenance, project execution, design, and strategic sourcing
  • Spearheaded major capacity expansion projects including blast furnaces, coke ovens, and environment initiatives
  • Proposed as a Special Resolution

Voting and Meeting Procedures

Cut-off Date

September 9, 2026 - Members holding equity shares as of this date are eligible to attend and vote

Remote E-voting Period

September 13, 2026 (9:00 AM) to September 15, 2026 (5:00 PM) through NSDL e-voting platform

E-voting at AGM

Members who have not voted remotely may vote during the AGM through e-voting facility

Scrutinizer Appointment

Mr. Sital Prasad Swain, Practising Company Secretaries (Membership No. F6338, COP No. 6814) appointed as Scrutinizer

Document Availability

  • AGM Notice and Annual Report available on company website: https://www.krosslimited.com/agm-annual-report
  • Also available on BSE (www.bseindia.com), NSE (www.nseindia.com), and NSDL (https://www.evoting.nsdl.com) websites
  • Hard copies available upon request

Director Qualifications and Experience

All proposed independent directors have submitted declarations confirming:

  • Meeting independence criteria under Section 149(6) of Companies Act, 2013
  • Compliance with Regulation 16(1)(b) of SEBI Listing Regulations
  • Registration with data bank of Independent Directors maintained by Indian Institute of Corporate Affairs
  • No disqualifications under Section 164 of Companies Act, 2013
  • Not debarred from holding director office by SEBI or any other authority

Board Recommendations

The Board of Directors recommends all resolutions for approval by shareholders. The interested directors abstained from discussions and voting on matters concerning their respective appointments.