Meeting Details

  • Date: Tuesday, 29th September 2026
  • Time: Commenced at 10:30 a.m. IST and concluded at 11:20 a.m. IST
  • Location/Venue: Held through Video Conferencing (VC) / Other Audio-Visual Means (OAVM). The deemed venue was the Registered Office of the Company.
  • Type of Meeting: 46th Annual General Meeting

Proposed Resolutions and Implications

The following six resolutions, as set out in the AGM Notice dated 14th August 2026, were proposed for shareholder approval:

Ordinary Business:

  • Resolution 1: Adoption of the Audited Standalone Financial Statements for the financial year ended 31st March 2026, together with the Reports of the Board of Directors and the Auditors thereon.
  • Resolution 2: Adoption of the Audited Consolidated Financial Statements for the financial year ended 31st March 2026, together with the Report of the Auditors thereon.
  • Resolution 3: Re-appointment of Mr. Gautam Ghosh (DIN: 10371300), who retired by rotation.
  • Resolution 4: Re-appointment of Mr. Himanshu Kapoor (DIN: 07926807), who retired by rotation.

Special Business:

  • Resolution 5: Alteration of the Articles of Association by insertion of provisions relating to an Observer and a Nominee Director (new Articles 90A to 90E).
  • Resolution 6: Approval of the clarification to the objects of the preferential issue of equity shares and fully convertible warrants approved by Members at the Extraordinary General Meeting held on 5th May 2026.

Voting Process and Methods

The voting process was conducted in compliance with Section 108 of the Companies Act, 2013, Rule 20 of the Companies (Management and Administration) Rules, 2014, Regulation 44 of the SEBI LODR, and Secretarial Standard SS-2.

  • Methods Used: The facility for remote e-voting and e-voting during the AGM was provided through the platform of National Securities Depository Limited (NSDL).
  • Remote E-voting Period: Commenced at 9:00 a.m. IST on Saturday, 26th September 2026 and ended at 5:00 p.m. IST on Monday, 28th September 2026.
  • Voting at Meeting: Members attending the meeting who had not voted remotely could vote via the NSDL e-voting system during the meeting. The facility remained open for 15 minutes after the conclusion of the discussion.
  • Proxy Appointment: The facility for appointment of proxies was not applicable as the meeting was held through VC/OAVM.

Key Voting Outcomes and Scrutiniser

  • Scrutiniser: Mr. Amit Gupta (Membership No. F5478; C.P. No. 4682), Managing Partner of Amit Gupta & Associates, Practising Company Secretaries, was appointed to scrutinise the remote e-voting and e-voting during the meeting in a fair and transparent manner.
  • Publication of Results: The voting results, along with the consolidated report of the Scrutiniser, were to be submitted to the Stock Exchanges within two working days of the conclusion of the meeting. They were also to be placed on the company's website (www.pakka.com) and the NSDL website, and displayed at the Registered Office of the Company.
  • The document provided does not contain the specific vote counts, percentages, or category-wise participation breakdown. These details were to be disclosed separately.

Attendance and Quorum

  • Directors Present: Ten directors were present through VC from various locations.
  • Key Personnel in Attendance: Key Managerial Personnel, Statutory Auditors (CNK & Associates LLP), and the Scrutiniser (Amit Gupta & Associates) were present.
  • Member Attendance: 56 members attended the meeting through VC/OAVM.
  • Quorum: The requisite quorum was confirmed present as per Section 103 of the Companies Act, 2013. The total number of members as of the cut-off date (23rd September 2026) was 38,616.

Financial and Operational Highlights from Chairman's Address

The Chairman addressed members on key performance points:

  • FY26 Standalone Performance: Revenue from operations was Rs. 355.80 crore (previous year Rs. 406.04 crore). Net profit was Rs. 18.15 crore (previous year Rs. 56.70 crore).
  • Performance Drivers: Performance was affected by planned shutdowns for new facility integration, equipment breakdowns, delays in a major expansion project (Project Jagriti), and pressure on demand/realizations from increased imports.
  • Dividend: No dividend was recommended for FY 2025-26 to protect liquidity and fund planned projects.
  • CSR Expenditure: Rs. 2.35 crore was spent on CSR during the year.
  • Project Jagriti: The project was nearing completion with machinery delivered; commercial production commencement revised to January 2027.

Auditors' Reports and Compliance

Statutory Auditors (CNK & Associates LLP):

  • Standalone Financials: Unmodified opinion with an Emphasis of Matter regarding investment in a wholly-owned overseas subsidiary and a temporary pause in construction of a manufacturing facility in Guatemala.
  • Consolidated Financials – Qualified Opinion: Qualified opinion due to Capital Work-in-Progress (CWIP) of Rs. 3,197.81 lakh (Rs. 31.98 crore) recognized by Pakka Inc. (overseas subsidiary). Project activities were suspended due to non-arrangement of financing, creating uncertainty over project resumption and CWIP recoverability. The financial impact is not presently ascertainable.
  • Board's Explanation: The management does not envisage impairment as expenditure relates to engineering expected to be utilized on reactivation. Financing options are being evaluated.

Secretarial Auditors (Amit Gupta & Associates - Form MR-3):

Reported several delays:

  • 73-day delay in reviewing Pakka Inc.'s financials and approving consolidated results for FY ended 31st March 2025.
  • 150-day delay in submitting a related party transaction disclosure to NSE (submitted to BSE on time) and a 1-day delay in a subsequent disclosure.
  • Delays in reporting overseas investment and financial commitments (Form FC, Annual Performance Reports, FLA returns).
  • Observed that the company's compliance systems and processes require further strengthening.
  • Corrective Measures: Include stronger subsidiary reporting timelines, exchange-wise filing checks, assigned compliance responsibilities, and closer monitoring. NSE granted a waiver for the delayed related party transaction disclosure.

Shareholder Queries

Three speaker shareholders and one corporate member representative raised questions on:

  • Development of coated/flexible packaging products and improvement in realizations.
  • Strengthening the R&D team.
  • Initiatives to improve profitability and margins.
  • Status, revised timeline (Jan 2027), and cost control of Project Jagriti.
  • Utilization of raised capital, capacity expansion, and exports.
  • Raw material procurement and pricing.
  • Governance framework for the proposed Observer and Nominee Director.

Additional Information

  • Audio-visual recording of AGM: https://youtu.be/MkpZcZHAjcU
  • Video played at AGM: https://youtu.be/tPlRWAb6BAo
  • Company Website: www.pakka.com
  • Trading Symbol: PAKKA (NSE)