Meeting Details
The 32nd Annual General Meeting will be held on Tuesday, September 29, 2026 at 12:00 PM IST through Video Conferencing/Other Audio Visual Means (VC/OAVM). The deemed venue is the Registered Office at 666/12, Anna Aluminium Building, Kizhakkambalam, Aluva, Ernakulam, Kerala - 683562.
Agenda Items
Ordinary Business
1. To receive, consider and adopt the Audited Standalone Financial Statements for FY ended March 31, 2026, with Reports of Board of Directors and Auditors.
2. To appoint a Director in place of Mr. Dony Dominic (DIN: 03588411) who retires by rotation and offers himself for reappointment.
Special Business
3. Continuation of Mr. K L V Narayanan as Managing Director - Special Resolution to approve continuation beyond age 70. He was appointed for 5 years from November 30, 2022 (term valid until September 30, 2027). Attained age 69 on April 2, 2026 and will attain 70 on April 2, 2027. To continue on same terms and remuneration as revised at AGM on September 29, 2025 (upper limit of ₹20,00,000 per annum).
4. Material Related Party Transaction with Kitex Limited - Ordinary Resolution to approve transactions up to ₹150 crore annually for FY 2026-27. Represents 447.86% of company's annual consolidated turnover.
5. Material Related Party Transaction with Kitex Garments Limited - Ordinary Resolution to approve transactions up to ₹100 crore annually for FY 2026-27. Represents 298.70% of company's annual consolidated turnover.
6. Material Related Party Transaction with Anna Aluminium Private Limited - Ordinary Resolution to approve transactions up to ₹100 crore annually for FY 2026-27. Represents 298.70% of company's annual consolidated turnover.
7. Material Related Party Transaction with Anna Aluminium Company Private Limited - Ordinary Resolution to approve transactions up to ₹25 crore annually for FY 2026-27. Represents 74.68% of company's annual consolidated turnover.
Transaction Details
All proposed related party transactions involve purchase/sale/job work/marketing tie-up agreements for garments and textile items. Transactions will be:
- On arm's length basis
- In ordinary course of business
- Subject to Audit Committee approval
- Pricing determined based on market conditions, comparable transactions, quality, quantity and commercial factors
Voting Information
- Remote e-Voting period: September 26, 2026 (9:00 AM) to September 28, 2026 (5:00 PM)
- Cut-off date for voting rights: September 22, 2026
- EVSN (e-Voting Serial Number): 260903054
- Scrutinizer: Mr. Rakesh Dalvi, AVP, CDSL
- Related parties will not vote on RPT resolutions as per Regulation 23(4) of SEBI Listing Regulations
Director Information
- Mr. Dony Dominic (DIN: 03588411): Chartered Accountant, appointed October 30, 2017, age 57, holds no shares
- Mr. K L V Narayanan (DIN: 01273573): Graduate, appointed July 4, 2016, age 69, Managing Director, holds no shares
Additional Information
- Annual Report for FY 2025-26 circulated along with notice
- Explanatory Statement provided as per Section 102 of Companies Act, 2013
- No physical attendance permitted - only VC/OAVM participation
- Company website: www.scoobeedaygarments.com