Key Resolutions for Shareholder Approval

Item No. 1: Change in Designation and Remuneration of Mr. Pranav Bhalara

  • Proposed Change: Change designation from "Executive Director" to "Whole-Time Director"
  • Tenure: Five years from May 23, 2026, to May 22, 2031
  • Remuneration Details:
  • Maximum annual remuneration: ₹2,00,00,000 (Rupees Two Crore Only)
  • Basic Salary: ₹3,75,000 (Rupees Three Lakh Seventy-Five Thousand) per month
  • Includes perquisites: House Rent Allowance, Medical Allowance, Education Allowance, Uniform Allowance, Management Allowance, Leave Encashment, Traveling Allowance, Health Insurance
  • Total remuneration (basic + perquisites) not to exceed ₹2 crore annually
  • Subject to revision every three financial years
  • Director Details:
  • DIN: 03299470
  • Category: Promoter
  • Current Shareholding: 5,000 equity shares
  • Qualification: Diploma in International Hotel Management with Events from Swiss Hotel Management School, Switzerland
  • Experience: Over two decades in Print Production Management, Product Development, Business Strategy and R&D Operations related to Flexible Packaging
  • Other Directorships: Balaji Multiflex Private Limited, Etone India Private Limited, B-Bake Foods Private Limited
  • FY 2025-26 Meeting Attendance: 2 out of 5 meetings
  • FY 2025-26 Remuneration: ₹60.00 Lakhs

Item No. 2: Change in Designation and Remuneration of Mr. Kishor Nanalal Doshi

  • Proposed Change: Change designation from "Executive Director" to "Whole-Time Director"
  • Tenure: Five years from May 23, 2026, to May 22, 2031
  • Remuneration Details:
  • Maximum annual remuneration: ₹2,00,00,000 (Rupees Two Crore Only)
  • Basic Salary: ₹3,75,000 (Rupees Three Lakh Seventy-Five Thousand) per month
  • Includes perquisites: House Rent Allowance, Medical Allowance, Education Allowance, Uniform Allowance, Management Allowance, Leave Encashment, Traveling Allowance, Health Insurance
  • Total remuneration (basic + perquisites) not to exceed ₹2 crore annually
  • Subject to revision every three financial years
  • Director Details:
  • DIN: 07846262
  • Category: Promoter
  • Current Shareholding: None
  • Qualification: LLB. (Special) from Bhavnagar University
  • Experience: 34 years as retired Deputy Labor Commissioner, Gujarat State, enforcing labor laws, promoting worker welfare, and resolving industrial disputes
  • Other Directorships: None
  • FY 2025-26 Meeting Attendance: 4 out of 5 meetings
  • FY 2025-26 Remuneration: ₹60.00 Lakhs

Item No. 3: Increase in Overall Managerial Remuneration Limit

  • Purpose: To increase/approve the overall limit of managerial remuneration to all Executive Directors
  • Proposed Limit: Not exceeding ₹2 crores annually for each Executive Director
  • Period: Three years commencing from April 1, 2026
  • Authority: Board of Directors/Nomination and Remuneration Committee authorized to increase/revise remuneration within this limit

Voting Mechanics and Schedule

  • Voting Method: Remote e-voting only (no physical ballot)
  • Service Provider: Central Depository Services (India) Limited (CDSL)
  • Record Date: Friday, May 29, 2026
  • Voting Period:
  • Commencement: June 6, 2026, at 9:00 AM IST
  • End: July 7, 2026, at 5:00 PM IST
  • Result Declaration: After scrutinizer submission within two working days of voting end
  • Deemed Passing Date: July 7, 2026
  • Scrutinizer: CS Janvi N Davda, Practicing Company Secretary (Membership No. F13895, COP No. 28288)

Financial Context

  • Company Performance (FY 2025-26):
  • Revenue from Operations: ₹8,838.00 lakh
  • Other Income: ₹287.18 lakh
  • Total Income: ₹9,125.18 lakh
  • Profit Before Exceptional Item and Tax: ₹1,218.23 lakh
  • Profit After Exceptional Item and Tax: ₹795.87 lakh
  • EPS: ₹12.94
  • Industry: Manufacturing of electronically engraved gravure cylinders, photopolymer plates, embossing rollers, ceramic rollers
  • Foreign Investments/Collaborations: None

Document Availability

  • Company Website: www.shilpgravures.com
  • CDSL Website: www.evotingindia.com
  • BSE Website: www.bseindia.com
  • Inspection: Available at registered office/corporate office during working hours (2:00 PM to 4:00 PM IST) until July 7, 2026