Date: 25 May 2026

Board Meeting Outcomes

The Board of Directors of Stove Kraft Limited, at its meeting held on 25 May 2026 (commencing at 5:45 PM and concluding at 6:15 PM), granted its in-principle approval for two key strategic initiatives:

  • Incorporation of a Wholly Owned Subsidiary (WOS) in China, subject to necessary approvals.
  • Entering into a Joint Venture Agreement with a company in China, subject to necessary approvals.

Wholly-Owned Subsidiary Details (Annexure A)

1. Entity Details:

  • The proposed name is Stove Kraft Guangzhou Import Export Limited (subject to regulatory approval in China).
  • The WOS will be incorporated in the People's Republic of China.
  • The final name and date of incorporation will be communicated post-incorporation.

2. Ownership Structure:

  • Stove Kraft Limited will hold 100% of the shareholding.
  • The WOS will become a related party of Stove Kraft Limited upon incorporation.

3. Business & Industry:

  • The WOS will be engaged in the trading of goods required by Stove Kraft Limited from time to time.

4. Regulatory Approvals Required:

  • Approval from the Reserve Bank of India (RBI).
  • Compliance with the Foreign Exchange Management Act, 1999 (FEMA) and its rules.
  • Adherence to applicable laws of the People's Republic of China.

5. Consideration & Shareholding:

  • The subscription of shares will be via cash consideration.
  • Stove Kraft will pay cash to subscribe to 100% of the shares.
  • Shareholding will be 100%.

Joint Venture Details (Annexure B)

1. Parties to the Agreement:

  • Stovekraft Guangzhou Import Export Limited (the proposed WOS).
  • Ningbo Wochi New Materials Co., Ltd. (an established company in China).

2. Purpose of the JV:

  • To manufacture triply sheets/circles for use in cookware and other required products.

3. Shareholding Structure:

  • The Joint Venture Company will have a 50:50 shareholding between the two parties.

4. Significant Terms of the Agreement:

  • Right to Appoint Directors: Both JV partners have the authority to appoint or change their nominees on the JV's board.
  • First Right of Subscription: Both shareholders have the first right to subscribe to new shares in equal proportion.
  • Change in Capital Structure: Any change requires joint approval from both shareholders.

5. Related Party Status:

  • Ningbo Wochi New Materials Co., Ltd. is not related to Stove Kraft's promoters/promoter group/group companies.

6. Related Party Transaction:

  • Transactions with the WOS (a related party) will be undertaken on an arm's length basis.

7. Share Issuance Details:

  • Details regarding issue price and class of shares will be communicated in due course.

8. Other Disclosures:

  • The WOS shall have the authority to appoint or change its nominee on the JV Company's board.

Other Operational / Legal / Strategic Disclosures

The disclosure is made pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, and SEBI Circular No. HO/49/14/14(7)2025-CFD-POD2/I/3762/2026 dated 30 January 2026.