Event Details

The 41st Annual General Meeting of the members of Tainwala Chemicals and Plastics (India) Limited is scheduled to be held on Thursday, September 3, 2026, at 2:00 p.m. (IST) through Video Conferencing (VC)/ Other Audio Visual Means (OAVM). The registered office of the Company at Tainwala House, Road No. 18, M.I.D.C., Marol, Andheri (East), Mumbai - 400 093, is deemed to be the venue.

Business to be Transacted

ORDINARY BUSINESS

Item 1: To receive, consider and adopt the Audited Financial Statements of the Company for the Financial Year ended March 31, 2026 together with the Reports of the Board of Directors and Auditors thereon.

Item 2: To appoint a Director in place of Mr. Rakesh Dungarmal Tainwala (DIN: 00237671), who retires by rotation and, being eligible, offers himself for re-appointment.

  • Mr. Tainwala was appointed as a Non-Executive Non-Independent Director on August 8, 2022.
  • He holds 5,86,464 equity shares in the Company.
  • He attended 4 out of 4 board meetings in FY 2025-26.

Item 3: Appointment of Statutory Auditors

To appoint M/s. SDBA & Co., Chartered Accountants (FRN: 142004W), as Statutory Auditor of the Company in place of the retiring auditors, M/s. GMJ & Co, Chartered Accountants (FRN 103429W).

  • The proposed term is from the conclusion of this AGM until the conclusion of the 46th AGM.
  • Remuneration is to be mutually agreed upon between the auditors and the Board.
  • M/s. GMJ & Co. completed their maximum permissible two terms of five years each.
  • M/s. SDBA & Co. is a partnership firm formed in 2016, headquartered in Mumbai with a branch in Udaipur.
  • They have consented to their appointment and confirmed their eligibility under Sections 139 and 141 of the Companies Act, 2013.

SPECIAL BUSINESS

Item 4: Appointment of Mr. Alpesh Jagdishbhai Nayak as Independent Director

To appoint Mr. Alpesh Jagdishbhai Nayak (DIN: 11848319) as a Non-Executive Independent Director.

  • Proposed term: 5 consecutive years from September 3, 2026, to September 2, 2031.
  • He is a plastic engineer with experience in the plastic and stationery industry.
  • The appointment is based on the recommendation of the Nomination and Remuneration Committee (NRC) and Board approval from August 5, 2026.
  • He has provided a declaration of independence, consent (DIR-2), and a DIR-8 form confirming no disqualification.
  • He will be entitled to sitting fees as approved by the Board.

Item 5: Re-appointment of Mr. Ramesh Tainwala as Chairman & Managing Director

To re-appoint Mr. Ramesh Tainwala (DIN: 00234109) as the Chairman and Managing Director.

  • His current term ends on August 8, 2027. The proposed re-appointment is for a further 5 years, from August 9, 2027, to August 8, 2032.
  • He will serve in an unsalaried capacity without any remuneration.
  • He will attain the age of 70 on September 8, 2029. A separate resolution seeks approval for his continuation beyond this age for the remainder of his term, as required by Schedule V of the Companies Act, 2013.
  • He holds 29,31,961 equity shares in the Company.
  • He attended 4 out of 4 board meetings in FY 2025-26.

Item 6: Re-appointment of Mr. Devendra Saligram Anand as Independent Director

To re-appoint Mr. Devendra Saligram Anand (DIN: 09686031) as a Non-Executive Independent Director for a second term.

  • His first term began on August 8, 2022, and ends on August 7, 2027.
  • The proposed second term is for 5 years, from August 8, 2027, to August 7, 2032.
  • He has over 40 years of experience in the writing instruments industry.
  • He attended 4 out of 4 board meetings in FY 2025-26.
  • He will be entitled to sitting fees.

Item 7: Re-appointment of Mr. Uday Ramniklal Mehta as Independent Director

To re-appoint Mr. Uday Ramniklal Mehta (DIN: 00569577) as a Non-Executive Independent Director for a second term.

  • His first term began on August 8, 2022, and ends on August 7, 2027.
  • The proposed second term is for 5 years, from August 8, 2027, to August 7, 2032.
  • He has over four decades of experience in business management and commercial operations.
  • He attended 3 out of 4 board meetings in FY 2025-26.
  • He will be entitled to sitting fees.

Item 8: Approval of Material Related Party Transaction with Abhishri Packaging

To approve material related party transaction(s) with Abhishri Packaging Private Limited.

  • APPL is a related party as Directors Mr. Ramesh Tainwala and Mr. Rakesh Dungarmal Tainwala (and their relatives) are directors/members.
  • The nature of proposed transactions for FY 2026-27 includes Purchase and Sale of Goods and Services and Leasing of Property.
  • The aggregate value of transactions shall not exceed INR 5 Crores.
  • The transactions are stated to be in the ordinary course of business and at arm's length.
  • The value represents 28.03% of the company's annual consolidated turnover for the immediately preceding financial year.
  • The Audit Committee and Independent Directors have approved the transactions.
  • Related parties will be barred from voting on this resolution.

Item 9: Approval for Charitable Contributions

To contribute to bona fide and charitable funds in terms of section 181 of the Companies Act, 2013.

  • Seeks a general enabling authorization for the Board to make donations exceeding the limit of 5% of the average net profits of the preceding three financial years.
  • Specifically approves a contribution of INR 50,00,000 (Rupees Fifty Lakh) to Central Hindu Military Education Society, Nashik, for promoting girls' education in FY 2026-27.
  • The decision is based on the recommendation of the Audit Committee and Board approval from August 5, 2026.

Voting and Meeting Logistics

  • The AGM will be held virtually via VC/OAVM as permitted by MCA circulars.
  • The remote e-voting period commences on Monday, August 31, 2026, at 9:00 a.m. and ends on Wednesday, September 2, 2026, at 5:00 p.m.
  • The cut-off date for determining members entitled to vote is Friday, August 28, 2026.
  • Mr. Malay M. Shah (FCS 10867) is appointed as the Scrutinizer to scrutinize the e-voting process.
  • The company has engaged MUFG Intime India Private Limited as the authorized agency for facilitating remote e-voting and the meeting platform (InstaMeet).
  • Detailed instructions for shareholders to vote through NSDL, CDSL, or directly via MUFG Intime's InstaVote portal are provided for both demat and physical shareholders.
  • Members can join the meeting via the URL: https://instameet.in.mpms.mufg.com/.

Availability of Documents

The Notice of the AGM and the Annual Report for FY 2025-26 are available on the company's website (www.tainwala.in), the websites of BSE (www.bseindia.com) and NSE (www.nseindia.com), and on MUFG Intime's website (https://instavote.MUFG Intime.co.in).

Key Dates Summary

  • Record Date (Cut-off): August 28, 2026
  • Remote e-Voting Start: August 31, 2026 (9:00 AM)
  • Remote e-Voting End: September 2, 2026 (5:00 PM)
  • AGM Date: September 3, 2026 (2:00 PM)