AGM Schedule and Logistics

  • AGM Date and Time: Tuesday, 4th August 2026 at 12:30 PM IST
  • Mode: Conducted through Video Conferencing (VC) / Other Audio Visual Means (OAVM) facility
  • Deemed Venue: Registered Office at E-69, EPIP, Sitapura Industrial Area, Jaipur-302022, Rajasthan
  • Cut-off date for e-voting eligibility: Tuesday, 28th July 2026
  • E-voting period: Commences Friday, 31st July 2026 at 10:00 AM IST and ends Monday, 3rd August 2026 at 5:00 PM IST
  • Service Provider: KFin Technologies Limited (KFintech) appointed as Registrar & Share Transfer Agent (RTA) to conduct e-AGM and e-voting
  • VC Platform: Members can join via https://emeetings.kfintech.com using e-voting credentials
  • Quorum: Attendance of members participating through VC/OAVM shall be counted for quorum under Section 103 of the Companies Act, 2013
  • Proxy Facility: Not available for this virtual AGM

Business to be Transacted

Ordinary Business

1. Adoption of Standalone Financial Statements: Ordinary resolution to consider and adopt audited standalone financial statements for FY ended 31 March 2026, along with reports of Board of Directors and Auditors.

2. Adoption of Consolidated Financial Statements: Ordinary resolution to consider and adopt audited consolidated financial statements for FY ended 31 March 2026, along with Auditors' report.

3. Declaration of Dividend:

  • Ordinary resolution to declare a final dividend of ₹1.50 per equity share (75% of face value) for year ended 31 March 2026, as recommended by the Board.
  • Ordinary resolution to confirm three interim dividends paid during FY 2025-26, each of ₹1.50 per equity share (75% of face value):
  • 1st interim dividend: ₹1.50 per share
  • 2nd interim dividend: ₹1.50 per share
  • 3rd interim dividend: ₹1.50 per share
  • Total dividend for FY 2025-26: ₹6.00 per equity share (300% of face value)
  • Record date for final dividend: Friday, 26 June 2026
  • Payment timeline: Final dividend to be paid within 30 days from AGM date (by 3 September 2026) to members registered as on record date.

4. Re-appointment of Director: Ordinary resolution to re-appoint Mr. Harsh Bahadur (DIN: 00724826) as a Director liable to retire by rotation.

Director Information (Mr. Harsh Bahadur)

  • First appointment: 26th September 2015 as Non-Executive Independent Director
  • Current position: Non-Executive Non-Independent Director since 26th September 2022
  • Qualifications: MA in History from St. Stephen's College, Delhi University; MBA from Boston University, USA
  • Experience: 37 years in Retail, Branded FMCG, Music, Sportswear, Business services, and Jewellery industries
  • Previous roles: CEO of RPG Music International; MD of Metro India; President & CEO of Reliance Retail Initiative division; General Manager, Wholesale - India for Tesco
  • Current directorships: None in other public companies
  • Board meeting attendance: Attended 4 out of 4 meetings in FY 2025-26
  • Remuneration: ₹30 lakh (including sitting fees) during FY 2025-26
  • Shareholding: Holds no shares in the company

Dividend Distribution and Tax Compliance

  • Payment mode: Mandatory electronic payment through NEFT/NACH/RTGS or other approved digital systems
  • TDS applicability: Company will deduct tax at source on dividend payments as per Income Tax Act, 2025
  • TDS rates for residents:
  • 10% for members with valid PAN (subject to Aadhaar linkage)
  • 20% for members without PAN/valid PAN
  • No TDS if total dividend during tax year 2026-27 does not exceed ₹10,000 for resident individuals
  • TDS rates for non-residents: 20% (plus applicable surcharge and cess) or DTAA rates if more beneficial
  • Document submission deadline: Wednesday, 15 July 2026 for submitting PAN, TRC, Form 41, and other documents to claim lower/nil TDS
  • Unclaimed dividend: Dividends unclaimed for 7 years will be transferred to Investor Education and Protection Fund (IEPF)

Shareholder Services and Compliance

  • KYC requirements: Members must update PAN, contact details, bank account details, and specimen signatures with RTA/DPs
  • Physical share holders: Must complete KYC to receive dividend electronically; encouraged to dematerialize shares
  • Special window for physical securities: Open from 5 February 2026 to 4 February 2027 for transfer deeds and dematerialization of physical securities sold/purchased prior to 1 April 2019
  • e-Communication: Members encouraged to register email addresses to receive electronic communications
  • Senior citizen support: Dedicated helpline (1800 309 4006) and email (senior.citizen@kfintech.com) available

Voting Procedures

  • Remote e-voting: Available through NSDL/CDSL for demat holders or KFintech platform for physical holders and non-individual members
  • Voting during meeting: Members who haven't voted remotely can vote during AGM through integrated e-voting system
  • Vote precedence: If member votes both remotely and during meeting, remote vote prevails
  • Scrutinizer: Mr. Brij Kishore Sharma (B K Sharma & Associates) appointed to scrutinize e-voting process
  • Result declaration: Voting results to be declared on or before 6 August 2026 and posted on company website

Financial Impact

  • Dividend payout of ₹1.50 per share (final) subject to shareholder approval
  • Total dividend outflow for FY25-26 amounts to ₹6.00 per share including interim dividends
  • Director remuneration of ₹30 lakh for Mr. Harsh Bahadur for FY25-26