Board Meeting Details

The meeting commenced at 11:30 a.m. and concluded at 13:00 p.m. on November 06, 2026.

Key Outcomes Approved by Board

1. Financial Results Approval

  • Approved unaudited Standalone financial results for quarter and half year ended September 30, 2026
  • Limited review report issued by statutory auditors B S R & Co. LLP
  • Financial results being uploaded on company website www.kaya.in

2. Appointment of Additional Director

  • Appointed Ms. Shuchi Pandya (DIN: 02048492) as Additional Director designated as Non-Executive Independent Director
  • Effective from November 06, 2026
  • Term: 5 consecutive years from November 06, 2026 to November 05, 2031
  • Subject to approval of shareholders
  • Profile: Business leader and entrepreneur with 19 years experience in fashion and lifestyle sectors, founder of Pipa.Bella (acquired by Nykaa in 2021), currently Principal at Fireside Ventures
  • No relationship with any existing directors
  • Not debarred from holding director office

3. Grant of Employee Stock Options

  • Granted 4,80,000 Employee Stock Options to Mr. Saurav Jha under Kaya ESOP Scheme 2021
  • Exceeds 1% of issued share capital (excluding outstanding warrants and conversions)
  • Subject to approval of members of the Company

4. Notice of Postal Ballot

  • Approved proposal to conduct Postal Ballot for seeking member approval on matters at Point Nos. 2 and 3 (Director appointment and ESOP grant)
  • Notice dated November 06, 2026 to be issued in accordance with Companies Act, 2013 and SEBI Listing Regulations

5. Appointment of Scrutinizer

  • Appointed Mr. Sitansh Magia (Membership No.: A15169), Partner of M/s Magia Halwai & Associates, Practicing Company Secretaries as Scrutinizer
  • To scrutinize postal ballot process in fair and transparent manner

6. Reconstitution of Nomination & Remuneration Committee

  • Reconstituted Nomination & Remuneration Committee effective November 6, 2026

Financial Results Summary (Standalone)

Quarter Ended September 30, 2026 (Unaudited)

  • Revenue from operations: ₹65.02 crore
  • Other income: ₹0.94 crore
  • Total income: ₹65.97 crore
  • Total expenses: ₹78.51 crore
  • Loss before exceptional items and tax: ₹(12.54) crore
  • Loss before tax: ₹(12.54) crore
  • Tax expense: Nil
  • Loss for the period: ₹(12.54) crore
  • Other comprehensive loss: ₹(0.06) crore
  • Total comprehensive loss: ₹(12.60) crore
  • Basic EPS: ₹(8.26)
  • Diluted EPS: ₹(8.26)

Half Year Ended September 30, 2026 (Unaudited)

  • Revenue from operations: ₹125.16 crore
  • Other income: ₹2.08 crore
  • Total income: ₹127.24 crore
  • Total expenses: ₹154.96 crore
  • Loss before exceptional items and tax: ₹(27.72) crore
  • Loss before tax: ₹(27.72) crore
  • Tax expense: Nil
  • Loss for the period: ₹(27.72) crore
  • Other comprehensive loss: ₹(0.12) crore
  • Total comprehensive loss: ₹(27.84) crore
  • Basic EPS: ₹(18.25)
  • Diluted EPS: ₹(18.25)

Comparative Figures

  • Q2 September 2025: Loss of ₹(18.75) crore
  • H1 September 2025: Loss of ₹(32.82) crore
  • FY March 2026: Loss of ₹(96.13) crore

Balance Sheet Position (as at September 30, 2026)

  • Total assets: ₹260.82 crore (Previous: ₹277.91 crore as at March 31, 2026)
  • Share capital: ₹15.19 crore
  • Other equity: Negative ₹(188.95) crore
  • Total equity: Negative ₹(173.76) crore
  • Non-current liabilities: ₹270.80 crore
  • Current liabilities: ₹163.78 crore

Cash Flow Statement (H1 September 2026)

  • Net cash from operating activities: ₹22.79 crore
  • Net cash from investing activities: ₹7.39 crore
  • Net cash used in financing activities: ₹(29.66) crore
  • Net increase in cash: ₹0.52 crore
  • Cash and cash equivalents at close: ₹1.91 crore

Key Notes to Financial Results

Employee Stock Options

  • Balance at beginning of quarter: 5,26,308 options
  • Granted during quarter: 75,000 options
  • Forfeited/lapsed during quarter: 64,371 options
  • Outstanding at end of quarter: 5,36,937 options

Going Concern Assessment

  • Company has incurred losses in prior years and has negative net worth and working capital position
  • Management believes company will meet obligations based on financial support from promoter group and available funds
  • Prepared on going concern basis

EPFO Contingency

  • Provision of ₹2,406.12 lakhs made for EPFO liability relating to earlier years
  • Matter pending with EPFO after High Court instructions

Impairment

  • Recognized impairment loss of ₹1,176.58 lakhs on Cash Generating Unit during previous year based on Value in Use assessment

Auditor's Limited Review Report

  • B S R & Co. LLP issued unmodified limited review report
  • Review conducted in accordance with SRE 2410
  • Nothing came to attention that causes belief that statement contains material misstatement
  • Drew attention to Note 5 regarding going concern assumption

Additional Declaration

  • Statutory Auditors issued limited review report with unmodified opinion for quarter ended September 30, 2026
  • Declaration made pursuant to Regulation 33(3)(d) of SEBI LODR Regulations