Shareholders meeting

Date: September 03, 2026 To, To, BSE Limited National Stock Exchange of India Limited Phiroze Jeejeebhoy Towers, Exchange Plaza, Dalal Street, Bandra Kurla Complex, Mumbai- 400001 Bandra (E), Mumbai - 400 051 Scrip Code: 532967 Scrip ID: KIRIINDUS Dear Sir/Madam, Sub: Notice of 28th Annual General Meeting of the Company In Compliance with Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, we are pleased to inform you that the 28th Annual General Meeting (“AGM”) of the Company is scheduled to be held on Tuesday, September 29, 2026 at 11.00 A.M. through video conferencing (“VC”). Further, the Notice of the AGM alongwith the instructions for e-voting is being sent to all eligible shareholders through electronic mode. We are enclosing herewith Notice of 28th AGM of the Company and the same is also available on website of the Company i.e. www.kiriindustries.com. We request to kindly take the same on records. Thanking you, Yours faithfully, For Kiri Industries Limited Suresh Gondalia Company Secretary M. No. : F7306 Encl: As stated NOTICE NOTICE is hereby given that the 28th Annual 4. To issue warrants, convertible into equity General Meeting (“AGM”) of the members of KIRI shares on preferential basis to the Promoters INDUSTRIES LIMITED (“the Company”) will be held and Members of the Promoter Group of the Company. on Tuesday, September 29, 2026 at 11.00 A.M. through Video Conference (“VC”), to transact the To consider and if thought fit, to pass with or following businesses: without modification(s), the following resolution as a Special Resolution: ORDINARY BUSINESSES: “RESOLVED THAT pursuant to the provisions 1. To receive, consider and adopt the Audited of Sections 23(1)(b), 42, 62(1)(c) and other (Standalone and Consolidated) Financial applicable provisions, if any, of the Companies Statements for the year ended on March 31, Act, 2013 (the “Act”), the Companies (Prospectus 2026, together with the reports of the Directors’ and Allotment of Securities) Rules, 2014, the and Auditors’ thereon. Companies (Share Capital and Debentures) Rules, 2014 and other applicable rules made 2. To re-appoint a Director in place of thereunder, relevant provisions of the Securities Mr. Manish Kiri (DIN:00198284), who retires by and Exchange Board of India (Issue of Capital and rotation and being eligible, offers himself for Disclosure Requirements) Regulations, 2018 re-appointment. (the “SEBI ICDR Regulations”), the Securities SPECIAL BUSINESSES: and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 3. To ratify the remuneration of Cost Auditors of 2015 (the “SEBI Listing Regulations”), (including the Company for the FY 2026-27. any statutory modification(s) or re-enactment(s) To consider and if thought fit, to pass with thereof for the time being in force) and subject or without modification(s), the following to any other rules, regulations, guidelines, resolution as an Ordinary Resolution: notifications, circulars and clarifications issued thereunder from time to time by the “RESOLVED THAT pursuant to the provisions of Ministry of Corporate Affairs, the Securities Section 148 of the Companies Act, 2013 read and Exchange Board of India (“SEBI”) and/or with the Companies (Audit and Auditors) Rules, any other statutory or regulatory authorities, 2014 (including any statutory modification(s) including the BSE Limited and National Stock or re-enactment thereof for the time being Exchange of India Limited (collectively, the in force), consent of the members be and is “Stock Exchanges”) on which the equity hereby accorded for payment of remuneration shares of the Company having face value of of ` 2,50,000/- (Rupees Two Lakhs Fifty ` 10/- (Rupees Ten) each (“Equity Shares”) are Thousand Only) plus applicable tax and out listed (collectively, “Concerned Authorities”), of pocket expenses to M/s. V. H. Savaliya & from time to time to the extent applicable, Associates, Cost Accountants, who have been and subject to such approval(s), consent(s) and appointed by the Board of Directors of the permission(s) as may be necessary or required, Company (the “Board”) at its meeting held on from Concerned Authorities and subject to August 12, 2026, for audit of cost records for such terms, conditions and modifications as the Financial Year 2026-27 and the same be may be imposed or prescribed by any of them while granting such approvals, consents and and is hereby ratified and confirmed by the permissions, which may be agreed by the Board members of the Company. of Directors of the Company (the “Board”, which RESOLVED FURTHER THAT the Board of the term shall be deemed to mean and include Company be and is hereby authorized to do all one or more committee(s) constituted or to be acts, things, deeds and take all such steps as constituted by the Board to exercise its powers may be necessary, proper or expedient to give including the powers conferred by this resolution effect to this resolution.” and key managerial personnel of the Company) CORPORATE OVERVIEW STATUTORY REPORTS FINANCIAL STATEMENTS Annual Report 2025-26 and pursuant to the approval of the Board , the to INR 288,92,35,000/- (Rupees Two Hundred consent of the members of the Company be Eighty-Eight Crore Ninety-Two Lakh Thirty-Five and is hereby accorded to create, offer, issue Thousand Only), which may be converted or and allot on a preferential basis, in one or more exercised in one or more tranches during the tranches, up to 60,82,600 (Sixty Lakh Eighty- period commencing from the date of allotment two Thousand and Six Hundred) warrants, each of the Warrants until expiry of 18 (Eighteen) convertible into, or exchangeable for, 1 (one) months, to the following Promoters and Members fully paid-up equity share of the Company of of the Promoter Group (“Proposed Allottees/ face value of INR 10/- each (“Warrants”) at an Warrant Holders”), in such manner and on such issue price of INR 475/- (Rupees Four Hundred terms and conditions as set out herein and in and Seventy-Five Only) per Warrant, including the explanatory statement attached hereto and a premium of INR 465/- (Rupees Four Hundred as may be determined by the Act, Chapter V of and Sixty-Five Only) per Warrant, payable in the SEBI ICDR Regulations and other applicable cash (“Warrants Issue Price”), aggregating up laws (“the Preferential issue”). Sr. Name of Proposed Allottees/ Number of Warrants Category No. Warrant Holders proposed to be issued 1 Manishkumar P Kiri Promoter 20,27,600 2 Anupama Manishkumar Kiri Promoter Group 10,27,500 3 Hemil Manishkumar Kiri Promoter Group 30,27,500 Total 60,82,600 RESOLVED FURTHER THAT in terms of the the right attached to the Warrant(s) shall provisions of Chapter V of the SEBI ICDR be paid to the Company from the Bank Regulations, the “Relevant Date” for the account of the Warrant Holders; purpose of determination of the issue price iv. the Warrants shall be issued and allotted of the Warrants is Friday, August 28, 2026, by the Company in Dematerialized form the day preceding to the date i.e. August 30, within a period of 15 (fifteen) days from 2026, 30 days prior to the date of this Annual the date of passing of a Special Resolution General Meeting. by the Members of the Company, provided RESOLVED FURTHER THAT the Preferential that where the allotment of said Warrants issue of the Warrants and Equity Shares to be is pending on account of pendency of allotted upon exercise of rights attached to the any approval or permissions from any Warrant(s) shall be subject to the following terms Concerned Authorities, the allotment shall and conditions, apart from others as outlined in be completed within the period of 15 days the explanatory statement annexed hereto and from the date of receipt of last of such as prescribed under applicable laws: approval or within such further period/s i. the Warrant Holders shall, subject to the as may be prescribed or allowed by the SEBI IC [Showing first 8,000 characters — download PDF for full document]