Shareholders meeting

September 07, 2026 BSE Limited National Stock Exchange Of India Limited P.J. Towers, Exchange Plaza, C-1, Block G, Dalal Street, Fort, Bandra Kurla Complex, Mumbai-400001 Bandra (E), Mumbai – 400 051 Scrip Code: 500418 NSE Symbol: TOKYOPLAST Dear Sir/Madam, Sub: Notice of the 33rd Annual General Meeting (‘AGM’) and Annual Report for the financial year 2025–26 This is further to the disclosure dated September 05, 2026. Pursuant to Regulation 34(1) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘SEBI Listing Regulations’), please find enclosed herewith the Annual Report of the Company for the financial year 2025–26, along with the Notice of the 33rd Annual General Meeting (AGM) of the Company, scheduled to be held on Wednesday, September 30, 2026, at 12:30 p.m. (IST) through Video Conferencing ('VC') / Other Audio Visual Means ('OAVM'). The Notice of the AGM along with the Annual Report for FY 2025–26 is being sent through electronic mode to those Members whose email addresses are registered with the Company / Depository Participant(s) (‘DPs’) / MUFG Intime India Private Limited, Registrar and Share Transfer Agent. Further, in accordance with Regulation 36(1)(b) of the SEBI Listing Regulations, a physical communication containing the web-link and Quick Response (QR) code for accessing the Notice of the AGM and Annual Report for FY 2025–26 has been dispatched to those Members whose email addresses are not registered. The Annual Report including Notice is also uploaded on the Company’s website at: https://tokyoplastint.in/annual-report/. This is for your information and records. Thanking you, For Tokyo Plast International Limited Haresh Shah Director DIN: 00008339 TOKYO PLAST INTERNATIONAL LIMITED 33rd ANNUAL REPORT 2025 - 2026 CIN: L25209DD1992PLC009784 BOARD OF DIRECTORS Shri Velji L. Shah – Chairman & Managing Director Shri Haresh V. Shah Shri Viraj Devang Vora Smt. Kinnari Sunny Charla Smt. Jinali Modi Shri. Priyaj Haresh Shah AUDITORS U B G & Company, Chartered Accountants BANKERS IndusInd Bank Ltd REGISTERED OFFICE Plot No.363/1 (1,2,3), Shree Ganesh Industrial Estate Kachigaum Road, Daman - 396210 (U.T.) REGISTRAR AND TRANSFER AGENT MUFG Intime India Private Limited (Formerly Link Intime India Private Limited) C-101, Embassy 247, L.B.S. Marg, Vikhroli (West), Mumbai – 400 083. THIRTY THIRD ANNUAL GENERAL CONTENTS MEETING CONTENTS Director’s Report ………..…………………………...…...…......….18 Secretarial Audit Report ……..…………………..………...….....33 30th September, 2026 Management Discussion & Analysis ….................….....…….45 Time: 12:30 p.m. Venue: Through Video Conferencing and Standalone Financials Auditor's Report ..............................68 other audio/visual means. Standalone Financials ………………………........……...….…….82 Consolidated Financials Auditor's Report.......................124 Consolidated Financials..........................................................135 NOTICE Notice is hereby given that the Thirty Third Annual General Meeting of the Shareholders of Tokyo Plast International Limited (CIN -L25209DD1992PLC009784) will be held on Wednesday, 30th September, 2026 at 12:30 P.M. through Video Conferencing (“VC”) / Other Audio-Visual Means (“OAVM”) to transact the following business: Ordinary Business: 1. To receive, consider and adopt: (I) the Audited Standalone Financial Statement for the year ended 31 March, 2026 and the Report of the Board of Directors and Auditors thereon. (ii) the Audited Consolidated Financial Statement for the year ended 31 March, 2026 and the Report of the Auditors thereon. 2. To appoint Mr. Priyaj Haresh Shah Director (DIN: 08828464), who retires by rotation and being eligible, offers himself for re-appointment as a Director of the Company. Special Business: 3. Approval of Remuneration Payable to Mr. Haresh Velji Shah To consider and, if thought (cid:976)it, to pass the following resolution as a Special Resolution: “RESOLVED THAT pursuant to the provisions of Sections 197, 198, and other applicable provisions, if any, of the Companies Act, 2013, read with Schedule V thereto and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, and Regulation 17(6)(e) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (including any statutory modi(cid:976)ication(s) or re-enactment thereof for the time being in force), the approval of the Members of the Company be and is hereby accorded for the payment of remuneration to Mr. Haresh Velji Shah (DIN: 00008339), Whole-Time Director and Chief Financial Of(cid:976)icer, amounting to ₹36,00,000/- (Rupees Thirty-Six Lakhs only) per annum for a period of 3 (three) years commencing from April 1, 2026, to March 31, 2029. RESOLVED FURTHER THAT in the event of loss or inadequacy of pro(cid:976)its in any (cid:976)inancial year during the aforesaid period of 3 (three) years, the aforesaid remuneration shall be paid as minimum remuneration to Mr. Haresh Velji Shah, subject to the limits and conditions prescribed under Schedule V of the Companies Act, 2013. RESOLVED FURTHER THAT the Board of Directors of the Company be and is hereby authorized to do all such acts, deeds, matters, and things as may be considered necessary, desirable, or expedient to give effect to this resolution.” 4. Approval of Remuneration Payable to Mr. Priyaj Haresh Shah To consider and, if thought (cid:976)it, to pass the following resolution as a Special Resolution: “RESOLVED THAT pursuant to the provisions of Sections 197, 198, and other applicable provisions, if any, of the Companies Act, 2013, read with Schedule V thereto and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, and Regulation 17(6)(e) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (including any statutory modi(cid:976)ication(s) or re-enactment thereof for the time being in force), the approval of the Members of the Company be TOKYO PLAST INTERNATIONAL LIMITED | ANNUAL REPORT 2025 - 2026 01 and is hereby accorded for the payment of remuneration to Mr. Priyaj Haresh Shah (DIN: 08828464), Whole-Time Director, amounting to ₹36,00,000/- (Rupees Thirty-Six Lakhs only) per annum for a period of 3 (three) years commencing from April 1, 2026, to March 31, 2029. RESOLVED FURTHER THAT in the event of loss or inadequacy of pro(cid:976)its in any (cid:976)inancial year during the aforesaid period of 3 (three) years, the aforesaid remuneration shall be paid as minimum remuneration to Mr. Priyaj Haresh Shah, subject to the limits and conditions prescribed under Schedule V of the Companies Act, 2013. RESOLVED FURTHER THAT the Board of Directors of the Company be and is hereby authorized to do all such acts, deeds, matters, and things as may be considered necessary, desirable, or expedient to give effect to this resolution.” 5. Rati(cid:976)ication of Remuneration of Mr. Dharmil H. Shah for holding an Of(cid:976)ice or Place of Pro(cid:976)it To consider and, if thought (cid:976)it, to pass the following resolution as an Ordinary Resolution: “RESOLVED THAT pursuant to the provisions of Section 188(1)(f) and other applicable provisions, if any, of the Companies Act, 2013, read with Rule 15(3)(b) of the Companies (Meetings of Board and its Powers) Rules, 2014, and Regulation 23 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (including any statutory modi(cid:976)ication(s) or re-enactment thereof for the time being in force), and based on the recommendation of the Audit Committee and the Nomination and Remuneration Committee, the rati(cid:976)ication of the Members of the Company be and is hereby accorded for the remuneration paid to Mr. Dharmil H. Shah, a related party (being a relative of the promoters/directors of the Company), for holding an of(cid:976)ice or place of pro(cid:976)it in the Company, amounting to ₹41,28,000/- (Rupees Forty-One Lakh [Showing first 8,000 characters — download PDF for full document]