Shareholders meeting

Kaya Limited July 15, 2026 The Secretary The Manager BSE Limited National Stock Exchange of India Limited 1st Floor, Phiroze Jeejeebhoy Towers, Exchange Plaza, C/1, Block G, Bandra Kurla Dalal Street, Fort, Complex, Bandra (East), Mumbai 400 001 Mumbai 400 051 BSE Scrip Code: 539276 NSE Symbol: KAYA Subject: Notice of the 23rd Annual General Meeting (AGM”) and Annual Report for the financial year 2025-26 Dear Sir/Madam, We inform you that the 23rd AGM of the Company is scheduled to be held on Friday, August 7, 2026 at 09:30 A.M. IST through Video Conference/Other Audio Visual Means. Pursuant to Regulation 34 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, please find enclosed the Notice convening the 23rd AGM and the Annual Report for the financial year 2025-26, which are being sent through electronic mode to those Members whose e-mail addresses are registered with the Company/Registrar and Transfer Agent/Depositories on July 15, 2026. Further, a letter providing the web-link to access the Annual Report has been sent to those Members who have not registered their email addresses. For Kaya Limited, Brijesh Goyal Chief Financial Officer Encl: A/a Registered Office: Kaya Limited, Marks, 23/C, Mahal Industries Estate, Mahakali Caves Road, Near Paper Box Lane, Andheri (E), Mumbai 400 093. Tel.:91-22-66195000. Website: www.kaya.in CIN: L85190MH2003PLC139763 NOTICE KAYA LIMITED CIN: L85190MH2003PLC139763 Reg. Office: 23/C, Mahal Industrial Estate, Mahakali Caves Road, Near Paperbox Lane, Andheri (East), Mumbai – 400093.Tel: 022-6619 5000, Fax No. 022-6619 5050. Website: www.kaya.in Email: investorrelations@kayaindia.net NOTICE is hereby given that the 23rd Annual General Meeting of Kaya Limited (the “Company”) will be held on, Friday, August 7, 2026 at 09.30 a.m. IST through Video Conferencing/Other Audio-Visual Means to transact the following business: ORDINARY BUSINESS: 1. To receive, consider and adopt: a.) the Audited Standalone Financial Statements of the Company for the Financial Year ended March 31, 2026 together with the Reports of the Board of Directors and the Auditors thereon; and b.) the Audited Consolidated Financial Statements of the Company for the Financial Year ended March 31, 2026 and the Report of the Auditors thereon. 2. To appoint a Director in place of Mr. Rajendra Mariwala, Director (DIN: 00007246) who retires by rotation and being eligible seeks re-appointment. SPECIAL BUSINESS: 3. To approve the re-appointment of Ms. Vasuta Agarwal (DIN: 07480674) as an Independent Director of the Company To consider and, if thought fit, to pass the following resolution as a Special Resolution: “RESOLVED THAT pursuant to the provisions of Sections 149, 150 and 152 and other applicable provisions, if any, read along with Schedule IV to the Companies Act, 2013 (‘the Act’), the Companies (Appointment and Qualifications of Directors) Rules, 2014 (including any statutory modification(s) or re-enactment(s) thereof for the time being in force) and Regulation 17 and any other applicable provisions of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘SEBI Listing Regulations’), as amended from time to time, Ms. Vasuta Agarwal (DIN: 07480674) who was appointed by the Board of Director as Additional Director from August 3, 2026 till the ensuing Annual General Meeting and Directors recommended to re-appoint Ms. Vasuta Agarwal as an Independent Director of the Company for a term of five (5) consecutive years and who being eligible for re-appointment as an Independent Director has given her consent along with a declaration that She meets the criteria for independence under Section 149(6) of the Act and the Rules framed thereunder and Regulation 16(1)(b) of the SEBI Listing Regulations and in respect of whom the Company has received a Notice in writing from a Member under Section 160(1) of the Act proposing his candidature for the office of Director and based on the recommendation of the Nomination and Remuneration Committee and the Board of Directors of the Company, be and is hereby re-appointed as an Independent Director of the Company, not liable to retire by rotation, to hold office for a second term of five (5) consecutive years commencing from August 3, 2026 upto August 2, 2031 (both days inclusive).” By Order of the Board For Kaya Limited, Harsh Mariwala Chairman and Managing Director Date : July 15, 2026 Place: Mumbai Registered Office: 23/C, Mahal Industrial Estate, Mahakali Caves Road, Near Paperbox Lane, Andheri (East), Mumbai – 400093. NOTES: 1. Information required pursuant to Regulation 36(3) of the Securities Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI Listing Regulations”) read with the applicable provisions of Secretarial Standards-2, in respect of the Directors seeking re-appointment, is provided at the end of this Notice. 2. An Explanatory Statement pursuant to Section 102 of the Act, read with Listing Regulations, 2015, as applicable, setting out material facts concerning the business under Item No. 3 of the Notice is annexed hereto. 3. In accordance with the provisions of the Act, read with the Rules made thereunder and General Circular No. 03/2025 dated September 22, 2025, other Circulars issued by MCA from time to time, and Circular No. SEBI/HO/CFD/CFDPoD- 2/P/CIR/2024/133 dated October 3, 2024 issued by the Securities and Exchange Board of India (“SEBI”), and all other applicable circulars issued in this regard (“the Circulars”), companies are allowed to hold their Annual General Meeting (“AGM”) through Video Conference/Other Audio Visual Means (“VC / OAVM”) , without the physical presence of the Members at a common venue and the Circulars also provide certain relaxation form the compliance with certain provisions of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“Listing Regulations”). Hence, in compliance with the Circulars, the AGM of the Company is being held through VC / OAVM. Members of the Company are encouraged to attend and vote at the AGM through VC / OAVM. Members are requested to refer to below in the Notes for the key details regarding the AGM for ease of reference. 4. The Company has availed the services of The National Securities Depositories Limited (“NSDL”) for conducting the AGM through VC/OAVM and enabling participation of members at the meeting thereto and for providing services of remote e-voting and e-voting during the AGM. The procedure for participating in the meeting through VC/OAVM is explained at note no.16 below. 5. The AGM shall be deemed to be held at the Registered Office of the Company 23/C, Mahal Industrial Estate, Mahakali Caves Road, Near Paperbox Lane, Andheri (East), Mumbai – 400093, Maharashtra as prescribed under the abovementioned circulars. 6. Members attending the AGM through VC / OAVM shall be counted for the purpose of reckoning the quorum under Section 103 of the Act. 7. As the AGM shall be conducted through VC/ OAVM and physical attendance of Members has been dispensed with, the facility for appointment of Proxy by Members is not available for this AGM in accordance with Regulation 44(4) of SEBI Listing Regulations. Accordingly, proxy form and attendance slip including route map have not been annexed with this notice. 8. Non-individual Members (i.e., Institutional / Corporate Members) intending to participate through their Authorized Representatives are requested to send a scanned copy (in JPEG / PDF format) of a duly certified Board Resolution/ Authorization by the Board / other relevant authority of concerned non-individual member, authorizing their representative(s) to participate and vote on their behalf at the AGM (through e-voting), pursuant to Section 113 of the Act, to the Company’s Registrar and Share Transfer Agent at investor.helpdesk@in.mpms.mufg.com with a copy marked to evoting@nsdl.com. 9. 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