Notice of 35th Annual General Meeting scheduled on Monday 21st September 2026.

KAY POWER AND PAPER LTD. (Formerly Kay Pulp and Paper Mills Ltd.) Regd. Office & Work : Gat No. 454/457, AJP. Borgaon, Tal./Dist. Satara - 415519. Mob. : 9763716651/7722034270., E-mail:kppistr@gmail.com Website : www.kaypowerandpaper.com CIN: L21099 MH1991 PLC061709 Ref. No. KPPL/ BSE/12/ 2026-27 Date - 25/08/2026 Department of Corporate Services, BSE Limited P. J. Towers, Dalal Street, Mumbai: 400001 Sub- Notice of 35 Annual General Meeting of the company _ Dear Sir, Please find the enclosed herewith, the Notice of the 35‘ Annual General Meeting of the Company scheduled on Monday, 21st September, 2026 at 3.00 p.m. at the “registered office of the company at Gat No. 454/457, Village Borgaon, Tal./Dist. Satara - 415 519, Maharashtra. ‘The Company has provided electronic voting (Remote e-voting) facility to the —e through the electronic voting platform of Central Depository Services Limited (CDSL). Members holding shares either in physical or demat mode as on the . cut-off date, i.e., September 14th, 2026, may cast their votes electronically on the businesses set out in the Notice of 35th Annual General Meeting. The e voting shall commence from 9.00 a.m. on September 18th, 2026, and shall end at 5.00 p.m. on September 20¢, 2026. You are requested to kindly take the same on your record. Yours faithfully - SA MOHITE (Company Secretary &\ Compliance Officer) Admn. Office : B-54, MIDC Area, Satara - 415 004. Ph. : (02162) 246153 E-mail:info@kaybouvet.com - 7 ze 35TH ANNUAL REPORT 2025-2026 NOTICE Meeting of the Company to be held in the calendar year 2031, to conduct the audit of NOTICE is hereby given that the 35th (Thirty the financial statements of the Company for Fifth) Annual General Meeting of the Members the financial years 2026–27 to 2030–31, at of KAY POWER AND PAPER LIMITED will be such remuneration as may be determined held at 3.00 p.m. on Monday, 21st September by the Board of Directors and/or the Audit 2026 at the Registered Office of the Company Committee of the Company, in addition to at Gat No. 454/457, Village Borgaon, Tal. /Dist. reimbursement of applicable taxes and Satara - 415519, Maharashtra, to transact the actual out-of-pocket expenses incurred in following business: connection with the audit of the accounts ORDINARY BUSINESS: of the Company. 1. To consider and adopt the Standalone RESOLVED FURTHER THAT the Board of Audited Financial Statements for the Directors of the Company and/or the Audit year ended 31st March 2026 including Committee be and are hereby authorized to the Reports of the Directors and Auditors do all such acts, deeds, matters and things thereon. as may be necessary, proper or expedient to give effect to this resolution." 2. To consider and adopt the Consolidated Audited Financial Statements for the year SPECIAL BUSINESS: ended 31st March 2026 including the Report Item No. 4: Appointment of Mrs. Deepa of the Auditors thereon. Agarwal (DIN:00452947) as Managing 3. To appoint M/s. Ankush Shinde & Company, Director of the Company Chartered Accountants, Satara, as the To consider and, if thought fit, to pass the Statutory Auditors of the Company for following resolution as special resolution: a term of five consecutive years and to authorize the Board of Directors and/or the "RESOLVED THAT pursuant to the provisions Audit Committee to fix their remuneration. of Sections 196, 197, 198, 203 and all other applicable provisions, if any, of the “RESOLVED THAT pursuant to the Companies Act, 2013, read with the Companies provisions of Sections 139, 142 and (Appointment and Remuneration of Managerial other applicable provisions, if any, of Personnel) Rules, 2014 and Schedule V to the the Companies Act, 2013 read with the Companies Act, 2013 (including any statutory Companies (Audit and Auditors) Rules, modification(s) or re-enactment thereof for 2014 (including any statutory modification(s) the time being in force) and Article 160 of the or re-enactment thereof for the time being in Articles of Association of the Company, and force), and based on the recommendation subject to such other approvals as may be of the Audit Committee and the Board of necessary, the approval of the members of Directors, M/s. Ankush Shinde & Company, the Company be and is hereby accorded for Chartered Accountants, Satara (M. the appointment of Mrs. Deepa Agarwal (DIN: No.187866), Chartered Accountants, Satara 00452947) as the Managing Director of the the Auditors, be and are hereby appointed Company for a period of five (5) years with as the Statutory Auditors of the Company effect from 12th August 2026, on such terms to hold office for a term of five consecutive and conditions as approved by the Board years, commencing from the conclusion of Directors, without any remuneration, as of the 35th Annual General Meeting until voluntarily offered by her, with liberty to the the conclusion of the 40th Annual General Board of Directors to make such alterations or KAY POWER AND PAPER LIMITED modifications to the terms and conditions of Item No. 5: Appointment of Ms. Aarushi her appointment as may be necessary, subject Chandra (DIN: 07274662) as a Director to the provisions of the Companies Act, 2013. (Non-Executive Non-Independent) of the Company: RESOLVED FURTHER THAT in the event that, during the tenure of Mrs. Deepa Agarwal To consider and, if thought fit, to approve the (DIN: 00452947) as the Managing Director, the appointment of Ms. Aarushi Chandra (DIN: Board of Directors decides to pay remuneration 07274662) as a Director (Non-Executive Non- to her and the Company has no profits or its Independent) of the Company and to pass, profits are inadequate in any financial year, with or without modification(s), the following the Company may pay such remuneration resolution as an Ordinary Resolution: as may be approved by the Board, subject to “RESOLVED THAT pursuant to the provisions the provisions of Sections 197 and 198 of the of Sections 152, 161 and other applicable Companies Act, 2013, read with Schedule V provisions, if any, of the Companies Act, 2013 thereto and such other approvals, if any, as (‘the Act’) (including any statutory modification may be required. or re-enactment thereof for the time being RESOLVED FURTHER THAT the Board of in force), the Companies (Appointment and Qualification of Directors) Rules, 2014 and Directors of the Company (which term shall be Articles of Association of the Company, as deemed to include any Committee thereof) be amended from time to time, Ms. Aarushi and is hereby authorised to alter, vary, revise or Chandra (DIN: 07274662), who was appointed modify the terms and conditions of appointment as an Additional Director of the Company, by and remuneration of Mrs. Deepa Agarwal, the Board of Directors of the Company (“the including salary, commission, allowances, Board”), based on the recommendation of the perquisites and other benefits, if any, from time Nomination and Remuneration Committee to time, within the limits prescribed under the with effect from May 28, 2026, and in respect Companies Act, 2013, Schedule V thereto and of whom the Company has received a notice other applicable provisions, and subject to such in writing under Section 160(1) of the Act from approvals as may be required. a member proposing her candidature for the RESOLVED FURTHER THAT the Board of office of Director, be and is hereby appointed Directors be and is hereby authorised to do all as a Director (Category: Non-Executive, Non- such acts, deeds, matters and things and to Independent Director) of the Company, liable execute all such documents, instruments and to retire by rotation. writings as may be necessary or expedient RESOLVED FURTHER THAT the Board for giving effect to this resolution, including (including its committee thereof) and/or delegating any of its powers to any Committee Company Secretary of the Company, be of the Board or any Director of the Company. and are hereby authorised to do all such RESOLVED FURTHER THAT any Dire [Showing first 8,000 characters — download PDF for full document]