Kaya Limited — AGM Information 2023

Jul 27, 2023

Kaya Limited

July 27, 2023

To, BSE Limited, National Stock exchange of India Limited, Phiroze Jeejeebhoy Towers, 'Exchange Plaza', C-1Block G Dalal Street, Bandra Kurla Complex, Bandra(E), Mumbai – 400 001 Mumbai 400 051 BSE Scrip Code: 539276 NSE Scrip Symbol: KAYA

Subject: Proceedings of the 20[th] Annual General Meeting of Kaya Limited (“Company”) held on July 27, 2023.

Dear Sir/Madam,

Pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“the SEBI Regulations”) read with Part A of Schedule III to the SEBI Regulations, please find enclosed the summary of the proceedings of the 20[th] Annual General Meeting held on Thursday, July 27, 2023, at 10:00 a.m. (IST) through Video Conferencing/Other Audio Visual Means.

Kindly take the same on records

For Kaya Limited,

NITIKA Digitally signed by NITIKA SUNNY NIRMAL DN: c=IN, o=PERSONAL, title=5132, pseudonym=31af92d55473fa9741635b5134cc73da474ccbbbb7e1de1e95662ce576 9879c2, postalCode=421203, SUNNY st=Maharashtra, serialNumber=083f50e78df7e9a31f566f8 e198a3fe87a76286287839b07133410f603 NIRMAL 959ab1, cn=NITIKA SUNNY NIRMAL Date: 2023.07.27 14:57:26 +05'30'

Nitika Dalmia Company Secretary & Compliance Officer

Encl.: As above

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

Kaya Limited

SUMMARY OF THE PROCEEDINGS OF THE 20[th] ANNUAL GENERAL MEETING OF THE COMPANY

Kaya Limited (“the Company”) convened its 20[th] Annual General Meeting (“AGM”) through Video conferencing/Other Audio Visual Means on Thursday, July 27, 2023 at 10:00 a.m. IST, in accordance with the applicable provisions of Companies Act, 2013 read with the Rules issued thereunder and the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 and the circulars issued by Ministry of Corporate Affairs and the Securities and Exchange Board of India.

Mr. Harsh Mariwala, the Chairman of the Board, presided over the meeting and welcomed the Members to the meeting.

The Company Secretary informed that the Company had availed the services of National Securities Depository Ltd. (“NSDL”) for conducting the meeting through Video Conferencing, remote e-voting and e-voting during the meeting. The Chairman introduced the Board Members, Key Managerial Personnel, representative of the Statutory Auditors and Mr. Sitansh Magia, Practicing Company Secretary, who was appointed as a Scrutinizer to scrutinize the voting process.

The details of the number of Members present at the meeting were as follows:

Category	Promoter & Promoter Group	Public	Total
Video Conference	11	29	40

As the meeting was conducted virtually where Members could join in person from all locations, the proxy facility was not necessitated and accordingly not provided. After ascertaining that the requisite quorum was present, the Chairman declared that the meeting was duly constituted and commenced the proceedings of the meeting

Thereafter, the Company Secretary explained the general instructions to the Members who had joined the meeting regarding the participation and e-voting at the meeting. It was also stated that the Company had provided the remote e-voting facility to the Members of the Company in respect of the resolutions to be passed at the 20[th] AGM. The remote e-voting commenced on Monday, July 24, 2023 at 9:00 a.m. and ended on Wednesday, July 26, 2023 at 5:00 p.m.

Members holding shares as of the cut-off date i.e. Thursday, July 20, 2023 were entitled to cast their votes through remote e-voting and at the meeting. Further, Members present at the meeting could also cast their votes by means of e-voting that was made available during and 15 minutes after the conclusion of the meeting. Members who had cast their votes through remote e-voting will be eligible to participate at the meeting but were not eligible to vote at the meeting again. The Company Secretary then informed the Members that the necessary registers and documents referred to in the Notice of the 20[th] AGM would be made available for inspection, as per the requests made by the Members, if any.

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

Kaya Limited

Thereafter, the Chairman stated that the Reports from the Statutory Auditor and Secretarial Auditor did not contain any qualification, observation, or comment.

Mr. Rajiv Suri, Global CEO then briefed the Members about the operational performance of the Company during the year.

Thereafter, the Company Secretary requested the Members who had pre-registered themselves as speakers to ask their questions in relation to items of business, which were later responded to / addressed by Mr. Harsh Mariwala, Chairman & Managing Director, Mr. Rajiv Suri, Global CEO & Mr. Saurabh Shah, Chief Financial Officer of the Company.

The Chairman then concluded the meeting and informed the Members that the e-voting facility would be available for 15 minutes after the closure of the meeting. He also thanked all the Members and Directors for their participation and wished everyone good health and safety in times to come.

After completion of the 20[th] AGM, the Scrutinizer post verification of votes, confirmed that the following resolutions as stated in the Notice of the 20[th] AGM were passed with requisite majority:

Ordinary Business

1. Adoption of:

2. a. the Audited Standalone Financial Statements of the Company for the Financial Year ended March 31, 2023, together with the Reports of the Board of Directors and the Auditors thereon; and

3. b. the Audited Consolidated Financial Statements of the Company for the Financial Year ended March 31, 2023, and the Report of the Auditors thereon.

4. Appointment of Director in place of Mr. Rishabh Mariwala (DIN: 03072284), who retired by rotation and being eligible, offered himself for re-appointment.

For Kaya Limited,

Digitally signed by NITIKA SUNNY NIRMAL NITIKA DN: c=IN, o=PERSONAL, title=5132, pseudonym=31af92d55473fa9741635b5134cc73da474ccbbbb7e1de1e95662ce576 9879c2, postalCode=421203, SUNNY st=Maharashtra, serialNumber=083f50e78df7e9a31f566f8e 198a3fe87a76286287839b07133410f6039 NIRMAL 59ab1, cn=NITIKA SUNNY NIRMAL Date: 2023.07.27 14:57:48 +05'30' Nitika Dalmia Company Secretary & Compliance Officer

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