Jay Kailash Namkeen Limited has scheduled its 5th Annual General Meeting (AGM) for September 12, 2026, at 11:00 am at RPJ Hotel, Kalawad Road, Nana Mava, Rajkot, Gujarat. The company confirmed the venue details in a recent intimation to shareholders.

The AGM agenda covers both ordinary and special business, including adoption of audited standalone financial statements for the financial year ended March 31, 2026, re-appointment of a retiring director, appointment of a statutory auditor, induction of new directors, approval of sitting fees for independent directors, and a significant preferential share issuance.

Board reconstitution and director appointments

The meeting will seek member approval for the regularisation and fresh appointment of several directors. The following individuals are proposed for appointment:

Pooja Jamnabhai Varsani, Dipakbhai Bhikhubhai Hariyani, Vipin Vishvanath Agrawal, and Satnam Singh Chandok are each proposed for a term of five consecutive years. Varsani's term runs from May 8, 2026 to May 7, 2031; Hariyani's from April 22, 2026 to April 21, 2031; and Agrawal's and Chandok's from August 21, 2026 to August 20, 2031.

Statutory auditor appointment

Members will consider appointing M/s. MRB & Associates, Chartered Accountants (FRN: 136306W), as statutory auditors for a term of five consecutive years, from the conclusion of this AGM until the conclusion of the 10th Annual General Meeting, on remuneration to be mutually agreed upon with the Board.

Sitting fees for independent directors

The AGM will also seek approval for payment of sitting fees to the four independent directors at the rate of ₹5,000 per meeting for attending meetings of the Board of Directors and/or its committees, subject to limits prescribed under the Companies Act, 2013.

Preferential issue via share swap

A key special resolution involves the issuance of up to 33,74,375 equity shares of face value Rs. 10/- each at an issue price of Rs. 45.19 per equity share (including a premium of Rs. 35.19 per equity share), aggregating to Rs. 15,24,88,006, on a preferential basis to Mr. Amar Pramod Talwar for consideration other than cash.

The allotment is pursuant to a Share Subscription and Share Swap Agreement (SSSSA), under which Talwar will transfer 8,000 equity shares held by him in Vayuveer Solutions Private Limited (VSPL) to Jay Kailash Namkeen Limited in exchange for the proposed allotment. The relevant date for price determination is August 13, 2026, as per SEBI (ICDR) Regulations, 2018.

The proposed transaction will result in VSPL becoming a subsidiary of Jay Kailash Namkeen Limited. The company has stated that the acquisition is aimed at vertical integration in edible oil manufacturing, supply-chain efficiencies, and diversification of revenue streams.

The pre- and post-issue shareholding impact is summarised below:

Post allotment, Talwar will be reclassified from non-promoter to promoter category, holding 40.31% of the expanded capital. The preferential issue will trigger open offer obligations under SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011. The valuation of VSPL shares was determined at Rs. 19,061.00 per share by independent registered valuer Ms. Rachana Agarwal (IBBI Registration No. IBBI/RV/06/2022/15128) as per valuation reports dated August 12, 2026 and August 13, 2026.

E-voting and record date

The remote e-voting window opens on September 9, 2026 at 9:00 am and closes on September 11, 2026 at 5:00 pm. The cut-off date for determining eligible shareholders is Saturday, September 5, 2026. E-voting services are provided by Central Depository Services (India) Limited (CDSL). M/s. Mamta Binani and Associates, Company Secretaries, Kolkata, has been appointed as scrutiniser for the remote e-voting and poll process.

Jay Kailash Namkeen Limited submitted its fifth annual report for the fiscal year 2025-26 to the Bombay Stock Exchange. The filing was made on August 21, 2026, in compliance with regulatory disclosure requirements.

The company filed the document pursuant to Regulation 34(1) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. This submission ensures transparency and adherence to listing norms for publicly traded entities.

The annual report is available for public access on the company’s official website. Investors and stakeholders can review the detailed financial statements and management discussion included in the filing.

Neel Narendrabhai Pujara, Managing Director of Jay Kailash Namkeen, signed off on the submission. His DIN is 09221477, confirming his authority to execute this regulatory communication.

The registered office of the company is located in Rajkot, Gujarat. Contact details for further inquiries remain available through the company secretary at cs@jaykailashnamkeen.com .