Kalpa Commercial Limited has scheduled its 41st Annual General Meeting (AGM) for Monday, September 28, 2026, at 10:00 am at its registered office in Delhi. The meeting will address several key corporate governance matters, including the appointment of a new independent director and the formal ratification of a new statutory auditor.

The board appointed M/s ACA & Associates as its new statutory auditor on August 29, 2026, to fill a casual vacancy following the resignation of M/s SGR & Associates LLP. SGR & Associates cited pre-occupation with other professional assignments as the reason for stepping down.

AGM and E-voting Schedule

The board detailed the timeline for the upcoming AGM and the associated e-voting process:

• Record Date: Tuesday, September 22, 2026, is the cut-off date for determining members eligible to vote or attend the AGM.
• E-voting Period: Remote e-voting begins on Friday, September 25, 2026, at 9:00 am and ends on Sunday, September 27, 2026, at 5:00 pm.
• Share Transfer Books: The books will remain closed from September 22, 2026, to September 28, 2026 (both days inclusive).

M/s Prakash Chander & Associates was appointed as the scrutinizer for e-voting at the AGM.

Auditor Transition Details

M/s SGR & Associates LLP submitted their resignation effective August 29, 2026. The firm confirmed there were no other material reasons for the resignation besides professional commitments. Prior to resigning, they submitted the independent auditor report (limited review report) for the quarter ended June 30, 2026, to the stock exchange on August 10, 2026.

The board appointed M/s ACA & Associates, Chartered Accountants (FRN: 028414N), to hold the office until the conclusion of the 41st AGM. This interim appointment ensures audit continuity and compliance with the Companies Act, 2013. Members will approve the final appointment at the upcoming AGM for a term of five consecutive years, extending until the conclusion of the 46th AGM. The proposed fees for the firm are ₹75,000.

Appointment of Independent Director

A significant addition to the AGM agenda is the appointment of Ms. Shruti Sethi (DIN: 11347689) as an Independent Director. She was initially appointed as an Additional Director on August 10, 2026, following the completion of due diligence and background verification processes that had been pending since November 2025.

Ms. Sethi is a qualified Company Secretary with over four years of professional experience in corporate secretarial and legal compliances. Her term will be for five consecutive years, from August 10, 2026, to August 9, 2031. She is not liable to retire by rotation during her tenure.

Corporate Governance Updates

In addition to the auditor change and director appointment, the board approved several administrative updates during the meeting:

• AGM Schedule: The 41st AGM for FY26 is set for September 28, 2026, at 10:00 am at the company's registered office in Delhi.
• Scrutinizer Appointment: M/s Prakash Chander & Associates was appointed as the scrutinizer for e-voting at the AGM.
• Constitutional Documents: The board adopted new Memorandum of Association (MOA) and Articles of Association (AOA) aligned with the Companies Act, 2013.

The MOA changes primarily involved re-aligning object clauses and liability clauses with Table A of Schedule I of the new Act. Notably, the board omitted Clause III (A) (2), which related to financing industrial enterprises under the erstwhile Companies Act, 1956, as it is no longer relevant to the company's current activities.

Kalpa Commercial announced the resignation of its statutory auditor, M/s SGR & Associates LLP, effective August 29, 2026. The firm cited pre-occupation with other professional assignments as the reason for stepping down from the role.

The resignation was communicated in compliance with Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. M/s SGR & Associates LLP confirmed that there are no material reasons for the resignation other than those stated.

Auditor Tenure and Details

M/s SGR & Associates LLP was appointed as the statutory auditor at the company’s 39th Annual General Meeting held on September 29, 2023. The term was scheduled to expire at the conclusion of the 44th Annual General Meeting in FY28.

The firm submitted its latest limited review report for the quarter ended June 30, 2026, to the stock exchanges on August 10, 2026. No concerns or management-imposed limitations were reported prior to the resignation.