Kaya Limited has announced that its 23rd Annual General Meeting will be held on Friday, August 7, 2026 at 9:30 a.m. IST through Video Conferencing/Other Audio Visual Means. The notice, filed with BSE Limited and the National Stock Exchange of India Limited under Regulation 34 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, was signed by Brijesh Goyal, Chief Financial Officer, and dispatched on July 15, 2026. The Annual Report for the financial year 2025-26 has been sent electronically to members whose email addresses are registered with the Company, Registrar and Transfer Agent, or Depositories.

AGM Meeting Details

The meeting will be conducted entirely via video conferencing, with members encouraged to participate through the NSDL e-Voting system. The AGM shall be deemed to be held at the Registered Office of the Company at 23/C, Mahal Industrial Estate, Mahakali Caves Road, Near Paperbox Lane, Andheri (East), Mumbai – 400093. The cut-off date for voting rights is July 31, 2026. Remote e-voting commences on Tuesday, August 4, 2026 at 9:00 a.m. IST and ends on Thursday, August 6, 2026 at 5:00 p.m.

AGM Agenda

The ordinary business includes adoption of Audited Standalone and Consolidated Financial Statements for the financial year ended March 31, 2026, along with the Reports of the Board of Directors and Auditors. The meeting will also consider the re-appointment of Mr. Rajendra Mariwala (DIN: 00007246), Non-Executive Director, who retires by rotation and is eligible for re-appointment.

Under special business, members will vote on the re-appointment of Ms. Vasuta Agarwal (DIN: 07480674) as an Independent Director for a second term of five consecutive years commencing from August 3, 2026 to August 2, 2031 (both days inclusive). Ms. Agarwal was first appointed as an Independent Director at the 18th Annual General Meeting held on September 21, 2021, for a period of five years commencing from August 3, 2021 up to August 2, 2026. The Board of Directors, based on the recommendation of the Nomination and Remuneration Committee, appointed her as an Additional Director (Independent) with effect from August 3, 2026, and has recommended her re-appointment by Special Resolution.

Director Profiles for Re-appointment

The following table summarises key information on the directors seeking re-appointment, as required under Regulation 36(3) of the SEBI Listing Regulations:

FY26 Financial Performance

Kaya Limited reported its financial results for the financial year ended March 31, 2026. On a consolidated basis, the company registered total revenue from operations of ₹22,247.55 lakh, an increase of approximately 2.4% over the previous year. A consolidated net loss of ₹9,617.29 lakh was reported for the financial year under review, compared to a consolidated profit of ₹8,367.53 lakh in the previous financial year. The Board of Directors has not recommended any dividend for the financial year ended March 31, 2026.

The following table presents key standalone and consolidated financial highlights:

On a standalone basis, net revenue grew 2% to ₹22,248 lakh. EBITDA stood at ₹(1,365) lakh (-6% of net revenue) compared to ₹2,523 lakh (12% of net revenue) in FY25. Depreciation and amortisation expenses grew by 17% to ₹4,401 lakh. An impairment loss of ₹1,177 lakh on Property, Plant and Equipment was recognised during the year. Other income in FY26 was ₹868 lakh compared to ₹1,705 lakh in FY25. Total Comprehensive Loss was ₹(9,637) lakh in FY26 compared to ₹(2,690) lakh in FY25. Fixed Assets (net of depreciation) increased by ₹1,512 lakh during FY26 from ₹5,638 lakh in FY25 to ₹7,150 lakh in FY26.

Business Operations and Share Capital

Kaya Limited operates a network of 80+ clinics across 26 cities and 15 states, supported by 120+ dermatologists and over 600 service lines. Services contributed 84% of clinic business in FY26, with growth driven by anti-ageing, acne and scars, pigmentation management, hair care, and body contouring categories. Products contributed 16% to clinic collections, with product revenue from Kaya Clinic at ₹3,556 lakh in FY26 and 75+ product offerings. The company reported collections of ₹25,533 lakh in FY26 compared to ₹25,016 lakh in FY25.

During the year, the Company issued 20,90,068 equity shares on August 12, 2025 to Axana Estates LLP pursuant to a Preferential Issue at a price of ₹358.84 per equity share, aggregating to ₹75,00,00,001. The paid-up equity share capital as on March 31, 2026 stands at ₹15,18,76,090 divided into 1,51,87,609 equity shares of ₹10/- each. Promoters held 51.43% of the total shareholding as at March 31, 2026.

Key Corporate Developments

The Scrutinizer for the AGM voting process is Mr. Sitansh Magia, Partner (Membership No. A15169 | CP No. 18972) of M/s. Magia Halwai & Associates, Practicing Company Secretary. Voting results, along with the Scrutinizer's report, will be placed on the Company's website www.kaya.in and communicated to BSE Limited and National Stock Exchange of India Limited. Members with queries may contact the Company at kayainvestorrelations@kayaindia.net on or before 5:00 p.m. on Friday, July 31, 2026.

Source: https://lodr-files.dhan.co/lodr-inputs/Company/INE587G01015/e3fa2f84-1736-4974-8812-39d241a4eae9.pdf

Kaya Limited has approved the re-appointment of Ms. Vasuta Agarwal as a Non-Executive Independent Director for a second term of five years, effective August 3, 2026. The decision, taken by the Board of Directors on July 15, 2026, follows the recommendation of the Nomination and Remuneration Committee. The new term extends until August 2, 2031, and is subject to the approval of shareholders through a Special Resolution at the ensuing Annual General Meeting.

Ms. Agarwal’s first term as an Independent Director is set to expire on August 2, 2026. Consequently, the Board has appointed her as an Additional Director in the category of Non-Executive Independent Director starting August 3, 2026. She will hold this office until the date of the upcoming Annual General Meeting, ensuring continuity in the board's leadership.

The re-appointment positions Ms. Agarwal as a director not liable to retire by rotation. The company has disclosed that she is not related to any Director or Key Managerial Personnel of Kaya Limited. Furthermore, she is not debarred from accessing the capital markets or restrained from holding the position of Director in any listed entity by the Securities and Exchange Board of India or any other authority.

Ms. Agarwal is a seasoned business and technology leader currently serving as the Chief Revenue Officer at Gnani.ai. Her professional background includes over a decade at InMobi, where she held senior leadership roles focusing on monetisation and global business strategy. She began her career as a management consultant at McKinsey and as a chip design engineer at Intel.

The appointment was intimated to the stock exchanges under Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The detailed disclosures regarding the appointment are available on the company's website.

Appointment Details