Kokuyo Camlin Limited has informed stock exchanges about receiving an income tax assessment order that has resulted in a significant demand from the Income Tax Department. The company disclosed this development under Regulation 30 of SEBI Listing Regulations on March 23, 2026.

Assessment Order Details

The company received an assessment order dated March 20, 2026, passed under Section 147 of the Income Tax Act, 1961, for Assessment Year 2018-19. The order was issued by the Office of DS Income Tax, assessment unit, Income Tax Department, National faceless unit, India.

Nature of Allegations

The Income Tax Department has alleged discrepancies in balances of certain trade creditors and treated them as unexplained liabilities. Consequently, additions have been made to income and such amounts are being taxed under Section 115BBE of the Income Tax Act.

The assessment order also involves:

• Re-computation of book profits under Section 115JB (MAT)
• Interest charges under sections 234A, 234B, 234C and 234D of the Income Tax Act, 1961
• Treatment of trade creditor balances as unexplained liabilities

Company's Response Strategy

Kokuyo Camlin has indicated that it is evaluating the assessment order and believes it to be erroneous in nature. The company has identified apparent mistakes in the re-computation of income and book profits.

Planned Legal Actions

Financial Impact Assessment

The company has stated that based on its preliminary assessment, it does not expect any material impact on its financial position at this stage. This assessment is contingent on the company's planned legal remedies and rectification process.

The disclosure was made on the first working day after receipt of the order, in compliance with regulatory requirements under SEBI Listing Regulations.

Kokuyo Camlin Limited has issued a postal ballot notice seeking shareholder approval for special resolutions regarding director remuneration packages for the financial year 2026-27. The notice, dated 24th February, 2026, was submitted to BSE Limited and National Stock Exchange of India Limited under Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Proposed Director Remuneration Packages

The company is seeking approval for three key remuneration proposals through special resolutions:

Chairman Remuneration Details

For Mr. Dilip D. Dandekar, the proposed remuneration of ₹16,00,000 per annum represents an increase from the previous year's ₹14,00,000, considering inflationary increases and associated cost impacts. The remuneration will be provided by way of perquisites including:

• Annual subscription towards club membership
• Provision of company car and driver with maintenance expenses
• Travel and accommodation expenses related to his role as Honorary Consul of the Consulate of Mongolia
• Expenses for participation in conferences and events of industry bodies
• Annual membership fees of Honorary Consular Corps Diplomatique-India and Consular Corps Association Mumbai

Vice Chairman Compensation Structure

Mr. Shriram S. Dandekar's remuneration package of ₹12,50,000 per annum remains unchanged from the previous financial year. The compensation includes perquisites such as:

• Annual subscription towards club membership
• Provision of company car and driver including maintenance expenses

Managing Director Salary Revision

The company proposes revised remuneration for Mr. Satish Veerappa for the period from 1st January, 2026 to 31st March, 2027:

E-Voting Process and Timeline

The company has engaged National Securities Depository Limited (NSDL) to provide e-voting facilities to shareholders. The voting schedule is as follows:

Regulatory Compliance and Justification

The Board of Directors approved these remuneration proposals on 30th January, 2026, based on recommendations from the Remuneration & Nomination Committee and Audit Committee. As per Regulation 17(6)(ca) of SEBI Listing Regulations, special resolution approval is required when annual remuneration to a single non-executive director exceeds fifty percent of total annual remuneration payable to all non-executive directors.

Company Performance Context

The explanatory statement reveals that the company faced challenges in FY 2024-25, including moderated sales growth due to cautious consumer sentiment and competitive market pressures. Additionally, inventory discrepancies at one manufacturing facility resulted in a financial impact of ₹2,356.81 lakhs, adversely affecting the bottom line. The company has implemented corrective measures to strengthen governance and controls while focusing on innovation, market expansion, and operational excellence for future growth.