G M Polyplast Ltd

G M Polyplast Ltd – Closure of Trading Window

Nature of Restructuring

• Sale of Machinery and Spare Parts to Regranix Private Limited, a wholly owned subsidiary.

Entities Involved

• Seller: G M Polyplast Limited (listed issuer).
• Buyer: Regranix Private Limited, wholly owned subsidiary of the company.

Key Transaction Details

• Consideration up to INR 2,00,00,000; payable for the machinery and spare parts.
• May be completed in one or more tranches during the financial year.
• Board approved the proposal on May 16, 2026; shareholders approved Sept 7, 2026.
• Expected completion within one year from the ensuing AGM.
• The machinery and spare parts did not contribute to revenue.

Financial Impact

• Net worth of the company is INR 347.47 crore.
• Sale value equals about 4.26% of net worth.
• The unit did not contribute to the company’s revenue or turnover.
• Consolidated impact expected to be limited due to non-revenue asset.

Related Party & Arm's Length

• Related party transaction; buyer is a wholly owned subsidiary.
• Transaction on an arm's length basis.

Approvals & Timeline

• Board approval granted on May 16, 2026.
• Shareholders approved at AGM on September 7, 2026.
• Completion expected within one year from the AGM.

MD & CFO Re-appointment

• Type of change: Re-appointment of Mr. Dinesh Balbeer Sharma as Managing Director and Chief Financial Officer.
• Effective date and term: 07 September 2026 to 06 September 2031.
• Reason for change: Reappointment after retirement by rotation; approved by members.
• Brief profile: B.Sc.; expertise in management, strategy and finance; MD and CFO.
• Relationships: Son of Balbirsingh Sharma (Director) and spouse of Sarita Sharma (Whole-time Director).

AGM resolutions

• 23rd AGM held Sept 7, 2026 at 11:00 AM.
• Adopt Audited financial statements for year ended Mar 31, 2026 — Ordinary Resolution.
• Reappoint Dinesh Balbeer Sharma (DIN 00418667) retiring by rotation — Ordinary Resolution.
• Grant loans, guarantees, security and advances to Regranix Private Limited — Special Resolution.
• Investments in Regranix Private Limited under Sections 186 and 188 — Special Resolution.
• Purchase of materials from Regranix Private Limited under Section 188 — Special Resolution.
• Sale of materials to Regranix Private Limited under Section 188 — Special Resolution.
• Approval for sale of undertaking to Regranix Private Limited — Special Resolution.
• Enhancement of borrowing powers and related party borrowings — Special Resolution.
• Ratification of remuneration of Cost Auditor for FY 2026-27 — Special Resolution.

AGM outcomes

• AGM held 07 Sep 2026 at 11:00 IST, 23rd (6th Post Listing) AGM in Mumbai.
• Resolution 1: Audited financial statements for year ended 31 Mar 2026 adopted.
• Resolution 2: Dinesh Balbeer Sharma reappointed as director (retiring by rotation).
• Resolution 3: Loans/guarantees to Regranix Private Limited approved (Special).
• Resolution 4: Investments in Regranix Private Limited approved (Special).
• Resolution 5: Purchase of materials from Regranix Private Limited approved (Special).
• Resolution 6: Sale of materials to Regranix Private Limited approved (Special).
• Resolution 7: Sale of undertaking to Regranix Private Limited approved (Special).
• Resolution 8: Enhancement of borrowing powers; related party borrowings approved (Special).
• Resolution 9: Ratification of Cost Auditor remuneration for FY 2026-27 approved (Special).
• Invalid votes: 98,98,000 votes as promoter-held were invalid.
• All resolutions approved by majority; remote e-voting had no votes; poll results approved.

Summary of AGM outcomes

• Audited financial statements for year ended March 31, 2026 adopted.
• Director reappointment: retiring director to be reappointed.
• Grant loans, guarantees, and security to Regranix Private Limited.
• Investments in Regranix Private Limited under Sections 186 and 188.
• Purchase of materials from Regranix Private Limited.
• Sale of materials to Regranix Private Limited.
• Approval for sale of undertaking to Regranix Private Limited.
• Enhancement of borrowing powers and related-party borrowings approved.
• Remuneration of Cost Auditor for FY 2026-27 ratified.

Committee reconstitution after resignation

• Board approved reconstitution of committees due to Suhas Rane's resignation, effective 31 August 2026.
• Audit Committee: Chairman Subramanian Ramaswamy Vaidya; Members Anjali Patil; Dinesh Sharma (Executive MD, Promoter).
• Stakeholders Relationship Committee: Chair Anjali Patil Sapkal; Members Sarita Sharma and Subramanian Ramaswamy Vaidya.
• Nomination and Remuneration Committee: Chair Anjali Patil Sapkal; Members Subramanian Ramaswamy Vaidya and Balbir Sharma.
• Corporate Social Responsibility Committee: Chair Anjali Patil Sapkal; Members Dinesh Sharma and Sarita Sharma.
• Meeting concluded at 7:45 PM on August 27, 2026.

Book Closure for AGM

• Book closure: 01 Sep 2026 to 07 Sep 2026 (inclusive).
• Purpose: For the 23rd AGM of GM Polyplast Limited.
• Record date: 31 Aug 2026; voting entitlement determined.
• AGM date/time: 07 Sep 2026 at 11:00 AM.
• Security type: Equity shares.
• E-voting period: 04 Sep 2026, 09:00 AM to 06 Sep 2026, 05:00 PM.

AGM Details

• Date/time: 7 September 2026, 11:00 AM; in-person meeting.
• Venue: The Club, Andheri West, Mumbai.
• Cut-off date for voting: 31 August 2026.
• Remote e-voting: 4–6 September 2026, 9:00–17:00 IST.
• Book closure: 1–7 September 2026.

Key Resolutions

• Resolution 1 (Ord): Adopt audited financial statements and reports. Outcome: Not disclosed.
• Resolution 2 (Ord): Re-appointment by rotation. Outcome: Not disclosed.
• Resolution 3 (Special): Loans/guarantees/advances to Regranix up to ₹20 Cr at arm's length. Outcome: Not disclosed.
• Resolution 4 (Special): Investments in Regranix up to ₹20 Cr. Outcome: Not disclosed.
• Resolution 5 (Special): Purchase from Regranix up to ₹25 Cr. Outcome: Not disclosed.
• Resolution 6 (Special): Sale of materials to Regranix up to ₹20 Cr. Outcome: Not disclosed.
• Resolution 7 (Special): Sale of undertaking to Regranix up to ₹2 Cr. Outcome: Not disclosed.
• Resolution 8 (Special): Borrowing powers to ₹50 Cr; security; related party borrowings up to ₹50 Cr. Outcome: Not disclosed.
• Resolution 9 (Special): Ratify cost auditor remuneration ₹60k. Outcome: Not disclosed.

Director changes

• Director retiring by rotation: re-appointment of Dinesh Balbeer Sharma.

Auditor appointments

• Cost Auditor remuneration fixed at ₹60,000 for FY2026-27.

Material Related Party Transactions

• Related party: Regranix Private Limited; wholly owned subsidiary.
• Transactions: loans, guarantees, security, and advances.
• Aggregate value: up to ₹20 Crore; one-year term; arm's length pricing.

Other material approvals

• Omnibus approval for related party transactions with Regranix.
• Pricing to be at arm's length.