NAPS Global India Ltd

AGM details

• Date and mode: 25-09-2026, VC/OAVM, 3:00–3:25 PM.
• Record date: 18-09-2026; last date of postal ballot: 25-09-2026.

Resolutions approved

• Resolution 1 (Ordinary): Adopt Audited Financial Statements and reports; passed 100% in favour.
• Resolution 2 (Ordinary): Re-appointment of director by rotation; passed 100% in favour.

Voting and attendance

• Attendance: 9 shareholders via VC (6 promoter group, 3 public).
• Total votes polled: 3,455,600; both resolutions fully in favour; no against.

Key transaction details

• Target Company: NAPS Global India Limited.
• Disclosing party: Ansh Jain, promoter group.
• Transaction Type: Acquisition of 43,200 equity shares.
• Pre-transaction holding: 3,22,400 voting rights (7.28%); encumbrances Nil.
• Shares acquired: 43,200 equity shares (0.98% of voting capital).
• Mode: Open Market Purchase.
• Post-transaction holding: 3,65,600 voting rights (8.25%); encumbrances Nil.
• Date of acquisition: September 28, 2026.
• Equity share capital before acquisition: 44,30,000 shares.
• Equity share capital after acquisition: 44,30,000 shares.
• Total diluted capital before: 44,30,000 shares.
• Total diluted capital after: 44,30,000 shares.

AGM Details

• AGM held on Friday, 25 September 2026 via VC/OAVM.
• Start time 03:00 PM IST; conclusion 03:25 PM IST.
• Remote e-voting conducted Sep 21–24, 2026.
• Post-conclusion e-voting allowed for 15 minutes.
• Nine members attended; two directors were present.
• Quorum was present.

Key Resolutions

• Ordinary: Adopt Audited Financial Statements and reports for year ended 31 March 2025.
• Ordinary: Re-appoint Ronak Mistry by rotation.

Voting Status

• Voting results will be announced within two working days.
• No physical voting; remote e-voting used.

Attendees & Governance

• Chairman: Mr. Pankaj Jain, CMD, chaired the meeting.
• Company Secretary welcomed attendees.
• Statutory Auditors and Secretarial Auditor attended via VC.
• Auditors' reports had no qualifications or adverse observations.

NAPS GLOBAL INDIA LIMITED: Closure of Trading Window from Thursday, 1st October, 2026 till the completion of 48 hours after announcement of the UnAudited Financial Results for the half year ended 30th September, 2026

Key details

• Target company: NAPS Global India Limited.
• Acquirer: Ansh Jain; promoter group.
• Acquisition mode: open market purchase.
• Date of acquisition: 21 September 2026.
• Pre-acquisition holding: 2,20,000 shares, 4.97% voting rights; encumbrance Nil.
• Shares acquired: 52,800; 1.19% of voting capital.
• Post-acquisition holding: 2,72,800 shares, 6.16% voting rights; encumbrance Nil.
• Total equity share capital before and after: 44,30,000 shares.

Book closure and AGM

• Book closure: Sep 18–24, 2026 (inclusive) for the 12th AGM.
• AGM date: Sep 25, 2026.
• Purpose: book closure for the 12th AGM.

Financial performance

• Standalone total income ₹12,270.36 L; up 71.6% YoY.
• Standalone PAT ₹154.71 L; down from ₹196.03 L.
• Standalone EPS ₹3.49; Basic and Diluted same.
• Consolidated total income ₹13,383.52 L; net profit ₹158.62 L.
• Consolidated EPS ₹3.58.
• Dividend for FY2025-26: not recommended.
• IPO proceeds ₹1,117.20 L; ₹919 L for working capital; ₹198.20 L for general corporate purposes.

Capital structure & liquidity

• Paid-up capital ₹443.00 L; 44.30 Lakh shares; promoters hold 37.19%.
• Authorized capital ₹475.00 L.
• Debt-Equity Ratio 0.73; Current Ratio 2.22.
• Reserves & Surplus ₹1,404.95 L.
• Net cash from operating activities ₹225.61 L (Standalone).
• IPO proceeds utilized: ₹1,117.20 L total; ₹919 L working capital; ₹198.20 L corporate.

Subsidiaries & acquisitions

• Mercaze Private Limited: 90.91% holding acquired on Dec 30, 2026.
• Purple Impex India Private Limited: 99.33% holding acquired on Dec 31, 2025.
• Naps Global HK Ltd not yet a subsidiary; RBI approval pending.
• Minority interest in subsidiaries: ₹64.06 L; holding company share 96.71% of consolidated net assets.

Governance & management

• Board of five directors: Pankaj Jain (MD), Ronak Mistry (WTD/CFO), Khushboo Rawat, Nikhil Malpani, Satyanarayan Punglia.
• Audit Committee: Nikhil Malpani (Chair), Khushboo Rawat, Ronak Mistry.
• Nomination & Remuneration Committee: Khushboo Rawat (Chair), Nikhil Malpani, Satyanarayan Punglia.
• Stakeholders Relationship Committee: Satyanarayan Punglia (Chair), Ronak Mistry, Khushboo Rawat.
• Statutory Auditor: D S M R & Co; Secretarial Auditor: M Mayuri Rupareliya; Internal Auditor: Rajesh K Jain & Co.
• Twelfth AGM via VC/OAVM on 25 Sep 2026; e-voting 21–24 Sep 2026.

IPO, AGM & disclosures

• Notice and Annual Report published electronically; AGM via VC/OAVM per MCA/SEBI guidelines.
• Register of Members closed from 18 Sep to 24 Sep 2026.
• Remuneration Policy annexed as Annexure I; related party policy disclosed in Annexures VI.

Risk & outlook

• Tariff/trade policy volatility persists; US duties eased to ~18% under Feb 2026 framework.
• Diversification to UK/EU/Middle East aided by CETA and EU FTAs.
• Regulatory/ESG costs rising; smaller players face higher compliance burden.
• ROE declined to 9% from 19% due to higher equity and lower profit.
• PM MITRA parks and AI-enabled manufacturing shape medium-term opportunities.

Related party transactions & controls

• Related party transactions with Mercaze Private Limited and Purple Impex at arm's length; disclosures in Note 36.
• No material related party contracts; transactions beyond standard course of business disclosed in Note 36/Annex VI.
• Internal controls judged adequate; secretarial and statutory audits report no material concerns.

AGM details

• AGM date/time: Sep 25, 2026 at 03:00 PM.
• Mode: VC/OAVM; no physical attendance.
• Deemed venue: Registered office of the company.
• Register of Members and Share Transfer Books closed Sep 18–24, 2026.

Resolutions

• Adoption of Audited Financial Statements for year ended 31 Mar 2026 and reports.
• Re-appointment of Pankaj Sunder Jain (retiring by rotation) as director.

Director information

• Proposed re-appointment: Pankaj Sunder Jain; MD; remuneration last drawn ₹18 Lakhs.
• First appointed 2014; MD; shareholding 16,47,400 shares.

Notice highlights

• Notice confirms VC/OAVM framework and e-voting process.

Dematerialisation processing and listing

• Dematerialisation requests processed; confirmations of acceptance/rejection sent to depositories.
• Securities dematerialised have been listed on the stock exchanges where the existing securities are listed.
• Physical certificates received for dematerialisation were mutilated and cancelled after verification; depositories substituted as registered owner.