Pakka Ltd

AGM overview & financials

• AGM held via VC/OAVM on 29 Sep 2026.
• FY2025-26 standalone revenue Rs 355.80 crore; net profit Rs 18.15 crore.
• Q1 FY2026-27 unaudited consolidated revenue Rs 117.19 crore; PAT Rs 5.89 crore.
• Dividend for FY2025-26 not recommended to preserve liquidity.

Project Jagriti & financing

• Project Jagriti commissioning revised to January 2027; some output expected by Diwali.
• Funding via NBFC bridge loan planned; to be refinanced with lower-cost debt after stabilisation.
• PM3/PM4 expansion to lift volumes and NSR; exports ~25% of revenue; bagasse under long-term contracts.

Governance & audit notes

• Observer and Nominee Director to be added via Articles amendment.
• Auditors: standalone unmodified; consolidated CWIP qualified due to unfunded project.
• Secretarial delays acknowledged; NSE waived related fine; corrective actions outlined.

AGM Details

• Date/time: 29 September 2026, 10:30–11:20 IST, via Video Conferencing/OAVM.
• Entitlements cut-off date: 23 September 2026.

Resolutions Put to Vote

• Resolution 1 (Ordinary): Adoption of standalone financial statements and audit reports.
• Resolution 2 (Ordinary): Adoption of consolidated financial statements and reports.
• Resolution 3 (Ordinary): Reappointment of Gautam Ghosh (retiring by rotation).
• Resolution 4 (Ordinary): Reappointment of Himanshu Kapoor (retiring by rotation).
• Resolution 5 (Special): Alteration of articles to insert observer and a nominee director.
• Resolution 6 (Special): Clarification to objects of preferential issue of equity shares and warrants.

Voting Results

• Resolution 1: Passed; overwhelming support with negligible dissent.
• Resolution 2: Passed; overwhelming support.
• Resolution 3: Passed; small dissent (~0.05%).
• Resolution 4: Passed; small dissent (~0.05%).
• Resolution 5: Passed; small dissent (~0.05%).
• Resolution 6: Passed; small dissent (~0.003%).

Director Changes

• Gautam Ghosh reappointed as director (retiring by rotation).
• Himanshu Kapoor reappointed as director (retiring by rotation).

AGM Details

• AGM held on 29 September 2026 via VC/OAVM; 10:30-11:20 IST.
• Deemed venue: registered office; quorum from VC/OAVM attendees.

Resolutions Presented

• Ordinary: Adoption of standalone financial statements for year ended 31 March 2026.
• Ordinary: Adoption of audited consolidated financial statements for year ended 31 March 2026.
• Ordinary: Re-appointment of Gautam Ghosh, retiring by rotation.
• Ordinary: Re-appointment of Himanshu Kapoor, retiring by rotation.
• Special: Alteration of AoA to insert Observer and Nominee Director (Articles 90A-90E).
• Special: Clarification to objects of preferential issue approved at EGM held on 5 May 2026.

Dividend

• No dividend was recommended for the financial year 2025-26.

Director Changes

• Re-appointment of Gautam Ghosh and Himanshu Kapoor.

Auditors

• Statutory auditors CNK & Associates LLP; Secretarial auditors Amit Gupta & Associates.

Operational Updates

• Project Jagriti nearing completion; commercial production now planned from January 2027.
• Most machinery delivered; no further cost increase expected.
• Exports contribute about 25% of revenue; long-term raw material contracts in place.
• Bridge financing used; refinancing planned after stabilisation.

Voting Status

• Voting results to be disclosed to stock exchanges within two working days.
• Results will be placed on company website and NSDL.

Appointment of Interim CFO

• Appointment of Mr. Manoj Kumar Maurya as Interim CFO (KMP) effective 29 September 2026.
• Approved by Board on recommendations of NRC and Audit Committee.
• Interim tenure until regular CFO appointment under Companies Act and Listing Regulations.
• Maurya currently Commercial Head; authorised to discharge finance functions since 14 August 2026.

Pakka Limited - Trading Window closed from 1 October 2026 for the second quarter of FY 2026-27; will reopen 48 hours after the declaration and dissemination of the unaudited financial results for the quarter ended 30 September 2026

Demise-related details

• Ashish Shivhare, Pakka Limited team member, is deceased.
• Category: Employee (Team Member).
• FIR No. 0726 registered on 27 September 2026 at Kotwali Ayodhya Police Station.
• FIR names Ved Krishna, MD (Promoter), and Amrit Khare, Legal Head, among others.
• Allegations in the FIR are under investigation and not findings of guilt.
• Company cannot quantify any financial or operational impact at present.
• Company will cooperate with authorities and disclose material developments as required.
• Disclosure will be available on Pakka's website.

Issue Overview

• Type: preferential issue of equity shares and convertible warrants.
• Total issue size revised downward due to warrants undersubscription.
• Objective: Project Jagriti for Ayodhya facility modernization and capacity expansion.

Utilisation of Proceeds

• Utilisation as disclosed: no material deviation from the offer document.
• Warrants undersubscription; funds reallocated to term loan repayment and interest.
• Project Jagriti utilisation: 51.09 crore utilised; 63.53 crore unutilised.
• Board approved post-facto adjustments for Project Jagriti utilization (Aug 14, 2026).
• Term loan repayment funded from preferential proceeds: repaid principal and interest.

Governance and Compliance

• Approvals: statutory approvals obtained for the objects.
• Board resolution Aug 14, 2026 ratified term loan repayment as part of Jagriti.
• No deviation from objects; means of finance unchanged.
• Warrants undersubscription noted; MA verified information; first monitoring; no material adverse events.

GCP

• General corporate purpose not applicable; no GCP allocation.
• GCP status: Nil as on 30 June 2026.

Preferential issue trading and listing

• Trading approvals granted by BSE and NSE for 2,720,000 preferential equity shares to Non-Promoters.
• Approvals dated 8 Sep 2026; listing with effect from 9 Sep 2026.
• Face value Rs 10; issue price Rs 110; premium Rs 100 per share.
• Allotted on 9 Jun 2026; ISIN INE551D01018.
• Distinctive numbers 44948101 to 47668100.
• Lock-in up to 31 March 2027.
• Shares rank pari passu with existing equity shares.
• Total 2,720,000 shares listed on BSE and NSE.

Financial performance (Standalone)

• Standalone revenue ₹355.80 crore, down 12.37% YoY.
• EBITDA ₹53.13 crore; margin 14.93%.
• Net profit ₹18.15 crore; YoY decline from ₹56.70 crore.
• Gearing 0.90x; ROCE 3.80%.

Capex and Jagriti program

• PM3 upgrade completed; throughput up 10% to 21,000 TPA.
• Jagriti capacity expansion to 75,900 TPA.
• Pulp capacity expansion to 180 TPd.
• Chemical recovery expansion to 300 TPd.

Funding and capital structure

• Total Jagriti outlay ₹750 crore; funded via debt and accruals.
• Repayment moratorium of 16 months to support project execution.

AGM Details

• AGM held on 29 September 2026 at 10:30 a.m. IST via VC/OAVM.

Ordinary Resolutions

• Adopt standalone financial statements and reports thereon.
• Adopt consolidated financial statements and auditors' report thereon.
• Reappoint executive director, retiring by rotation.
• Reappoint non-executive director, retiring by rotation.

Special Resolutions

• Alter Articles to insert Observer and Nominee Director provisions.
• Clarify objects and use of proceeds for the preferential issue.
• Authorize board to file altered Articles and related forms.

Dividend

• Board did not recommend any dividend for the year.

Material Related Party / Preferential Issue

• Special resolution approves preferential issue to promoter group and others.
• Proceeds to fund capital expansion and repay term loan.
• Balance warrants unsubscribed; remaining proceeds to be received on exercise.
• Auditors certified use of proceeds, including capex and loan repayment.

Director Changes

• Proposed re-appointments of directors to retirement by rotation.