Notice of 40th AGM of Kalpa Commercial Limited.
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Kalpa Commercial Ltd will hold its 40th AGM on Saturday, September 27, 2025 at 10:00 A.M. at its registered office in East Delhi. Shareholders will consider adoption of audited financial statements for the financial year ended March 31, 2025. The company is seeking approval to increase its authorized share capital from Rs. 15 crore (1.5 crore equity shares of Rs. 10 each) to Rs. 20 crore (2 crore equity shares of Rs. 10 each), indicating plans for future fundraising. The board is also seeking shareholder approval to raise the borrowing limit under Section 180(1)(c) of the Companies Act to Rs. 500 crore, well above the current threshold tied to paid-up capital and reserves. Two new independent directors — Mr. Hemant and Ms. Geetika Chawla — are proposed for 5-year terms, alongside the appointment of M/s Prakash Chander & Associates as Secretarial Auditor for five years (FY 2025-26 to FY 2029-30). The company also proposes amendments to its Articles of Association to allow the Managing Director to serve as Chairperson, to enable dividend declaration even without adequate profits, and to permit conversion of loans or debentures into equity shares.
The proposed increase in authorized share capital combined with a sharp jump in the borrowing limit to Rs. 500 crore signals that the company is preparing for significant fund-raising activity, which could lead to equity dilution or higher debt for existing shareholders. Investors should carefully evaluate these resolutions before voting, particularly the borrowing limit and capital increase items, as they could materially impact future shareholding and financial risk.