The Annual General Meeting of the Company is Schedule to be held on Wednesday, 30th September 2026, through Video Conference/ other Audio- Visual Means, in accordance, with the relevant ....

INDERGIRI FINANCE LIMITED CIN: L65923MH1995PLC161968 Regd. Office: Unit No. 908, A Wing, Rustomjee Central Park, Andheri–Kurla Road, Chakala, Andheri East, Mumbai – 400093 Email: ramjeet.yadav@iflcorp.in Website: www.indergiri.com Phone: 8655618551 2nd September, 2026 BSE Limited, Corporate Dept., 1st Floor, P.J. Towers, Dalal Street, Mumbai – 400001. SUBJECT: NOTICE OF 32nd ANNUAL GENERAL MEETING OF THE COMPANY Scrip ID-INDERGR Scrip Code – 531505 ISIN: INE628F01019 Dear Sir/ Madam, This is further to our letter dated 31st August 2026 wherein the Company had informed that the Annual General Meeting (AGM) of the Company is scheduled to be held on Wednesday, 30th September, 2026 through Video Conference / Other Audio-Visual Means, in accordance, with the relevant circulars issued by Ministry of Corporate Affairs and Securities and Exchange Board of India (SEBI). We are submitting herewith the Notice of AGM for the financial year 2025-2026, which is also being sent through electronic mode to the Members. Further, in terms with Regulation 36(1)(b) of the Listing Regulations, 2015, the Company has issued letters to those Shareholders whose e-mail addresses are not registered with the Company / Depository Participants, providing the web-link from where the AGM Notice and Annual Report can be accessed on the Company’s website. The same is available on the Company’s website at www.indergiri.com Request you to kindly take the same on your records and disseminate it on your website. Thanking You Yours truly, For Indergiri Finance Limited Ramjeet Yadav Company Secretary & Compliance Officer Membership No: ACS 50581 INDERGIRI FINANCE LTD. ANNUAL REPORT 2025-2026 INDERGIRI FINANCE LIMITED CIN No.: L65923MH1995PLC161968 Regd. Office: Unit No. 908, A Wing, Rustomjee Central Park, Andheri–Kurla Road, Chakala, Andheri East, Mumbai – 400093.; Email: ramjeet.yadav@iflcorp.in; Tel. No.8655618551, Web: www.indergiri.com NOTICE NOTICE is hereby given that the Thirty Second Annual General Meeting of the Members of Indergiri Finance Limited, will be held on Wednesday, 30th September 2026 at 12.30 p.m. through Video Conference (VC) or any Other Audio Visual Means (OAVM) to transact the following business: A. AS ORDINARY BUSINESS 1. To receive, consider, approve and adopt the audited Balance Sheet, Cash Flow Statement as at 31st March 2026 and the Statement of Profit & Loss for the year ended 31st March 2026 and the Auditors’ Report and Directors’ report thereon. 2. To appoint a director in place of Mr. Roshan Shah (holding DIN-08902193), who retires by rotation in terms of Section 152(6) of the Companies Act, 2013 and being eligible & offers himself for re-appointment. B. AS SPECIAL BUSINESS 3. TO APPROVE REVISION IN REMUNERATION OF MR. SHANKER WUNNAVA, MANAGING DIRECTOR TO CONSIDER AND, IF THOUGHT FIT, TO PASS THE FOLLOWING RESOLUTION AS SPECIAL RESOLUTION: “RESOLVED THAT pursuant to the provisions of Sections 196, 197, 198, 203 and other applicable provisions of the Companies Act, 2013 (“the Act”), read with Schedule V to the Act and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, and the applicable provisions of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, including any statutory modification(s), amendment(s) or re-enactment(s) thereof for the time being in force, and pursuant to the recommendation of the Nomination and Remuneration Committee and approval of the Board of Directors of the Company, consent of the Members of the Company be and is hereby accorded for revision in the remuneration payable to Mr. Shanker Wunnava (DIN: 08561822), Managing Director & CFO of the Company, with effect from 16 September 2026, during the balance tenure of his existing appointment, i.e. up to 27th July 2028, on the following terms and conditions: a. Annual Remuneration: Within the range of Rs. 45 Lakhs to Rs. 60 Lakhs per annum, as may be determined by the Nomination and Remuneration Committee and the Board of Directors from time to time, subject to the applicable provisions of the Act and Schedule V thereto. b. Performance Bonus: Performance Bonus, if any, within the aforesaid overall remuneration range, as may be determined by the Nomination and Remuneration Committee and approved by the Board of Directors, based on the performance of the Company and/or Mr. Shanker Wunnava. c. Other Benefits: Leave encashment as per the policy of the Company and gratuity as per the provisions of the Payment of Gratuity Act, 1972 and the rules made thereunder. d. Other Remuneration/Benefits: No other benefits, bonuses, stock options, pension or other benefits shall be payable except as specifically provided herein or as may be permissible under the applicable provisions of the Act and Schedule V thereto. e. Existing Appointment: The existing appointment of Mr. Shanker Wunnava as Managing Director & CFO of the Company shall continue up to 27th July, 2028, and this resolution shall not constitute or be construed as a fresh appointment or extension of his tenure as Managing Director & CFO. f. Effective Date of Revised Remuneration: The revised remuneration approved pursuant to this resolution shall be effective from 28th July, 2026 and shall remain applicable up to 27th July, 2028, being the balance period of his existing tenure, unless otherwise modified in accordance with the provisions of the Act. g. Notice Period: Three months. h. Reimbursement of Expenses: Reimbursement of expenses incurred in connection with the business of the Company, in accordance with the policies of the Company. INDERGIRI FINANCE LTD. ANNUAL REPORT 2025-2026 RESOLVED FURTHER THAT in the event of loss or inadequacy of profits in any financial year during the aforesaid period, the remuneration payable to Mr. Shanker Wunnava shall be governed by and shall be subject to the limits and conditions prescribed under Section 197 read with Schedule V and other applicable provisions of the Companies Act, 2013 and the rules made thereunder. RESOLVED FURTHER THAT the Board of Directors of the Company, including the Nomination and Remuneration Committee, be and is hereby authorised to determine the actual remuneration within the aforesaid range and to alter, vary or modify the terms and conditions of remuneration, provided that such alteration, variation or modification is within the overall limits approved by the Members and is in accordance with the provisions of the Companies Act, 2013, Schedule V thereto and other applicable laws. RESOLVED FURTHER THAT the Board of Directors of the Company and/or the Company Secretary be and are hereby severally authorised to do all such acts, deeds, matters and things and to execute all such documents, applications and returns as may be necessary, proper or expedient for giving effect to this resolution, including filing of the necessary e-forms with the Registrar of Companies and making such disclosures to the Stock Exchange(s) and other regulatory authorities as may be required.” By Order of the Board For Indergiri Finance Limited Ramjeet Yadav Place: Mumbai Company Secretary and Compliance Officer Date: 14th August 2026 Membership No. A50581 NOTES FOR MEMBERS’ ATTENTION 1. An explanatory Statement pursuant to Section 102 of the Companies Act, 2013 (the Act) relating to the special business to be transacted at the 32nd Annual General Meeting (AGM) as set out in the Notice, is annexed hereto. Additional information, pursuant to Regulation 36(3) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, (‘Listing Regulations, 2015’) and Secretarial Standard - 2 on General Meetings, issued by The Institute of Company Secretaries of India, in respect of Director retiring by rotation and seeking re-appointment and re-appointments / appointments at this AGM is furnished as Annexure to this Notice. 2. The Ministry of Corporate Affairs (MCA) in conti [Showing first 8,000 characters — download PDF for full document]