Please find enclosed the 37th AGM Notice for the meeting to be held on Friday,25th September,2026 at 10.30A.M through Video Conferencing (VC)/Other Audio Visual Means ( "OAVM")

- COCHIN MINERALS AND RUTILE LIMITED (100% E.O.U.) “ ¥ ¥ THREE STAR EXPORT HOUSE Regd. Office: P.B.N0.73, VIIl/224, Market Road, Alwaye-683 101, Kerala, India Office : 0484 - 2626789 (6 Lines) E-mail : cmrlexim@cmrlindia.com, . Factory : 0484 - 2532186, 2532207 info@cmrlindia.com Web : www.cmrlindia.com CIN: L24299KL 1989PLC005452 02020B/CMRL/2026/ 063 September 02, 2026 mostcown B SE Ltd, Regd. Office, Floor 25 Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai — 400 001. STOCK CODE- COCHRDM 513353 DEMAT ISIN - INE 105D01013 I Dear Sir/ Madam, Sub: 37" Annual General Meeting (AGM) - Notice Please find enclosed the 37"AGM Notice for the meeting to be held on Friday, 25" day of September, 2026 at 10.30 A.M through Video Conferencing (“VC”) / Other Audio Visual Means (“OAVM™). Notice of the AGM along with Annual Report for the financial year 2025-26 is also uploaded on the Company’s website at www.cmrlindia.com. Kindly take the above information on record. Yours faithfully, for COCHIN MINERALS AND RUTILE LIMITED, Sreedeepa S Company Secretary & Compliance Officer Encl: As above Iz, — W L 2 FRIC RO CHORDE > s no o st From Nature With Nature Towards Nature Co AN ISO 9001:20A1ND5 ISO 45001:2018 COMPANY GSTIN: 32AABCC1950D1ZD AMODEL ECO-FRIENDLY COMPANY COCHIN MINERALS AND RUTILE LIMITED 1 NOTICE TO THE SHAREHOLDERS Notice is hereby given that the 37t Annual General Meeting of the members of Cochin Minerals and Rutile Limited will be held on Friday, 25th September, 2026 at 10.30 A.M.(IST) through Video Conferencing (“VC”) or Other Audio Visual Means (“OAVM?”) to transact the following business: ORDINARY BUSINESS 1. Adoption of Audited Financial Statements To receive, consider and adopt the audited financial statements of the Company for the financial year ended 31" March, 2026 together with the Reports of the Board of Directors and Auditors, thereon and if thought fit, to pass with or without modification, the following resolution as an Ordinary Resolution: “RESOLVED THAT the audited standalone financial statements of the Company for the Financial Year ended March 31, 2026, and the reports of the Board of Directors and the Auditors thereon, as circulated to the Members, be and are hereby received, considered and adopted.” Declaration of Dividend To consider and if thought fit to pass with or without modification, the following resolution as an Ordinary Resolution:- “RESOLVED THAT pursuant to the recommendation of the Board of Directors, a dividend of 80% (Rupee 8/- per equity share of 310/ paid up) be and is hereby declared out of the surplus in the Profit and Loss Account.” Appointment of Director - To appoint a Director in place of Shri. Mundanical Mathew Cherian(DIN:01265695), who retires by rotation and being eligible, offers himself for re-appointment and in this connection, To consider and if thought fit, to pass with or without modification the following resolution as an Ordinary Resolution:- “RESOLVED THAT pursuant to the provisions of Section 152 and other applicable provisions of the Companies Act, 2013 read with Articles of Association of the Company, Shri. Mundanical Mathew Cherian (DIN: 01265695),who retire by rotation at this meeting, and being eligible for re-appointment, be and is hereby re-appointed as a Director of the company subject to retirement by rotation.” Appointment of Director -To appoint a Director in place of Smt. Jaya S Kartha (DIN: 00666957), who retires by rotation and being eligible, offers herself for reappointment and in this connection, To consider and if thought fit, to pass with or without modification the following resolution as an Ordinary Resolution:- “RESOLVED THAT pursuant to the provisions of Section 152 and other applicable provisions of the Companies Act, 2013 read with Articles of Association of the Company, Smt. Jaya S Kartha (DIN: 00666957), who retire by rotation at this meeting, and being eligible for re-appointment, be and is hereby re-appointed as Director of the company subject to retirement by rotation.” SPECIAL BUSINESS 5. Commission to Non-Executive Directors To consider and if thought fit, to pass with or without modification(s), the following resolution as an Ordinary Resolution: COCHIN MINERALS AND RUTILE LIMITED “RESOLVED THAT pursuant to the provisions of Section 197, 198 and any other applicable provisions, if any, of the Companies Act, 2013 (‘the Act’), (including all the amendments/ modifications/re-enactments thereof for the time being in force) and Regulation 17(6) of the Securities and Exchange Board of India(Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended from time to time, consent of the members be and is hereby accorded to pay remuneration by way of commission, to Non-Executive Directors of the Company, (ie. Directors other than Managing Director and/or whole time directors) to be determined by the Board of Directors from time to time, not exceeding 1% of the net profits of the company as computed in the manner laid down in Section 198 of the Act, for the respective financial year, for a period of 3(three) years commencing from 01% April, 2026 to 31**March, 2029. RESOLVED FURTHER THAT the above remuneration shall be in addition to sitting fees and reimbursement of expenses being paid to such Directors for attending meetings of the Board and/ or Committee(s) thereof. RESOLVED FURTHER THAT in the event if in any financial year there are no profits or profits are inadequate, the company shall pay to the directors (other than the Managing Director and the Whole-time Director) remuneration by way of Commission in accordance with the limits specified in Schedule V to the Companies Act, 2013, up to ¥3,00,000/-(Rupees Three Lakh only) per annum to each Non-Executive Director. RESOLVED FURTHER THAT Board of Directors of the Company be and is hereby authorized to do all such acts, deeds, matters and things and give such directions, as it may in its absolute discretion deem necessary, proper or desirable and to settle any question, difficulty or doubt that may arise in this regard.” By Order of the Board, For COCHIN MINERALS AND RUTILE LIMITED, Place: Aluva Saran Kartha Sasidharan, Date: 22.08.2026 Managing Director (DIN:02676326) COCHIN MINERALS AND RUTILE LIMITED 3 NOTES: 1. The Explanatory Statement pursuant to Section 102 read with Section 110 of the Companies Act, 2013 (the Act) setting out the material facts and reasons in respect of the special business to be transacted as set out above, is annexed hereto and forming part of this Notice. In view of MCA General Circular No. 03/2025 dated September 22, 2025, read with circulars 14/2020 dated April 8, 2020 and 17/2020 dated April 13, 2020 read with other relevant circulars, issued by the Ministry of Corporate Affairs (collectively ‘MCA circulars’) and relevant circulars issued by the Securities Exchange Board of India (SEBI circulars) read with applicable provisions of SEBI(Listing Obligations and Disclosure Requirements) Regulations, 2015(SEBI Listing Regulations), the 37" Annual General Meeting (AGM) of the Company is being conducted through VC/OAVM,without the physical presence of members at a common venue. The deemed venue for the AGM shall be the Registered Office of the Company. In terms of the MCA circulars and SEBI circulars, physical attendance of members at the AGM and the requirement of appointment of proxies have been dispensed with. Therefore, the Attendance Slip, Proxy Form and Route Map are not annexed to this notice (the “notice”). However, a member may appoint a representative as per applicable provisions of the Act, to attend and vote. In pursuance of Section 113 of the Act and Rules framed there under, the corporate membersare entitled toappointauthorized representatives for the purpose of voting through remote e-Voting or for the participation and e-Voting during the AGM, througVhC or OAVM. Institutional Shareholders (i.e., other than individuals, HUE, NRI etc.) are required to send scanned [Showing first 8,000 characters — download PDF for full document]