43rd Annual General Meeting scheduled for 30th September, 2026

IGIL INDO GULF INDUSTRIES LIMITED Corporate Office: 154, Rajpur Road, Jakhan, Dehradun Uttarakhand-248001 E-mail: rj.headoffice@gmail.com Phone: 0135-2114568/ 2735249, Fax': 0135-2733960 Website: www.indogulfind.com Corporate Identity Number {CIN}: L74900DL1981PLC011425 NOTICE is hereby given that the 43rd Annual General Meeting of the Members of INDO GULF INDUSTRIES LIMITED will be held on Wednesday, the 30th day of September, 2026 at 11.00 A.M. through Video Conferencing/ Other Audio Visual Means (“VC/OAVM”) Facility in conformity with the regulatory provisions and the circulars issued by the Ministry of Corporate Affairs, Government of India to transact following business: ORDINARY BUSINESS: 1. To receive, consider and adopt the Audited Financial Statements of the Company for the financial year ended on 31st March, 2026, including the Balance Sheet as at 31st March, 2026, the Statement of Profit and Loss and the Cash Flow Statement for the financial year ended on that date and the Reports of the Board of Directors and the Auditors thereon. 2. To appoint a Director in place of Mr. Rajesh Jain, Director, who retires by rotation and being eligible offers himself for re-appointment in this regard to consider and if thought fit, to pass the following resolution as an Ordinary Resolution. “RESOLVED THAT Mr. Rajesh Jain, who retire by rotation in terms of Section 152 of Companies Act, 2013 and being eligible be and is hereby re-appointed as Director of the Company whose office shall be liable to retirement by rotation”. FURTHER RESOLVED THAT any director of the Company be and is hereby authorized to do all such acts, things and deeds as may be deemed necessary to give effect to the above stated resolutions.” SPECIAL BUSINESS 3. Material Related Party Transaction(s) between the Company and M/s Ganesh Explosives Private Limited, Holding Company. To consider and, if thought fit, to pass the following Resolution as an Ordinary Resolution: "RESOLVED THAT pursuant to the provisions of Regulations 2(1)(zc), 23(4), and other applicable provisions of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘SEBI Listing Regulations’), as amended from time to time, Section 2(76) and other applicable provisions of the Companies Act, 2013 (‘Act’) read with the Rules framed thereunder [including any statutory modification(s) or re-enactment(s) thereof for the time being in force], the Company’s Policy on Related Party Transactions, and subject to such other approval(s), consent(s), and/or permission(s) as may be required, and based on the recommendation of the Audit Committee, the consent of the Members of the Company be and is hereby accorded to the Board of Directors of the Company (hereinafter referred to as the ‘Board’, which term shall be deemed to include the Audit Committee or any other Committee constituted/empowered by the Board to exercise its powers conferred by this Resolution) to enter into/continue Material Related Party Transaction(s) / Contract(s) / Arrangement(s) / Agreement(s) (whether by way of individual transactions or a series of transactions), as detailed in the Explanatory Statement annexed hereto, between the Company and Ganesh Explosives Private Limited (‘GEPL’), a Holding Company of the Company and accordingly a ‘Related Party’ of the Company, on such terms and conditions as may be mutually agreed, for an aggregate value not exceeding ₹17,00,00,000/- (Rupees Seventeen Crore Only) during the Financial Year 2026–27, provided that such transaction(s) are carried out on an arm’s length basis and in the ordinary course of business. RESOLVED FURTHER THAT the Board be and is hereby authorized to do and perform all such acts, deeds, matters, and things as may be necessary, proper, or expedient, including but not limited to finalizing the terms and conditions, executing necessary agreements, contracts, and ancillary documents, seeking statutory/regulatory approvals, settling any questions, difficulties, or doubts that may arise in Registered Office: Narendra Bhawan, 2nd floor, House No 4237/11, 1 Ansari Road, Daryaganj, New Delhi – 110002 Phone No: +91 7982905409/9718828062 Factory: Village Koti, Sukhwa&Prithi Pura, Nayakheda, Babina, Distt Jhansi (UP) Phone No: +919413385249/7318033279 this regard, and delegating all or any of the powers herein conferred to any Director, Chief Financial Officer, Company Secretary, or any other Authorized Representative of the Company, without requiring further consent from the Members. RESOLVED FURTHER THAT all actions taken by the Board in connection with any matter referred to or contemplated in this Resolution prior to the passing of this Resolution be and are hereby approved, ratified, and confirmed in all respects." 4. Material Related Party Transaction(s) between the Company and M/s Rajesh Explosives Private Limited, Holding Company. To consider and, if thought fit, to pass the following Resolution as an Ordinary Resolution: "RESOLVED THAT pursuant to the provisions of Regulations 2(1)(zc), 23(4), and other applicable provisions of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘SEBI Listing Regulations’), as amended from time to time, Section 2(76) and other applicable provisions of the Companies Act, 2013 (‘Act’) read with the Rules framed thereunder [including any statutory modification(s) or re-enactment(s) thereof for the time being in force], the Company’s Policy on Related Party Transactions, and subject to such other approval(s), consent(s), and/or permission(s) as may be required, and based on the recommendation of the Audit Committee, the consent of the Members of the Company be and is hereby accorded to the Board of Directors of the Company (hereinafter referred to as the ‘Board’, which term shall be deemed to include the Audit Committee or any other Committee constituted/empowered by the Board to exercise its powers conferred by this Resolution) to enter into/continue Material Related Party Transaction(s) / Contract(s) / Arrangement(s) / Agreement(s) (whether by way of individual transactions or a series of transactions), as detailed in the Explanatory Statement annexed hereto, between the Company and Rajesh Explosives Private Limited (‘REPL’), being an entity under the same management and accordingly a ‘Related Party’ of the Company, on such terms and conditions as may be mutually agreed, for an aggregate value not exceeding ₹2,00,00,000/- (Rupees Two Crore Only) during the Financial Year 2026–27, provided that such transaction(s) are carried out on an arm’s length basis and in the ordinary course of business. RESOLVED FURTHER THAT the Board be and is hereby authorized to do and perform all such acts, deeds, matters, and things as may be necessary, proper, or expedient, including but not limited to finalizing the terms and conditions, executing necessary agreements, contracts, and ancillary documents, seeking statutory/regulatory approvals, settling any questions, difficulties, or doubts that may arise in this regard, and delegating all or any of the powers herein conferred to any Director, Chief Financial Officer, Company Secretary, or any other Authorized Representative of the Company, without requiring further consent from the Members. RESOLVED FURTHER THAT all actions taken by the Board in connection with any matter referred to or contemplated in this Resolution prior to the passing of this Resolution be and are hereby approved, ratified, and confirmed in all respects." 5. Ratification of remuneration of Cost Auditors: To consider and, if thought fit, to pass with or without modification(s), the following Resolution as an Ordinary Resolution: “RESOLVED THAT pursuant to Section 148 and other applicable provisions, if any, of the Companies Act, 2013 (‘‘Act‘’) and the Companies (Audit and Auditors) Rules, 2014, as amended from time to time, the Company hereby ratifies the re [Showing first 8,000 characters — download PDF for full document]