Notice of 11th Annual General Meeting to be held on Monday, September 28, 2026 at 02:00 P.M. (IST) through VC/OAVM

gaudium® IVF Delivering Motherhood Dreams September 03, 2026 BSE Limited National Stock Exchange of India Limited Phiroze Jeejeebhoy Towers, Dalal Street, Fort, Exchange Plaza, C-1, Block G, Bandra Mumbai – 400001, Maharashtra Kurla Complex, Bandra (E), Mumbai – 400051, Maharashtra Scrip Code – 544709 Symbol – GAUDIUMIVF ISIN: INE0P8B01020 ISIN: INE0P8B01020 Dear Sir/Madam, Subject: Notice for the 11th (Eleventh) Annual General Meeting ("AGM") of Gaudium IVF and Women Health Limited (“Company”) Pursuant to Regulations 30 and 34 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("Listing Regulations"), please find enclosed the Notice convening 11th (Eleventh) Annual General Meeting ("AGM") of the members of the Company scheduled to be held on Monday, September 28, 2026, at 02:00 P.M. (IST) through Video Conferencing ("VC") / Other Audio-Visual Means ("OAVM"), in compliance with the applicable provisions of the Companies Act, 2013 ("Act") and Rules made thereunder and the Listing Regulations, and with various circulars issued by Ministry of Corporate Affairs ("MCA") from time to time, in this regard. In compliance with the provisions of the Act and Listing Regulations, read with applicable circulars issued by MCA and SEBI, the Notice of 11th AGM along with Annual Report for the Financial Year 2025-26 will be sent via e-mail to members whose e-mail IDs are registered with the Company/ RTA/ Depository Participants as on the cut-off date i.e. Friday, August 28, 2026. Further, as per Regulation 36(1)(b) of Listing Regulations, a letter providing a web-link to access the Annual Report for the Financial Year 2025-26 is also being sent to those members who have not registered their email address with the Company/ RTA/ Depository Participant. The Notice of 11th AGM is also available on the website of the Company and can be accessed through the following link: https://www.gaudiumivfcentre.com/assets/Notice-AGM.pdf We request you to please take the same on record. Thanking you, Yours faithfully, For and on behalf of Gaudium IVF and Women Health Limited (Formerly known as Gaudium IVF and Women Health Private Limited) Naveen Kumar Company Secretary and Compliance Officer Membership No.: A69788 Encl:. a/a Gaudium IVF and Women Health Limited (Formerlyknown asGaudium IVF andWomen Health Pvt. Ltd.) Registered Office : B1/51, Janakpuri, New Delhi- 110058 | Ph: 011-4885 8585 CIN : L851000L2015PLC278296 Email : info@gaudiumivfcentre.com Website : www.gaudiumivfcentre.com NOTICE OF 11TH (ELEVENTH) ANNUAL GENERAL MEETING Notice is hereby given that the 11th (Eleventh) Annual To consider and if thought fit, to pass with or without General Meeting (“AGM”) of the Members of Gaudium IVF modification(s), the following resolution as an and Women Health Limited (Formerly Known as Gaudium Ordinary Resolution: IVF and Women Health Private Limited) (“Company”) will “ RESOLVED THAT the Audited Consolidated Financial be held on Monday, September 28, 2026, at 02:00 P.M. (IST) Statements of the Company for the financial year through Video Conferencing (“VC”) / Other Audio Visual ended March 31, 2026, together with the Report Means (“OAVM”) to transact the following businesses: of Auditor’s thereon, be and are hereby received, considered and adopted.” A. ORDINARY BUSINESSES 1. TO RECEIVE, CONSIDER AND ADOPT: 2. TO APPOINT A DIRECTOR IN PLACE OF MR. a. t he Audited Standalone Financial Statements of the VISHAD KHANNA (DIN: 10729610) NON-EXECUTIVE Company for the financial year ended March 31, 2026, DIRECTOR, WHO RETIRES BY ROTATION AND together with the Reports of the Board of Directors and BEING ELIGIBLE, OFFERS HIMSELF FOR RE- Auditor’s thereon; and APPOINTMENT: To consider and if thought fit, to pass with or without To consider and if thought fit, to pass with or without modification(s), the following resolution as an modification(s), the following resolution as an Ordinary Resolution: Ordinary Resolution: “RESOLVED THAT pursuant to the provisions of Section “RESOLVED THAT the Audited Standalone Financial 152 of the Companies Act, 2013, and other applicable laws, Statements of the Company for the financial year and the rules made thereunder including any statutory ended March 31, 2026, together with the Reports of modification(s) or re-enactment thereof and the Articles the Directors and Auditor’s thereon, be and are hereby of Association and based on the recommendation of the received, considered and adopted.” Nomination and Remuneration Committee and Board of Directors, Mr. Vishad Khanna (DIN:10729610), Non- b. the Audited Consolidated Financial Statements of the Executive Director of the Company who retires by rotation, Company for the financial year ended March 31, 2026, and being eligible has offered himself for re-appointment, together with the Report of Auditor’s thereon. be and is hereby re-appointed as a Director of the Company.” B. SPECIAL BUSINESSES 3. TO CONSIDER AND APPROVE THE REVISION IN THE REMUNERATION PAYABLE TO DR. PEEYUSH KHANNA (DIN: 07091422), WHOLE-TIME DIRECTOR OF THE COMPANY: To consider and if thought fit, to pass with or without modification(s), the following resolution as a Special Resolution: “RESOLVED THAT pursuant to the provisions of Sections 196, 197, 198 and other applicable provisions, if any, of the Companies Act, 2013 (“Act”), read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, Schedule V to the Act, Regulation 17(6) and other applicable provisions of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI Listing Regulations”), the Articles of Association of the Company, the Nomination and Remuneration Policy of the Company and other applicable laws, rules, regulations, circulars and guidelines, as amended from time to time, and pursuant to the recommendation of the Nomination and Remuneration Committee, approval of the Audit Committee, and the approval and recommendation of the Board of Directors, the consent of the Members of the Company be and is hereby accorded for revision in the salary/remuneration, consultancy fees, perquisites and other entitlements payable to Dr. Peeyush Khanna (DIN: 07091422), Whole-Time Director of the Company, with effect from October 01, 2026, for the remaining period of his tenure as Whole-Time Director of the Company, i.e. till December 10, 2029, as follows: Particulars Salary/Remuneration Details 1. Salary including allowances ₹48,00,000/- per annum (Rupees Forty-Eight Lakhs Only), i.e. ₹4,00,000/- per month 2. Consultancy Fees ₹36,00,000/- per annum (Rupees Thirty-Six Lakhs Only), i.e. ₹3,00,000/- per month 3. Perquisites and Other In addition to the above, Dr. Peeyush Khanna shall be entitled to such benefits, Entitlements perquisites, reimbursements and other entitlements as may be applicable under the policies of the Company and in accordance with the applicable provisions of law and other terms and conditions of remuneration as set out in the explanatory statement attached to this notice. 01 Annual Report 2025-26 Notice RESOLVED FURTHER THAT in the event of absence or giving effect to this resolution and for matters concerned inadequacy of profits in any financial year during the therewith or incidental thereto.” remaining tenure of Dr. Peeyush Khanna, the aforesaid remuneration by way of salary/remuneration, consultancy 4. TO RATIFY AND APPROVE THE REMUNERATION fees, perquisites and other entitlements, payable to him PAID/PAYABLE TO DR. MANIKA KHANNA (DIN: shall be subject to the provisions of Section 197 read 07090907), CHAIRPERSON AND MANAGING with Schedule V and other applicable provisions of the DIRECTOR OF THE COMPANY: Companies Act, 2013 and the SEBI Listing Regulations, To consider and if thought fit, to pass with or and notwithstanding that such remuneration may exceed without modification(s), the following resolution as a the limits [Showing first 8,000 characters — download PDF for full document]