Shareholders meeting

September 7, 2026 The Manager – Listing Department, National Stock Exchange of India Limited, “Exchange Plaza”, 5th Floor, Plot No. C/1, G Block, Bandra-Kurla Complex, Bandra (East), Mumbai – 400 051. Scrip Code: VERTOZ Series: EQ Dear Sir/Madam, Sub: Intimation of E-Voting facilities and Notice of the 15th Annual General Meeting of the Company. With reference to the captioned subject, we wish to inform you that our Company Vertoz Limited (Formerly known as Vertoz Advertising Limited) has provided E-Voting facility to its Shareholders for exercising their Vote on the Resolutions during the ensuing Annual General Meeting scheduled to take place on Tuesday, 29th September, 2026, at 04.00 p.m. through Video Conferencing (“VC”) / Other Audio-Visual Means (“OAVM”). KFin Technologies Limited, Registrar & Transfer Agents of the Company, (“KFintech”) shall be providing facility for voting through Remote E-Voting, for participation in the AGM through VC/OAVM facility and E-Voting during the AGM. 1. Date and time of commencement of remote E-Voting : Saturday, 26th September 2026 at 09.00 a.m. (IST) 2. Date and time of end of remote E-Voting : Monday, 28th September 2026 at 05.00 p.m. (IST) 3. Remote E-Voting shall not be allowed after : Monday, 28th September 2026 (Post 05.00 p.m. IST) 4. Cut-off date : Tuesday, 22nd September 2026 5. A Member may participate in the Annual General Meeting even after exercising his right to vote through remote e-voting but shall not be allowed to vote again in the Meeting. 6. A person whose name is recorded in the register of Members or in the register of beneficial owners maintained by the depositories as on the cut-off date only shall be entitled to avail the facility of remote e-voting as well as voting in the General Meeting. 7. Notice of the Annual General Meeting has been displayed on the website of the NSE and on website of E-Voting Platform provided by KFin Tech i.e. https://evoting.kfintech.com. The same can also be accessed on the Company’s website at https://vertoz.com/ir/financials/ 8. In case you have any queries or issues regarding e-voting, write an email to evoting@kfintech.com. This intimation is given pursuant to Regulation 30 of SEBI (LODR) Regulations, 2015. Kindly take the same on your records. Thanking you, Yours Faithfully, For Vertoz Limited (Formerly known as Vertoz Advertising Limited) Nupur Joshi Company Secretary & Compliance Officer Membership No. A43768 Encl: Notice and Explanatory Statement of 15th Annual General Meeting to be held on Tuesday, 29th September, 2026. VERTOZ LIMITED (Formerly known as: Vertoz Advertising Limited) ANNUAL REPORT | 222000222555---222000222666 VERTOZ LIMITED (FORMERLY KNOWN AS VERTOZ ADVERTISING LIMITED) Registered Office: 602, Avior, Nirmal Galaxy, Opp. Johnson & Johnson, LBS Marg, Mulund (West), Mumbai, Maharashtra, India – 400 080. Corporate Office: A-101, First Floor, Building No.8, Plot No.03, Mindspace Airoli East, Opp. Airoli Railway Station, Navi Mumbai 400708. Corporate Identity Number: L74120MH2012PLC226823 Tel: +91 22 6142 6030; Fax: +91 22 6142 6061 Website: www.vertoz.com ; Email: compliance@vertoz.com NOTICE NOTICE is hereby given that the Fifteenth (15th) Annual General Meeting of the Members of Vertoz Limited (“the Company”) is scheduled to be held on Tuesday, September 29, 2026, at 4:00 P.M. (IST) through Video Conferencing (“VC”) / Other Audio-Visual Means (“OAVM”), to transact the business as set forth in the Notice convening the Meeting. In accordance with the applicable circulars issued by the Ministry of Corporate Affairs (MCA) and the Securities and Exchange Board of India (SEBI), the AGM shall be conducted through electronic mode only, without the physical presence of Members at a common venue. For all statutory and regulatory purposes, the Registered Office of the Company, situated at,602, Avior, Nirmal Galaxy, Opp. Johnson & Johnson, LBS Marg, Mulund (West), Mumbai – 400 080, Maharashtra, India. Corporate office is situated at A101, Building No. 8, Plot No. 3, Mindspace, opposite the Airoli Railway Station, Navi Mumbai – 400708, Maharashtra and shall be deemed to be the venue of the AGM. ORDINARY BUSINESS: 1. To receive, consider and adopt: a. the Audited Standalone Financial Statements of the Company for the Financial Year ended 31st March 2026 and the Reports of the Board of Directors and Auditors thereon; and in this regard, to consider and if thought fit, to pass the following resolution as an Ordinary Resolution: “RESOLVED THAT the Audited Standalone Financial Statements of the Company for the Financial Year ended 31st March 2026 and the Reports of the Auditor’s and the Board of Directors thereon, as circulated to the Members, be and are hereby considered and adopted.” b. the Audited Consolidated Financial Statements of the Company for the Financial Year ended 31st March 2026 and the Reports of Auditors thereon; and in this regard, to consider and if thought fit, to pass the following resolution as an Ordinary Resolution: VERTOZ LIMITED (Formerly known as: Vertoz Advertising Limited) ANNUAL REPORT | 222000222555---222000222666 “RESOLVED THAT the Audited Consolidated Financial Statements of the Company for the Financial Year ended 31st March 2026 and the Reports of the Auditor’s and the Board of Directors thereon, as circulated to the Members, be and are hereby considered and adopted.” 2. To re-appoint Mr. Harshad Uttamchand Shah (DIN: 07849186), who is liable to retire by rotation at this Annual General Meeting and being eligible, offers himself for re-appointment: To consider and, if thought fit, to pass the following Resolution as an Ordinary Resolution: “RESOLVED THAT pursuant to provisions of Section 152 and other applicable provisions, if any, of the Companies Act, 2013 and Rules made thereunder (including any statutory modification(s) and/or re-enactment(s) thereof for the time being in force), the approval of the Members of the Company, be and is hereby accorded to reappoint Mr. Harshad Uttamchand Shah (DIN: 07849186) who retires by rotation at this Meeting and being eligible, has offered himself for re-appointment as the Non-Executive Director of the Company." SPECIAL BUSINESS: 3. To re-appoint Mr. Hirenkumar Rasiklal Shah (DIN: 00092739) as Managing Director for a further term of five (5) consecutive years: To consider and, if thought fit, to pass the following Resolution as an Special Resolution: "RESOLVED THAT pursuant to the provisions of Sections 196, 197, 198, 203 and other applicable provisions, if any, of the Companies Act, 2013 read with Schedule V thereto and the applicable provisions of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (including any statutory modification(s) or re-enactment thereof for the time being in force), and based on the recommendation of the Nomination and Remuneration Committee and approval of the Board of Directors, the approval of the Members be and is hereby accorded for the re- appointment of Mr. Hirenkumar Rasiklal Shah (DIN: 00092739) as Managing Director of the Company for a further period of five (5) consecutive years with effect from 14th June, 2027, at remuneration of Rs 59,48,400.00/- on such terms and conditions as set out in the Explanatory Statement annexed to this Notice. RESOLVED FURTHER THAT the Board of Directors and/or Nomination and Remuneration Committee of the Company has the power to add new heads or items for payment(s), modify, alter or amend or revise or otherwise vary the terms of remuneration, other benefits, commission based on net profits, perquisites, reimbursement of expenses, etc., such that the overall amounts of remuneration shall not exceed the limits as specified in terms of the applicable provisions of the Companies Act, 2013, including any Schedules and the relevant Rules thereof (including any statutory modification(s), enactment(s) or re-enactment(s) thereof for the time being in force); VERTOZ LIMITED (Formerly known as: [Showing first 8,000 characters — download PDF for full document]