Alteration of Clause V of Memorandum of Association

ZODIAC JRD-MKJ LIMITED DIAMONDS ● JEWELLERY ● PRECIOUS & SEMI PRECIOUS STONES 1013, P. J. Tower, Stock Exchange Towers, Dalal Street, Fort, Mumbai 400001, Maharashtra, India Tel: +91-22-2283-1050 / 51 ● Email: info@zodiacjrdmkjltd.co.in or secretarial@zodiacjrdmkjltd.co.in CIN: L65910MH1987PLC042107 ● Website: www.zodiacjrdmkjltd.co.in ● GSTIN: 27AAACZ0459K1Z1 Date: 24.09.2026 BSE Limited, Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai- 400001. Scrip Code: 512587 Sub: Regulation 30 read with Part A of the Schedule III of SEBI (Listing Obligation and Disclosure Requirements) Regulations, 2015 ("Listing Regulations"). Dear Sir/ Madam, We hereby wish to inform that the Shareholders of the Company in the 39th Annual General Meeting held on 24th September, 2026 have approved: 1. Re-appointment of Mr. Girish L. Shethia, Chartered Accountant as a Statutory Auditor of the Company for the period of 5 Years subject to the approval of the shareholders in the ensuing General Meeting. Accordingly, the details required under Regulation 30 of Listing Regulations read with SEBI Master Circular No. SEBI Master Circular HO/49/14/14(7)2025-CFD- POD2/I/3762/2026 dated January 30, 2026 is enclosed as “Annexure- 1”. 2. Increase the Authorized Share Capital of the Company and consequential alteration to the Capital Clause V of the Memorandum of Association (“MOA”) of the Company; Accordingly, the details required under Regulation 30 of Listing Regulations read with SEBI Master Circular No. SEBI Master Circular HO/49/14/14(7)2025-CFD- POD2/I/3762/2026 dated January 30, 2026 is enclosed as “Annexure- 2”. 3. Approval for Zodiac JRD MKJ Employees Stock Option Plan 2026 and Grant of Employee Stock Options to the Employees of the Company thereunder. Accordingly, the details required under Regulation 30 of Listing Regulations read with SEBI Master Circular No. SEBI Master Circular HO/49/14/14(7)2025-CFD- POD2/I/3762/2026 dated January 30, 2026 is enclosed as “Annexure- 3”. ZODIAC JRD-MKJ LIMITED DIAMONDS ● JEWELLERY ● PRECIOUS & SEMI PRECIOUS STONES 1013, P. J. Tower, Stock Exchange Towers, Dalal Street, Fort, Mumbai 400001, Maharashtra, India Tel: +91-22-2283-1050 / 51 ● Email: info@zodiacjrdmkjltd.co.in or secretarial@zodiacjrdmkjltd.co.in CIN: L65910MH1987PLC042107 ● Website: www.zodiacjrdmkjltd.co.in ● GSTIN: 27AAACZ0459K1Z1 Thanking You. Yours Faithfully, For Zodiac JRD-MKJ Limited Mahesh Shah Managing Director DIN:00217516 ZODIAC JRD-MKJ LIMITED DIAMONDS ● JEWELLERY ● PRECIOUS & SEMI PRECIOUS STONES 1013, P. J. Tower, Stock Exchange Towers, Dalal Street, Fort, Mumbai 400001, Maharashtra, India Tel: +91-22-2283-1050 / 51 ● Email: info@zodiacjrdmkjltd.co.in or secretarial@zodiacjrdmkjltd.co.in CIN: L65910MH1987PLC042107 ● Website: www.zodiacjrdmkjltd.co.in ● GSTIN: 27AAACZ0459K1Z1 Annexure-1 Sr. Particulars Details 1. Name Mr. Girish L. Shethia 2. Brief Profile (in case of CA Girish L. Shethia is a seasoned Chartered Appointment) Accountant with over 35 years of professional experience in audit, taxation, and financial advisory services. He has extensively handled statutory audits, including for IND AS–compliant and listed entities, with a strong focus on accuracy, regulatory compliance, and transparent financial reporting. He also specializes in internal audits, helping organizations strengthen internal controls, enhance operational efficiency, and improve governance frameworks. His expertise extends to direct and indirect tax compliance, including GST advisory and litigation support. In addition, he has significant experience in RERA compliance and tax litigation, providing end-to- end advisory, representation, and compliance solutions. 3. Reason of Change Reappointment 4. Date of Appointment/ Members of the Company at the 39th Annual Terms of Appointment General Meeting has reappointed Mr. Girish L Shethia, Chartered Accountant as the Statutory Auditors of the Company, to hold office for a period of 5 (five) consecutive years commencing from the conclusion of this Annual General Meeting till the conclusion of the 43rd Annual General Meeting of the Company to be held in the Financial Year 2030- 2031. 5. Disclosure of Relationship NA between Directors (in case of Appointment) ZODIAC JRD-MKJ LIMITED DIAMONDS ● JEWELLERY ● PRECIOUS & SEMI PRECIOUS STONES 1013, P. J. Tower, Stock Exchange Towers, Dalal Street, Fort, Mumbai 400001, Maharashtra, India Tel: +91-22-2283-1050 / 51 ● Email: info@zodiacjrdmkjltd.co.in or secretarial@zodiacjrdmkjltd.co.in CIN: L65910MH1987PLC042107 ● Website: www.zodiacjrdmkjltd.co.in ● GSTIN: 27AAACZ0459K1Z1 Annexure-2 AMENDMENT TO MEMORANDUM OF ASSOCIATION PERTAINING TO INCREASE IN AUTHORISED SHARE CAPITAL: Amendment in Memorandum of Association (“MOA”) of Company: Clause No. Existing Clause Proposed Clause V The Authorised Share Capital of The Authorised Share Capital of the Company is Rs. 18,00,00,000/- the Company is Rs. (Rupees Eighteen Crore) divided 27,00,00,000/- (Rupees Twenty into 1,80,00,000 (One Crore Seven Crores Only) divided into Eighty Lakhs) Equity Shares of 2,70,00,000 (Two Crore Seventy Rs. 10/- (Rupees Ten) each. Lakhs) Equity Shares of INR. 10/- (Indian Rupees Ten Each). ZODIAC JRD-MKJ LIMITED DIAMONDS ● JEWELLERY ● PRECIOUS & SEMI PRECIOUS STONES 1013, P. J. Tower, Stock Exchange Towers, Dalal Street, Fort, Mumbai 400001, Maharashtra, India Tel: +91-22-2283-1050 / 51 ● Email: info@zodiacjrdmkjltd.co.in or secretarial@zodiacjrdmkjltd.co.in CIN: L65910MH1987PLC042107 ● Website: www.zodiacjrdmkjltd.co.in ● GSTIN: 27AAACZ0459K1Z1 Annexure-3 Sr. Particulars Details 1. Brief details of options At the Annual General Meeting held on 24th granted September, 2026 Members of the meeting approved the “Zodiac JRD MKJ Employees Stock Option Plan 2026” and the Board meeting held on 30th May 2026, the Board of Directors has approved “Zodiac JRD MKJ Employees Stock Option Plan 2026”. The Company intends to use this Plan to attract, retain and motivate key talent working with the Company, its holding company and its subsidiary companies, by way of rewarding their high performance and motivate them to contribute to the overall corporate growth and profitability. 2. Whether the scheme is in Yes. terms of SEBI (SBEB) Regulations, 2021 (if applicable); 3. Total number of shares 7,68,294 covered by these options 4. Pricing formula - 5. Options vested - 6. Time within which option - may be exercised 7. Options exercised - 8. Money realized by exercise - of options 9. The total number of shares - arising as a result of exercise of option 10. Options lapsed - 11. Variation of terms of - options 12. Brief details of significant - terms 13. Subsequent changes or - cancellation or exercise of such options 14. Diluted earnings per share - pursuant to issue of equity shares on exercise of options