Shareholders meeting

17th July, 2026 National Stock Exchange of India Limited, BSE Limited, Exchange Plaza, Department of Corporate Services, Bandra Kurla Complex, Phiroze Jeejeebhoy Towers, Bandra (East), Dalal Street, Mumbai - 400 051. Mumbai - 400 001. Symbol: ADFFOODS Scrip Code: 519183 Subject: Notice of the 36th Annual General Meeting of ADF Foods Limited. Dear Sir/Madam, Pursuant to the provisions of Regulation 30 & 34 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, please find enclosed herewith the Notice of the 36th Annual General Meeting (“AGM”) of ADF Foods Limited (“the Company”) dated 13th May, 2026. We wish to inform you that the 36th AGM of the Company will be held on Wednesday, 12th August, 2026 at 04:00 p.m. (IST), through Video Conferencing (“VC”) / Other Audio Visual Means (“OAVM”). The Notice of the 36th AGM and Annual Report for Financial Year 2025-26 has been sent on 17th July, 2026 only through electronic mode to all the Shareholders whose e-mail addresses are registered with the Company/Registrar & Share Transfer Agent (‘RTA’)/ Depository Participant(s), as the case may be, in accordance with relevant circulars issued by Ministry of Corporate Affairs and SEBI. Further, as per Regulation 36(1)(b) of SEBI (Listing Obligation and Disclosure Requirements) Regulations, 2015, a letter providing the web-link, including the exact path where the complete details of the Annual Report and Notice of AGM are available, is being sent to those Shareholders who have not registered their e-mail address with the RTA of the Company/Depository Participant(s). The Notice and Annual Report is also available on the website of the Company at www.adf-foods.com. Regd. Off.: 83/86, G.I.D.C Industrial Estate, Nadiad - 387 001, India. Tel.: +91 268 2551381/82 Fax: +91 268 2565068 Email: nadiadfactory@adf-foods.com CIN: L15400GJ1990PLC014265 Corp. Off.: Marathon Innova, B2, G01, Ground Floor, G. K. Road, Lower Parel, Mumbai 400 013. INDIA. Tel.: +91 22 6141 5555, Fax: +91 22 6141 5577, Email: info@adf-foods.com, Web: www.adf-foods.com The agenda items proposed to be taken up at the AGM are as mentioned below: Item Resolutions Manner of No. approval Ordinary Business: 1. (a) To receive, consider and adopt the Audited Standalone Financial Ordinary Statements of the Company for the Financial Year ended Resolution 31st March, 2026, together with the Reports of the Board of Directors and the Auditors thereon. (b) To receive, consider and adopt the Audited Consolidated Financial Statements of the Company for the Financial Year ended 31st March, 2026, together with the Report of the Auditors thereon. 2. To declare a Final Dividend of Rs. 0.60/- per equity share of face value Ordinary Rs. 2/- each for the Financial Year ended 31st March, 2026. Resolution 3. To appoint a Director in place of Mr. Bimal Thakkar (DIN: 00087404), Ordinary who retires by rotation and being eligible offers himself for Resolution re-appointment. Special Business: 4. To approve continuation of the existing remuneration terms of Special Mr. Bimal Thakkar for the remaining tenure of his current appointment Resolution term upto 30th September, 2028 pursuant to applicable statutory provisions. Request you to kindly take the same on your record. Thanking You, Yours faithfully, For ADF Foods Limited Shalaka Ovalekar Company Secretary Encl: As Above Regd. Off.: 83/86, G.I.D.C Industrial Estate, Nadiad - 387 001, India. Tel.: +91 268 2551381/82 Fax: +91 268 2565068 Email: nadiadfactory@adf-foods.com CIN: L15400GJ1990PLC014265 Corp. Off.: Marathon Innova, B2, G01, Ground Floor, G. K. Road, Lower Parel, Mumbai 400 013. INDIA. Tel.: +91 22 6141 5555, Fax: +91 22 6141 5577, Email: info@adf-foods.com, Web: www.adf-foods.com Corporate Overview Statutory Reports Financial Reports NOTICE OF THE 36TH ANNUAL GENERAL MEETING NOTICE is hereby given that the 36th Annual General Meeting of the Members of ADF FOODS LIMITED will be held through Video Conferencing (“VC”) or Other Audio Visual Means (“OAVM”) on Wednesday, 12th August, 2026 at 4:00 P.M. (IST) to transact the following business: ORDINARY BUSINESS (1) (a) To receive, consider and adopt the Audited Standalone Financial Statements of the Company for the Financial Year ended 31st March, 2026, together with the Reports of the Board of Directors and the Auditors thereon. (b) To receive, consider and adopt the Audited Consolidated Financial Statements of the Company for the Financial Year ended 31st March, 2026, together with the Report of the Auditors thereon. (2) To declare a Final Dividend of Rs. 0.60/- per equity share of face value Rs. 2/- each for the Financial Year ended 31st March, 2026. (3) To appoint a Director in place of Mr. Bimal Thakkar (DIN: 00087404), who retires by rotation and being eligible offers himself for re-appointment. SPECIAL BUSINESS (4) To approve continuation of the existing remuneration terms of Mr. Bimal Thakkar for the remaining tenure of his current term of appointment: To consider and, if thought fit, to pass the following resolution as a Special Resolution: “RESOLVED THAT pursuant to the special resolution passed by the Members of the Company on 11th March, 2023 and the approval granted by Central Government vide its letter dated 4th January, 2024 approving the appointment of Mr. Bimal Thakkar (DIN: 00087404) as Chairman, Managing Director and CEO of the Company for a period of 5 (five) years from 1st October, 2023 to 30th September, 2028 and approving his remuneration for the initial period of 3 (three) years from 1st October, 2023 to 30th September, 2026 as per Schedule V of the Companies Act, 2013, and pursuant to the provisions of Sections 197, 198, 203 and other applicable provisions, if any, of the Companies Act, 2013 (“Act”) read with Schedule V to the Act and the rules made thereunder, Regulation 17(6)(e) and other applicable provisions, if any, of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“Listing Regulations”), including any statutory modification(s), amendment(s), re-enactment(s) or substitution(s) thereof for the time being in force, and based on the recommendations of the Nomination and Remuneration Committee, the Audit Committee and the Board of Directors at their respective meetings held on 13th May, 2026, approval of the Members be and is hereby accorded for continuation, without any enhancement or modification, of the existing remuneration payable to Mr. Bimal Thakkar, Chairman, Managing Director and CEO of the Company, for the remaining tenure of 2 (two) years from 1st October, 2026 to 30th September, 2028, on the following terms: a) Commission up to 5% of the consolidated net profit before tax of the Company in any financial year, calculated on the basis of the consolidated audited financial statements of the Company for the relevant financial year and payable by the Company and/ or its overseas subsidiary/subsidiaries, in combination; Provided that the overall remuneration payable by the Company to its Directors, including the Managing Director, Whole-time Director and Manager, if any, in respect of any financial year shall be within the limits prescribed under Section 197 and other applicable provisions of the Act; b) The commission may be disbursed by way of monthly on-account payments, subject to the aforesaid eligibility limits and final adjustment, if any, based on the audited consolidated financial statements of the Company for the relevant financial year; c) Reimbursement of expenses: Reimbursement of expenses actually and properly incurred for the business of the Company shall be made at actuals and shall not be treated as perquisite, including but not limited to: i) actual expenses incurred for the Company’s business, including travel, stay and other related expenses incurred in India and abroad; ii) provision of two cars with drivers for use on the Company’s business; iii) telephone expenses for official purp [Showing first 8,000 characters — download PDF for full document]