Shareholders meeting

July 17, 2026 Listing Compliance Department Listing Compliance Department BSE Limited National Stock Exchange of India Limited Phiroze Jeejeebhoy Towers Exchange Plaza, Plot No. C/1. G Block, Dalal Street, Bandra -Kurla Complex, Bandra (East), Mumbai - 400 001. Mumbai- 400051. Scrip Code: 543280 Scrip Symbol: NAZARA Subject: Disclosure under Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘Listing Regulations’) - Notice of Extraordinary General Meeting (‘EGM’) of Nazara Technologies Limited (‘the Company’) Dear Sir/Ma’am, With reference to the captioned subject and in continuation to our intimation dated May 12, 2026 and pursuant to Regulation 30 and other applicable provisions of the Listing Regulations, please find enclosed herewith the Notice convening the EGM of the Company scheduled to be held on Monday, August 10, 2026 at 11:30 a.m. (IST) through Video Conference (“VC”) / Other Audio-Visual means (“OAVM”) to transact the business(es) set forth in the said Notice. In compliance with applicable laws and relevant circulars issued by Ministry of Corporate Affairs and the Securities and Exchange Board of India, the Notice of the EGM along with the Explanatory Statements is being sent through electronic mode to all the members of the Company whose email addresses are registered with Depository Participant(s) or Registrar and Share Transfer Agent or with Company. The said Notice has also been hosted on the Company’s website at www.nazara.com You are requested to take the above information on record. Thanking You, Yours faithfully For Nazara Technologies Limited Arun Bhandari Company Secretary and Compliance Officer Encl: As Above NAZARA TECHNOLOGIES LIMITED CIN: L72900MH1999PLC122970 Regd. Office: 11th Floor, Avighna House, Dr. A. B. Road, Worli, Mumbai – 400018. Tel.: +91-22-40330800; E-mail: investors@nazara.com; Website: www.nazara.com NOTICE NOTICE is hereby given that the Extraordinary General Meeting (“EGM”) of the Members of NAZARA TECHNOLOGIES LIMITED (“the Company”) will be held on Monday, August 10, 2026 at 11.30 a.m. (IST) through Video Conferencing (“VC”) / Other Audio Visual Means (“OAVM”), to transact the following businesses: SPECIAL BUSINESS 1. Appointment of Mr. Mithun Padam Sacheti (DIN: 01683592) as a Non-Executive Director, liable to retire by rotation To consider and if thought fit, to pass the following resolution as an Ordinary Resolution: “RESOLVED THAT pursuant to the provisions of Section 152 and all other applicable provisions, if any, of the Companies Act, 2013 (“the Act”) read with the Companies (Appointment and Qualifications of Directors) Rules, 2014 and the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (including any statutory modification(s) or amendment(s) thereto or re-enactment(s) thereof for the time being in force), Mr. Mithun Padam Sacheti (DIN: 01683592), who was appointed by the Board of Directors of the Company, based on the recommendation of the Nomination, Remuneration and Compensation Committee, as an Additional Director (Non-Executive and Non-Independent) with effect from May 12, 2026 pursuant to Section 161 of the Act and the Articles of Association of the Company and who holds office up to the date of the ensuing Annual General Meeting of the Company and in respect of whom the Company has received a notice in writing from a member under Section 160 of the Act, proposing his candidature for the office of Director of the Company, being eligible, be and is hereby appointed as a Non-Executive Director, liable to retire by rotation; RESOLVED FURTHER THAT the Board of Directors of the Company be and is hereby authorised to do all acts, deeds, matters and things and to take all such steps as may be necessary, desirable or expedient for the purpose of giving effect to this resolution.” 2. Appointment of Mr. Muraarie Rajan (DIN: 02756837) as an Independent Director of the Company To consider and if thought fit, to pass the following resolution as a Special Resolution: “RESOLVED THAT pursuant to the provisions of Sections 149, 150 and 152 read with Schedule IV and other applicable provisions, if any, of the Companies Act, 2013 (“the Act”) read with the Companies (Appointment and Qualifications of Directors) Rules, 2014, the applicable provisions of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (including any statutory modification(s) or re-enactment thereof for the time being in force) and the Articles of Association of the Company, and based on the recommendations of the Nomination, Remuneration and Compensation Committee and approval of the Board of Directors of the Company, Mr. Muraarie Rajan (DIN: 02756837), who was appointed as an Additional Director (Independent Director) of the Company, with effect from May 12, 2026, who holds office up to the date of the ensuing Annual General Meeting of the Company, who qualifies for being appointed as an Independent Director and in respect of whom the Company has received a notice in writing from a member under Section 160 of the Act proposing his candidature for the office of Director of the Company, being eligible, be and is hereby appointed as an Independent Director of the Company, not liable to retire by rotation, to hold office for a term of 5 (five) consecutive years commencing from May 12, 2026 to May 11, 2031 (both the days inclusive); RESOLVED FURTHER THAT the Board of Directors of the Company be and is hereby authorised to do all acts, deeds, matters and things and to take all such steps as may be necessary, desirable or expedient for the purpose of giving effect to this resolution.” 3. Re-designation of Mr. Vikash Mittersain (DIN:00156740) as Founding Chairman in the category of Non-Executive Director of the Company and approval of his remuneration To consider and if thought fit, to pass the following resolution as a Special Resolution: “RESOLVED THAT pursuant to the provisions of Sections 152, 197, 198 read with Schedule V and other applicable provisions, if any, of the Companies Act, 2013 (“the Act”) read with the Companies (Appointment and Qualifications of Directors) Rules, 2014 and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, Regulations 17(1A), 17(6)(ca) 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, the Articles of Association of the Company, in supersession of all earlier resolutions passed in this regard, and pursuant to the recommendation of the Nomination, Remuneration and Compensation Committee and approval of the Board of Directors of the Company (“the Board”, which term shall be deemed to include any Committee which the Board may have constituted or may hereafter constitute to exercise its powers, including the powers conferred by this Resolution), the approval of the Members of the Company be and is hereby accorded to: (i) re-designate Mr. Vikash Mittersain (DIN: 00156740) from “Chairman & Managing Director” to “Founding Chairman” in the category of “Non-Executive Director” of the Company, not liable to retire by rotation, for a term of 5 (five) years commencing from June 01, 2026 to May 31, 2031; (ii) the payment of the following remuneration for the aforesaid term of five years: a. fixed remuneration of INR 75,00,000/- (Indian Rupees Seventy-Five Lakhs only) per annum payable monthly; b. such other benefits and facilities as may be approved by Nomination, Remuneration and Compensation Committee and/or the Board from time to time in accordance with the applicable policies of the Company. Provided that the value of all benefits, perquisites and facilities shall not exceed INR 10,00,000/- (Indian Rupees Ten Lakhs only) per annum; (iii) the paymen [Showing first 8,000 characters — download PDF for full document]