Shareholders meeting

October 3, 2026 BSE Limited National Stock Exchange of India Limited Scrip code: 535755 Symbol: ABFRL Sub.: Postal Ballot Notice of the Company Ref.: 1. Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI Listing Regulations”) 2. Our intimation dated August 8, 2026 Dear Sir/ Madam, With reference to the captioned subject, please find enclosed the Postal Ballot Notice dated August 8, 2026 (“said Notice”), for seeking approval of the Members of the Company on the following resolutions forming part of the Notice: Sr. No. Description of Resolutions Type of Resolutions 1. To approve adoption of the ‘Aditya Birla Fashion and Retail Limited Employee Stock Option Scheme 2026’ (“ABFRL ESOP Scheme 2026”). 2. To approve extending the benefits of the ‘Aditya Birla Fashion and Retail Special Limited Employee Stock Option Scheme 2026’ (“ABFRL ESOP Scheme 2026”) to employees of the subsidiary company(ies) of the Company. In accordance with applicable laws, the said Notice has been sent electronically to all the Members whose names appear in the Register of Members/ List of Beneficial Owners and whose e-mail IDs are registered with the Company/ MUFG Intime India Private Limited (“RTA”)/ Depositories as on Wednesday, September 30, 2026 (“cut-off date”). The same is also available on the Company’s website www.abfrl.com and on the website of MUFG Intime India Private Limited (“RTA”) of the Company i.e., https://instavote.linkintime.co.in. The remote e-voting facility will remain open from 9:00 a.m. (IST) on Sunday, October 4, 2026, and shall close at 5:00 p.m. (IST) on Monday, November 2, 2026. The results of the e-voting shall be declared on or before Wednesday, November 4, 2026. Thanking you, Sincerely, For Aditya Birla Fashion and Retail Limited Rajeev Agrawal Company Secretary & Compliance Officer ACS 18877 Encl.: As above ADITYA BIRLA FASHION AND RETAIL LIMITED Registered Office: Piramal Agastya Corporate Park, Building ‘A’, CIN: L18101MH2007PLC233901 Website: www.abfrl.com 4th and 5th Floor, Unit No. 401, 403, 501, 502, Tel.: +91 86529 05000 E-mail: secretarial@abfrl.adityabirla.com L.B.S. Road, Kurla, Mumbai - 400 070 Fax: +91 86529 05400 Aditya Birla Fashion and Retail Limited Registered office: Piramal Agastya Corporate Park, Building ‘A’, 4th and 5th Floor, Unit No. 401, 403, 501, 502, L.B.S. Road, Kurla, Mumbai - 400 070, Maharashtra, India CIN: L18101MH2007PLC233901 Tel: +91-8652905000; Website: www.abfrl.com ; E-mail: secretarial@abfrl.adityabirla.com POSTAL BALLOT NOTICE [Pursuant to Section 110 of the Companies Act, 2013 read with the Rule 20 and Rule 22 of the Companies (Management and Administration) Rules, 2014] The Members of the Company Notice is hereby given pursuant to the applicable provisions of the Companies Act, 2013 (“the Act”) and Rules made thereunder (“the Rules”), Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI Listing Regulations”), Secretarial Standard-2 on General Meetings issued by the Institute of Company Secretaries of India (“SS-2”) including any statutory modification(s) or re-enactment(s) thereof for the time being in force read with the guidelines prescribed by the Ministry of Corporate Affairs (“MCA”) for holding general meetings/conducting postal ballot process through e-voting vide various general circulars issued by MCA (“MCA Circulars”) and the Circulars issued from time to time by the Securities and Exchange Board of India (“SEBI”) (“SEBI Circulars”) and subject to any other applicable laws and regulations, that the resolutions appended below are proposed to be passed by the Members of the Aditya Birla Fashion and Retail Limited (“the Company”) via Postal Ballot by way of remote e-voting for the following Special Resolutions: S. No. Particulars 1. To approve adoption of the ‘Aditya Birla Fashion and Retail Limited Employee Stock Option Scheme 2026’ (“ABFRL ESOP Scheme 2026”). 2. To approve extending the benefits of the ‘Aditya Birla Fashion and Retail Limited Employee Stock Option Scheme 2026’ (“ABFRL ESOP Scheme 2026”) to employees of the subsidiary company(ies) of the Company. This Notice is being sent only through electronic mode to those Members whose e-mail addresses are registered with the Company/Depositories/ Registrar and Share Transfer Agent and whose names are recorded in the Register of Members of the Company or in the Register of Beneficial Owners maintained by the Depositories. Hard copy of Notice along with Postal Ballot Forms and pre-paid business reply envelope will not be sent to the Members for this Postal Ballot and Members are required to communicate their assent or dissent through the remote e-voting system only and will also be available on the Company’s website www.abfrl.com websites of the Stock Exchanges, i.e. BSE Limited and National Stock Exchange of India Limited at www.bseindia.com and www.nseindia.com respectively and website of MUFG Intime India Private Limited (“RTA”) of the Company i.e. https://instavote.linkintime.co.in. POSTAL BALLOT NOTICE The Explanatory Statement in terms of the provisions of Section 102(1) and 110 of the Act, which sets out details relating to Special Businesses to be transacted forms part of this Postal Ballot Notice (“Notice”). Remote E-Voting: Shareholders are requested to read the instructions in the Notes under the section “Remote E- Voting: Procedure” in this Notice to cast their vote electronically. The details of the same are as below: Cut-off date : Wednesday, September 30, 2026 [for determining the Members entitled to vote on the Resolutions set forth in this Notice] Remote e-voting period Commence from : 9:00 a.m. Sunday, October 4, 2026 [During this period, members of Ends at : 5:00 p.m. Monday, November 2, 2026 the Company as on the cut-off date may cast their vote by remote e-voting] URL for remote e-voting : a. National Securities Depository Limited (“NSDL”): https://eservices.nsdl.com or https://www.evoting.nsdl.com b. Central Depository Services (India) Limited (“CDSL”): https://web.cdslindia.com/myeasitoken/home/login or www.cdslindia.com c. InstaVOTE: https://instavote.linkintime.co.in POSTAL BALLOT NOTICE SPECIAL BUSINESS(ES): To approve adoption of the ‘Aditya Birla Fashion and Retail Limited Employee Stock Option Scheme 2026’ (“ABFRL ESOP Scheme 2026”): To consider and if thought fit, to pass the following Resolution as a Special Resolution: “RESOLVED THAT pursuant to Section 62(1)(b) and other applicable provisions of the Companies Act, 2013 (“the Act”) and rules made thereunder, Regulation 6 and other applicable provisions, if any, of the Securities and Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regulations, 2021 (“SEBI SBEB & SE Regulations”), the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI Listing Regulations”) any rules, guidelines and regulations issued by the Reserve Bank of India and such other laws, rules and regulations (including any statutory amendment(s) or modification(s) or re-enactment(s) thereof, for the time being in force) as may be applicable (collectively, the “Applicable Laws”), the relevant provisions of the Articles of Association of Aditya Birla Fashion and Retail Limited (“Company”) and further subject to such other approvals, consents, permissions and sanctions, as may be necessary from the appropriate authorities or bodies and subject to such conditions and modifications as may be prescribed or imposed by the above authorities and which may be agreed to and accepted by the Board of Directors of the Company (hereinafter referred to as the “Board” which term shall be deemed to include any duly constituted committee, including the Nomination and Remuneration Committee to exercise its powers conferred by this Resolution), consent of the Members of the Company be and hereby [Showing first 8,000 characters — download PDF for full document]