Shareholders meeting

Ref.: ML/Compliance/2026-27/25 June 29, 2026 BSE Limited National Stock Exchange of India Limited Floor 25, P J Towers, Exchange Plaza, Dalal Street, Bandra Kurla Complex, Mumbai – 400 001 Bandra (East), Mumbai – 400 051 Scrip Code: 506261 Symbol: MODISONLTD Dear Sir/Madam, Subject : Notice of the 43rd Annual General Meeting Reference: Regulations 30 and 34(1), 36(1)(b) of the SEBI (Listing Regulations and Disclosure Requirements) Regulations, 2015. We are pleased to inform you that the 43rd Annual General Meeting ("AGM") of the Members of Modison Limited is scheduled to be held on Tuesday, July 21, 2026, at 5:30 P.M. (IST) through Video Conferencing ("VC") / Other Audio-Visual Means ("OAVM"). We enclose herewith the Notice of the 43rd AGM for the financial year 2025-26. The Notice along with the Annual Report has been sent electronically to those Members whose email addresses are registered with the Depository Participant/ Registrar and Transfer Agent (RTA). Further, pursuant to Regulation 36(1)(b) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Company is also dispatching a communication by post to those Members whose email addresses are not registered, providing the weblink to access the Annual Report including the Notice of AGM on the Company’s website. Members are requested to update or register their email addresses with the Company/ RTA/Depositories to ensure receipt of all communications in electronic form. The Notice of the 43rd AGM is made available on the website of the Company at www.modisonltd.com/investors/modison-annual-report This is for your information & record. Thanking you. Yours faithfully, For Modison Limited Pooja Birendra Sinha Company Secretary & Compliance Officer Encl: Notice of the 43rd AGM NOTICE OF ANNUAL GENERAL MEETING NOTICE is hereby given that the 43rd Annual General Meeting (AGM) of the Members of Modison Limited will be held on Tuesday, July 21, 2026 at 5:30 P.M. [IST] through Video Conferencing (“VC”) / Other Audio Visual Means (“OAVM”) to transact the following businesses. ORDINARY BUSINESS: 1. ADOPTION OF AUDITED FINANCIAL STATEMENTS (STANDALONE AND CONSOLIDATED) ALONG WITH DIRECTORS’ REPORT AND AUDITORS’ REPORT THEREON To receive, consider and adopt the Audited Financial Statements (Standalone and Consolidated) of the Company for the financial year ended March 31, 2026, together with the reports of the Board of Directors’ and Auditors’ thereon in this regard if thought fit, to pass, with or without modification(s), the following resolutions as Ordinary Resolution: “RESOLVED THAT the Audited Standalone Financial Statements of the Company for the financial year ended March 31, 2026, and the Reports of the Board of Directors and Auditors thereon, be and are hereby received, considered, and adopted. “RESOLVED THAT the Audited Consolidated Financial Statements of the Company for the financial year ended March 31, 2026, together with the Auditors’ Report thereon, be and are hereby received, considered, and adopted.” 2. CONFIRMATION OF INTERIM DIVIDEND AND DECLARATION OF FINAL DIVIDEND To confirm interim dividend of Rs. 2.50 per Equity Share of Rs. 1/- each declared during the financial year 2025-26 and to declare final dividend on Equity Shares for the financial year 2025-26 and in this regard if thought fit, to pass, with or without modification(s), the following resolutions as Ordinary Resolution: “RESOLVED THAT the Interim Dividend at the rate of 250% (i.e., Rs. 2.50 per Equity Share of Rs. 1/- each) on 3,24,50,000 fully paid-up Equity Shares, as declared and approved by the Board of Directors and accordingly paid to the shareholders of the Company during the financial year 2025–26, be and is hereby noted and confirmed. RESOLVED FURTHER THAT the Final Dividend at the rate of 300% (i.e., Rs. 3.00 per Equity Share of Rs. 1/- each) on 3,24,50,000 fully paid-up Equity Shares, as recommended by the Board of Directors of the Company, be and is hereby declared out of the profits of the Company for the financial year 2025–26.” 3. APPROVE RE-APPOINTMENT OF DIRECTOR WHO IS LIABLE TO RETIRE BY ROTATION To appoint Mr. Kumar Jay Modi (DIN: 00059396), Jt. Managing Director of the Company, who retires by rotation as Director and being eligible, offers himself for re- appointment as Directors of the Company and in this regard if thought fit, to pass, with or without modification(s), the following resolution as an Ordinary Resolution: “RESOLVED THAT pursuant to the provisions of Section 152 and other applicable provisions, if any, of the Companies Act, 2013 (including any statutory modification(s) or re-enactment(s) thereof for the time being in force), Mr. Kumar Jay Modi (DIN: 00059396), Jt. Managing Director of the Company, who retires by rotation at this Annual General Meeting and being eligible has offered himself for re-appointment, be and is hereby re-appointed as a Director of the Company, liable to retire by rotation.” SPECIAL BUSINESS: 4. RATIFICATION OF REMUNERATION PAYABLE TO THE COST AUDITORS FOR FINANCIAL YEAR 2026-27 To ratify the remuneration payable to the Cost Auditors for the financial year 2026-27 and in this regard if thought fit, to pass, with or without modification(s), the following resolution as an Ordinary Resolution: “RESOLVED THAT pursuant to the provisions of Section 148 and all other applicable provisions of the Companies Act, 2013 read with the Companies (Audit and Auditors) Rules, 2014 (including all statutory modification(s) or re-enactment(s) thereof, for the time being in force), the Company hereby ratifies the remuneration of Rs. 60,000/- (Rupees Sixty Thousand only) as approved by the Board of Directors payable to M/s. N. Ritesh & Associates, Cost Auditors (Firm Registration No.100675) appointed by the Board of Directors of the Company to conduct the audit of the cost records of the Company for the financial year 2026-27 as per detail set out in the Statement annexed to the Notice convening this Meeting. “FURTHER RESOLVED THAT the Board of Directors of the Company be and is hereby authorised to do all acts, deeds, matters and things as may be considered necessary, desirable or expedient for giving effect to this resolution.” 5. TO APPROVE MATERIAL RELATED PARTY TRANSACTION WITH MODISON COPPER PRIVATE LIMITED To approve related party transaction with M/s. Modison Copper Private Limited and in this regard, if thought fit, to pass, with or without modification(s), the following resolution as an Ordinary Resolution: “RESOLVED THAT pursuant to Regulation 2(1) (zc), 23(4) of the Securities and Exchange Board of India (“SEBI”) (Listing Obligations and Disclosure Requirements) Regulations, 2015, (“Listing Regulations”) as amended from time to time and as per Section 188 and other applicable provisions of the Companies Act, 2013 (“the Act”) and Rules framed thereunder (including any statutory modification(s), amendment(s), clarification(s), substitution(s) or re-enactment(s) thereof for the time being in force), and the Company’s Policy on Related Party Transactions, and as per the recommendation of the Audit Committee and the Board of Directors of the Company, approval of the Members of the Company be and is hereby accorded to the Board of Directors to enter into, contract(s)/ arrangement(s)/ transaction(s) (whether by way of an individual transaction or transactions taken together or series of transactions or otherwise) as mentioned in the explanatory statement with Modison Copper Private Limited (“MCPL”), a related party of the Company, on such terms and conditions as may be agreed between the Company and MCPL, for an aggregate value of up to Rs.8,000 Lakhs (Rupees Eight Thousand Lakhs Only) for a period commencing from the 43rd (Forty third) Annual General Meeting upto the date of 44th ( Forty Fourth) Annual General Meeting of the Company to be held in the year 2027, subject to such contract(s)/ arrangement(s)/ transaction(s) being carried out at arm’s lengt [Showing first 8,000 characters — download PDF for full document]