BSEAGM/EGM5 Oct 2026 · 5 Oct 2026, 01:21 pm

Notice of Extra-Ordinary General Meeting Scheduled to be held on October 27, 2026

Vadilal Industries Ltd-$ · 519156

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Vadilal Industries Ltd has scheduled an Extra-Ordinary General Meeting (EGM) on October 27, 2026, to consider the approval for the execution of a sale and purchase agreement with Vadilal Enterprises Limited.

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Earnings Impact5/10
Growth Catalyst6/10
Governance Concern2/10
Regulatory Risk3/10
Balance Sheet Risk4/10
Liquidity Impact7/10
Market Sentiment5/10

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Vadilal Industries Ltd-$ - 519156 - Notice Of Extra-Ordinary General Meeting Scheduled To Be Held On October 27, 2026

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Date: 5th October, 2026 To, To The National Stock Exchange of India Ltd. Department of Corporate Services, Exchange Plaza, BSE Limited, Plot no. C/1, G Block, Phiroze Jeejeebhoy Towers Bandra-Kurla Complex Dalal Street, Fort, Bandra (E), Mumbai - 400 051. Mumbai - 400 001. Script Code No. VADILALIND-EQ Script Code: 519156 Dear Sir/ Madam, Subject: Notice of Extra-Ordinary General Meeting Scheduled to be held on October 27, 2026 We would like to inform you that the Extra-Ordinary General Meeting (“EGM”) of the Company is scheduled to be held on Tuesday, October 27, 2026 at 11:30 A.M. through Video Conferencing (“VC”) / Other Audio-Visual Means (“OAVM”) in accordance with the applicable circulars issued by the Ministry of Corporate Affairs and the Securities and Exchange Board of India. The copy of the Notice of the EGM of members of the Company is enclosed herewith. We would further like to inform that the Company has fixed Tuesday, October 20, 2026 as the cut-off date for ascertaining the names of the members holding shares either in physical form or in dematerialised form, who will be entitled to cast their votes electronically in respect of the business to be transacted as per the Notice of the EGM and to attend the EGM. The said Notice of the EGM is also uploaded on the Company’s website and can be accessed at www.vadilalgroup.com . We request you to kindly take the above information on your record. For VADILAL INDUSTRIES LIMITED Rashmi Bhatt Company Secretary & Compliance Officer Encl: As Above Vadilal Industries Limited Registered Office: Vadilal House, Shrimali Society, Nr. Navrangpura Rly. Crossing, Navrangpura, Ahmedabad - 380 009. Email : shareslogs@vadilalgroup.com Website : www.vadilalgroup.com Phone : 079 4808 1267 CIN : L91110GJ1982PLC005169 NOTICE NOTICE is hereby given to the Shareholders (the “Shareholders” or the “Members”) of VADILAL INDUSTRIES LIMITED (“Company”) that an Extra-Ordinary General Mee(cid:415)ng (“EGM”) of the Company will be held on Tuesday, October 27, 2026 at 11:30 A.M. through Video Conferencing / Other Audio-Visual Means to transact the following special business: 1. To consider the approval for the execution of a sale and purchase agreement with Vadilal Enterprises Limited. To consider and if deemed fit, to pass with or without modifications, the following resolution as an Ordinary Resolution: “RESOLVED THAT, pursuant to Section 188 and any other relevant provisions of the Companies Act, 2013read with the applicable rules framed thereunder (Act), Regulations 2(1)(zc), 23(4) and all other relevant provisions of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (Listing Regulations) (including in each case any amendments or modifications for the time being in force) and other relevant applicable laws, and the Company’s policy on related party transactions (as amended), and based on the recommendations of the Special Committee of the Company, the Audit Committee and the Board, pending finalisation of the Company’s alternate commercial arrangements and distribution plans, the members of the Company hereby approve the execution of the supply agreement with Vadilal Enterprises Limited (VEL) for a period of 12 (twelve) months commencing from November 1, 2026 till October 31, 2027, to be carried out in the ordinary course of business and on an arm’s length basis, on the terms and conditions determined by the Special Committee under the said agreement for an aggregate amount not exceeding INR 1,426 Crores (Indian Rupees One Thousand Four Hundred Twenty Six Crores only). RESOLVED FURTHER THAT, the Special Committee and/or the Company Secretary be and are hereby severally authorised to take all such actions and execute all such documents, deeds, writings and instruments as may be necessary, desirable or expedient to give e(cid:431)ect to the aforesaid resolution, including finalising the terms and conditions of the supply agreement, making such modifications as may be required, and resolving any questions, di(cid:431)iculties or matters arising in connection therewith or incidental thereto, without requiring any further approval of the members of the Company. RESOLVED FURTHER THAT, the Directors/members of Special Committee be and are hereby severally authorised to delegate all or any of the powers conferred upon them by this resolution to any director, key managerial personnel or o(cid:431)icer of the Company, as they may deem fit. RESOLVED FURTHER THAT, all actions taken by the members of the Board and/or the Special Committee, or any person so authorised by them, in connection with any matter referred to or contemplated in the foregoing resolution, be and are hereby approved and ratified. RESOLVED FURTHER THAT, a certified true copy of the foregoing resolutions, certified by any director of the Company or the Company Secretary, be provided to such statutory, regulatory or other authorities, and to such other persons, as may be necessary or desirable for giving e(cid:431)ect to these resolutions.” By Order of the Board For VADILAL INDUSTRIES LIMITED Rashmi Bha(cid:425) Company Secretary (Membership No. F3461) Registered Office : Vadilal House, Shrimali Society, Nr. Navrangpura Rly. Crossing, Navrangpura, Ahmedabad - 380 009. CIN : L91110GJ1982PLC005169 Email : shareslogs@vadilalgroup.com Website : www.vadilalgroup.com Phone : 079 4808 1267 Dated : September 30, 2026 Place : Ahmedabad NOTES: 1. An Explanatory Statement pursuant to Sec(cid:415)on 102 of the Companies Act, 2013 (‘the Act’) rela(cid:415)ng to the Special Businesses to be transacted at the Extra-Ordinary General Mee(cid:415)ng (‘EGM’) is annexed hereto. 2. The Ministry of Corporate Affairs vide its General Circular No(s) 14/2020 dated 8 April 2020, 17/2020 dated 13 April 2020, 20/2020 dated 5 May 2020, 09/2024 dated 19 September 2024 dated 22 September 2025 (‘MCA Circulars’),companies are allowed to hold EGM through VC, without the physical presence of Members at a common venue. Hence, in compliance with the Circulars, the EGM of the Company is being held through Pursuant to provisions of the Act and the Securi(cid:415)es and Exchange Board of India (Lis(cid:415)ng Obliga(cid:415)ons and Disclosure Requirements) Regula(cid:415)ons, 2015 (‘SEBI Lis(cid:415)ng Regula(cid:415)ons, 2015’) read with the MCA Circulars, the EGM of the Company is being conducted through VC/OAVM without the physical presence of the Members at a common venue. 3. Generally, a member en(cid:415)tled to a(cid:425)end and vote at the mee(cid:415)ng is en(cid:415)tled to appoint a proxy to a(cid:425)end and vote on a poll instead of himself and the proxy need not be a member of the Company. Since this EGM is being held through VC / OAVM pursuant to the MCA Circulars, physical a(cid:425)endance of members has been dispensed with. Accordingly, the facility for appointment of proxies by the members will not be available for the EGM and hence the Proxy Form and A(cid:425)endance Slip are not annexed hereto. 4. Corporate members intending to send their authorized representa(cid:415)ves to a(cid:425)end the Mee(cid:415)ng are requested to send to the Company a cer(cid:415)fied copy of the Board Resolu(cid:415)on authorizing their representa(cid:415)ve to a(cid:425)end and vote through VC/ OAVM on their behalf at the Mee(cid:415)ng. 5. In case of joint holders a(cid:425)ending the Mee(cid:415)ng, only such joint holder who is higher in the order of names will be en(cid:415)tled to vote. 6. In accordance with the Secretarial Standard-2 on General Mee(cid:415)ngs issued by the Ins(cid:415)tute of Company Secretaries of India (“ICSI”), the proceedings of the EGM shall be deemed to be conducted at the Registered Office of the Company which shall be the deemed venue of the EGM. 7. In line with the aforesaid Circulars, the No(cid:415)ce of EGM is being sent only through electronic mode to those Members whose email addresses are registered [Showing first 8,000 characters — download PDF for full document]