Notice of EGM

CRAFTROOT RETAIL LIMITED (Formerly Known as Nirbhay Colours India Limited) Registered Office Address: 61/201, 02nd Floor, Prerak Apartment Near Wagh Bakri Tea Depot, Gujarat College Road, Ahmedabad-380006, Gujarat CIN: L46411GJ1992PLC017863 |Email: parthindustrieslimited @gmail.com Contact: 9825021447 | Website: www.nirbhaycolours.com October 08, 2026 The Corporate Relationship Department, BSE Limited, Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai - 400001 Scrip Code: 526349 Sub: Submission of the Notice of Extra-Ordinary General Meeting (EGM) under Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. Dear Sir/ Madam, Pursuant to Regulation 30 read with Schedule Ill of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, we are enclosing herewith the Notice of the Extra-Ordinary General Meeting (“EGM”) of the Members of Craftroot Retail Limited scheduled to be held on Thursday, November 05, 2026 at 12.00 P.M. (IST) through Video Conferencing ("VC") / Other Audio-Visual Means ("OAVM") mode. The Notice sets out the businesses to be transacted at the EGM, which includes the following special businesses: 1. Increase in Authorized Share Capital of the Company from the present %3,50,00,000/- to 23,50,00,000/- and consequent amendment to the Capital Clause (Clause V) of the Memorandum of Association of the Company. 2. lssue of up to 2,00,00,000 (Two Crore) Convertible Equity Warrants on a preferential basis to the Promoters and Non-Promoters (Public Category) for a cash consideration at a price of X11/- per warrant (including premium of X1/-) aggregating up to ¥22,00,00,000/-. The Company is also providing the facility to its members to cast their votes electronically through remote e- voting and e-voting during the EGM via National Securities Depository Limited (NSDL). The remote e-voting period will commence on Monday, November 02, 2026 at 09:00 A.M. (IST) and end on Wednesday, November 04,2026 at 05:00 P.M. (IST). We request you to kindly take the same on your records and disseminate it on your website. Thanking you, Yours faithfully, For Craftroot Retail Limited (Formerly known as Nirbhay Colours India Limited) Mahesh Patel Company Secretary Membership No.:A22939 CRAFTROOT REAIL LIMITED (CIN: L46411GJ1992PLC017863) NOTICE OF EXTRA-ORDINARY GENERAL MEETING (Pursuant to Section 101 of the Companies Act, 2013) NOTICE is hereby given that the Extra-Ordinary General Meeting (“EGM”) of the Members of Craftroot Retail Limited (Formerly known as Nirbhay Colours India Limited) will be held on Thursday, November 05, 2026 at 12.00 P.M. (IST) through video conferencing mode therefore deemed to be held at the Registered office of the company situated at 61/201, 02nd Floor, Prerak Apartment Near Wagh Bakri Tea Depot, Gujarat College Road, Ahmedabad-380006, Gujarat to transact the following business: SPECIAL BUSINESSES: 1. Increase in authorized share capital of the company and consequent amendment in capital clause of the memorandum of association of the company: To consider and if thought fit, to pass, with or without modification(s), the following resolution as a Special Resolution: "RESOLVED THAT pursuant to the provisions of Sections 13, 61, 64, and all 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), read with the relevant rules framed thereunder, and in accordance with the provisions of the Articles of Association of the Company, the consent of the Members of the Company be and is hereby accorded to increase the Authorized Share Capital of the Company from the present ₹3,50,00,000/- (Rupees Three Crores Fifty Lakhs Only) divided into 35,00,000 (Thirty-Five Lakhs) Equity Shares of ₹10/- (Rupees Ten Only) each to ₹23,50,00,000/- (Rupees Twenty-Three Crores Fifty Lakhs Only) divided into 2,35,00,000 (Two Crores Thirty-Five Lakhs) Equity Shares of ₹10/- (Rupees Ten Only) each." "RESOLVED FURTHER THAT pursuant to the provisions of Section 13 and all other applicable provisions of the Companies Act, 2013, the Capital Clause (Clause V) of the Memorandum of Association of the Company be and is hereby altered by substituting the existing Clause V with the following new Clause V: V. The Authorized Share Capital of the Company is ₹23,50,00,000/- (Rupees Twenty-Three Crores Fifty Lakhs Only) divided into 2,35,00,000 (Two Crores Thirty-Five Lakhs) Equity Shares of ₹10/- (Rupees Ten Only) each. "RESOLVED FURTHER THAT the Board of Directors of the Company (hereinafter referred to as 'the Board', which term shall include any Committee constituted by the Board or any person(s) authorized by the Board) and/or the Company Secretary of the Company, be and are hereby severally authorized to sign, execute, and file all necessary statutory forms (including Form SH-7 and Form MGT- 14) with the Registrar of Companies (ROC), and to do all such acts, deeds, matters, and things as may be necessary, proper, expedient, or incidental to give full effect to this resolution." 2. Issue of Convertible Equity Warrants on a preferential basis (“Preferential Issue”) to the Promoters and non-promoters (public category) for cash consideration: To consider and if thought fit, to pass, with or without modification(s), the following resolution as a Special Resolution: “RESOLVED THAT pursuant to the provisions of Section 42, 62(1)(c) and other applicable provisions, if any, of the Companies Act 2013 read with the rules made there-under (including any statutory modifications) or the re-enactment thereof for the time being in force ("Act") and in accordance with the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018, as amended (the "ICDR Regulations") and Securities and Exchange CRAFTROOT REAIL LIMITED (CIN: L46411GJ1992PLC017863) Board of India (Substantial Acquisitions and Takeovers) Regulations, 2011, as amended (the "Takeover Regulations") and Securities and Exchange Board of India (Listing Obligation and Disclosure Requirements) Regulations, 2015, as amended (the "LODR Regulations") and other rules, regulations, guidelines notifications and circulars issued there under from time to time by the Government of India, the Reserve Bank of India, Securities and Exchange Board of India (“SEBI”) and any other guidelines and clarifications issued by any other appropriate authorities, from time to time, to the extent applicable including the enabling provisions of the Memorandum and Articles of Association of the Company, and subject to such approvals, concerns, permissions and sanctions as may be necessary or required, from regulatory or other appropriate authorities, including but not limited to SEBI and BSE Limited (“BSE”), subject to such conditions and modifications as may be prescribed while granting such approvals, consents, permissions and sanctions and which may be agreed to by the Board of Directors of the Company (hereinafter referred to as "The Board") which term shall be deemed to include any exiting Committee(s) constituted / to be constituted by the Board to exercise its powers, including the powers conferred by this resolution, subject to any other alterations, modifications, conditions, corrections and changes and variations that may be decided by the Board absolute discretion, the consent of the members of the Company be and is hereby accorded to the Board to create, issue, offer and allot, from time to time in one or more tranches 2,00,00,000 (Two Crore) Convertible Equity Warrants (hereinafter referred to as "Warrants") on preferential basis (“Preferential Offer”) to the promoters and non-promoters as mentioned below ("Warrant Holder"/” Proposed Allottee”) for cash consideration at a price of Rs.11/- (including Premium of Re.1/-), as arrived in accordance with the regulation 166A read with 165 of ICDR Regulations (includi [Showing first 8,000 characters — download PDF for full document]