Proceedings of 24th AGM of the Company

Ref No: CS/S/L-996/2025-26 30th July, 2026 TNoA:T IONAL STOCK EXCHANGE OF INDIA TBoS:E Limited TLIhMe ILTisEtDing Department The Corporate Relationship Department SPchriripoz ceo Jdeee:j e5e3b4h9o7y 6T o wers, "Exchange Plaza" Dalal Street, Mumbai-400 001 BScarnidpr Ca-oKduer:l aV MCoAmRpTle x, Bandra (E), Mumbai-400 051 Fax: 022-22723121 Email: corp.relations@bseindia.com Fax: 022-26598120 Email: cmlist@nse.co.in Sub: Proceedings of the 24th Annual General Meeting of the Company Dear Sir/Madam, Pursuant to Regulation 30 read with Para A (13) of Part A of Schedule III of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI Listing Regulations”) we wish to inform you that the 24 Annual General Meeting of the Company was held on Thursday, 30 July, 2026 at 11:00 A.M. (IST) through Video Conferencing (“VC”) / Other Audio Visual Means (“OAVM”) in accordance with the circular(s) issued by the Ministry of Corporate Affairs and Securities and Exchange Board of India. Pursuant to Regulation 30 read with Schedule-III of the SEBI (Listing Obligations and Disclosure Requi rements), Regulations, 2015A, pnlneeasxeu frien dA enclosed the following: 1. Proceedings of the AGM – Annexure B 2. Details in accordance tw h ith SEBI CirculaArn neNxou.r e CHO/49/14/14(7)2025-CFD- POD2/I/3762/2026 dated 30 January 2026 – 3. Presentation by Chairperson & Managing Director – We request you to kindly take the same on record. FTohra nVk-iMnga rYto Rue, tail Limited Megha Tandon (ECnocml: pAasn ayb Soevcere tary & Compliance Officer) Annexure-A SUMMARY OF PROCEEDINGS OF THE 24th ANNUAL GENERAL MEETING OF V-MART RETAIL LIMITED th th The 24 Annual General Meeting of the members of V-Mart Retail Limited was held on Thursday, 30 July, 2026 at 11:00 A.M. through video conference or other audio-visual means (VC / OAVM). The AGM was held in compliance with relevant circulars issued by the Ministry of Corporate Affairs (MCA) and other applicable Circulars issued by the Securities and Exchange Board of India (SEBI), from time to time and other applicable provisions of the Companies Act, 2013 (the Act) read with rules made thereunder. Attendance of Directors & KMPs: Chairperson & Non- Executive and Non- Independent Director Mr. Aakash Moondhra, present through VC from USA Managing Director Mr. Lalit Agarwal, present through VC from Gurugram Whole-time Director Mr. Madan Gopal Agarwal, present through VC from Gurugram Independent Director and Chairperson of Nomination & Remuneration Committee and Stakeholder MResl.a Sthiowneshtaip K Cuommamr,i tptreees ent through VC from Gurugram Independent Director and Chairperson of Audit Committee Mr. Govind S. Shrikhande, present through VC from Mumbai Independent Director and Chairperson of Risk Management Committee & CSR Committee Mr. Raghuvesh Sarup, present through VC from Gurugram Chief Financial Officer and Chief Operating Officer Mr. Anand Agarwal, present through VC from Gurugram Company Secretary and Compliance Officer Ms. Megha Tandon, present through VC from Gurugram Other Representatives present through VC: M/s S.R. Batliboi & Co LLP, Chartered Accountants Statutory Auditors M/s Agarwal S. & Associates, Company Secretaries Secretarial Auditors Mr. Harsh Oberoi Scrutinizer Quorum of the Meeting A total of 191 members representing 3,53,37,200 shares attended the meeting. Ms. Megha Tandon, Company Secretary of the Company, welcomed the Members to the Meeting and briefed themi notne rc-earltiaai n points relating to the participation at the Meeting through VC/ OAVM. Further she informed the members that the Company had partnered with M/s National Securities Depository Limited (NSDL) as to provide remote e-voting and e-voting facility. The Remote th th e-voting commenced at 9.00 a.m. on 26 July, 2026 and ended at 5.00 p.m. on 29 July, 2026. She further informed the Members that the facility for voting through e-voting system was made available during the meeting for the Members who had not casted their vote prior to the meeting through remote e-voting. She also informed that Mr. Harsh Oberoi, Practicing Company Secretary from M/s Oberoi & Associates, was appointed as Scrutinizer for this meeting. The documents that were required to be kept open at the AGM for inspection were kept open for inspection. Since there was no physical attendance of Members, the requirement of appointing proxies was not applicable, except for the authorized representatives of corporate shareholders. She then requested Mr. Aakash Moondhra, Chairperson of the Company to take the Chair and conduct the proceedings. Mr. Aakash Moondhra, Chairperson, welcomed the members and invited all the Directors present at the Meeting to introduce themselves. Thereafter, all the Directors introduced themselves. The Chairperson further informed that the authorised representatives of Company's Statutory Auditors and Secretarial Auditors were also present at the Meeting through VC and after ascertaining the presence of the requisite quorum for the meeting, the Chairperson thereafter called the meeting to order and commenced the formal proceedings of the meeting. th th With the permission of the Members present, the notice dated 7 May, 2026 for convening the 24 Annual General Meeting (AGM) together with the Integrated Annual Report containing the financial statements, board’s report, auditor’s report, and other reports were taken as read. Since there were no qualifications, observations, comments or remarks in the statutory auditor’s and the secretarial auditor’s reports which have any adverse effect on the functioning of the Company for the year ended 31 March 2026, the reports were taken as read. Thereafter, the Chairperson addressed the shareholders and delivered his speech. The Chairperson provided a strategic overview of the Company's performance, long-term vision, growth opportunities, sustainability initiatives, governance practices, and key priorities driving V-Mart's future, while expressing confidence in the Company's continued value creation. Thereafter, Mr. Lalit Agarwal, Managing Director, was invited to brief the shareholders on the Company’s operational and financial performance of the Company. Mr. Lalit Agarwal provided an overview of the company's performance during FY’26, customer- centric initiatives, technology-led transformation, organisational development, and future growth roadmap, reaffirming V-Mart's commitment to building a resilient, future-ready retail business. He then requested the moderator to allow the shareholders to express their views, ask questions and seek clarifications, if any. Thereafter, the moderator allowed the speaker shareholders, who had done prior registrations, to express their views and ask questions, if any. The queries/questions raised by the members were suitably replied Mr. Lalit Agarwal, the Managing Director of the Company. Thereafter, he thanked all the members for their participation at the AGM and for their constructive suggestions and feedback. Mr. Lalit Agarwal then requested Ms. Megha Tandon to give you the brief of the resolutions as set out in the Notice. The following Resolutions set out in the Notice convening the AGM were put to vote by remote e- voting and e-voting during the Meeting: Sl. No. Details of the Resolutions Type of Resolution Ordinary Business 1. To receive, consider, and adopt the Audited Financial Ordinary Statements of the Company for the financial year ended March 31, 2026, along with the reports of the Auditors and the Board of Directors thereon. 2. To appoint a director in place of Mr. Lalit Agarwal (DIN: Ordinary 00900900) who retires by rotation and being eligible, offers himself for re-appointment. 3. To consider, approve and declare dividend at the rate of Rs. Ordinary 1 per Equity Share for the financial year 2025-26 The e-voting facility was kept open for another 15 minutes to enable the members to vote who had not casted their vote [Showing first 8,000 characters — download PDF for full document]