Notice of Annual General Meeting scheduled to be held on September 8, 2026

August 14, 2026 The Manager The Manager Corporate Relationship Department Listing Department BSE Limited National Stock Exchange of India Limited Floor 25, Phiroze Jeejeebhoy Towers Exchange Plaza, Bandra Kurla Complex Dalal Street Bandra (East) Mumbai – 400 001 Mumbai - 400 051 BSE Scrip Code- 533267 NSE Scrip Symbol: CANTABIL and Series: Fax No.: 022-2272 3121/1278/1557/3354 Fax No.: 022-26598237/38 Sub: Notice of the 38th Annual General Meeting Dear Sir/Ma’am, Pursuant to the provisions of Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 please find attached herewith Notice of the ensuing Annual General Meeting (“AGM”) of Cantabil Retail India Limited (“the Company”), scheduled to be held on Tuesday, September 8, 2026 at 11:00 A.M. (IST) at Palm Green Hotel and Resort, Main GT Karnal Road, Bakoli, New Delhi- 110036 to transact the businesses as set forth in Notice of AGM (enclosed herewith). You are requested to take the above on record and inform all those concerned. For Cantabil Retail India Limited Poonam Chahal Company Secretary & Compliance Officer FCS No. 9872 Encl: as above CANTABIL RETAIL INDIA LIMITED CIN: L74899DL1989PLC034995 Regd. and Corp. Office: C-12, Lawrence Road, Industrial Area, New Delhi – 110035 Website: www.cantabilinternational.com E-mail: investors@cantabilinternational.com Telephone: 91-11-41414188 & 11-46818101 NOTICE TO SHAREHOLDERS NOTICE is hereby given that the 38th (Thirty-Eighth) Annual General the Company be and is hereby accorded for re-appointment Meeting (“Meeting”) of the Member(s) of CANTABIL RETAIL INDIA of Mr. Vijay Bansal (DIN: 01110877) Chairman and Managing LIMITED (“Company”) will be held on Tuesday, 8th day of September Director of the Company, for a period of five years w.e.f. 1st April, 2026 at 11:00 A.M. IST at Palm Green Hotel and Resort, Main GT Karnal 2027 on the terms and conditions as recommended by the Road, Bakoli, New Delhi- 110036, to transact the following business: Nomination and Remuneration Committee and approved by the Board of Directors of the Company enumerated herein below: ORDINARY BUSINESS: A. Salary: Salary & Allowances upto `3,60,00,000/-(Rupees 1. TO RECEIVE, CONSIDER AND ADOPT THE AUDITED Three Crores Sixty Lakhs Only) per annum. FINANCIAL STATEMENTS OF THE COMPANY FOR THE FINANCIAL YEAR ENDED ON 31st MARCH, 2026 B. P erquisites: He will be entitled to furnished/non- TOGETHER WITH THE REPORT OF THE BOARD OF furnished accommodation, gas, electricity, medical DIRECTORS AND THE AUDITORS THEREON. reimbursement, leave travel concession for self and family, club fees, insurance, Company's chauffeur driven car and 2. TO CONFIRM PAYMENT OF INTERIM DIVIDEND OF `0.75/- maintenance of car, telephone and such other perquisites (RUPEES SEVENTY FIVE PAISA ONLY) PER SHARE i.e. in accordance with the Company's rules, the monetary @37.5% ON EQUITY SHARE OF FACE VALUE OF `2/- value of such perquisites to be determined in accordance (RUPEES TWO ONLY) EACH, FULLY PAID UP, FOR THE with the Income-Tax Rules, 1962 being restricted to FINANCIAL YEAR ENDED ON 31ST MARCH, 2026 AND `60,00,000/- (Rupees Sixty Lakhs only) per annum. DECLARATION OF FINAL DIVIDEND OF `0.75/- (RUPEES SEVENTY FIVE PAISA ONLY) PER SHARE i.e. @ 37.5% ON C. Company's contribution to provident fund and EQUITY SHARE OF FACE VALUE OF `2/- (RUPEES TWO superannuation fund or annuity fund, gratuity payment as ONLY) EACH, FULLY PAID UP, FOR THE FINANCIAL YEAR per Company's rules and encashment of leave at the end ENDED ON 31st MARCH, 2026. of his tenure shall not be included in the computation of ceiling on remuneration and perquisites as aforesaid. 3. TO APPOINT A DIRECTOR IN PLACE OF MR. BASANT GOYAL (DIN: 07659491), WHO RETIRES BY ROTATION D. Other Terms: AND BEING ELIGIBLE, OFFERS HIMSELF FOR RE- i. He shall be entitled to reimbursement of entertainment APPOINTMENT. expenses and other out of pocket expenses incurred in connection with the business of the Company. SPECIAL BUSINESS: 4. RE-APPOINTMENT OF MR. VIJAY BANSAL (DIN: ii. A s long as he functions as a Managing Director, he shall 01110877) CHAIRMAN AND MANAGING DIRECTOR OF not be paid any sitting fees to attend the meetings of THE COMPANY w.e.f. APRIL 01, 2027. the Board and /or Committees thereof. To consider and if thought fit, to pass with or without modification, the following resolution as Special Resolution: iii. He shall be required to travel abroad for business “RESOLVED THAT pursuant to the provisions of Section 196, promotion as and when required and all expenses 197, 198, 203, Schedule V as applicable and any other applicable incurred during such foreign travel will be governed provisions of the Companies Act, 2013 (“the Act”) and the rules by the Company's policy regarding foreign travel. made there under (including any statutory modification(s) or re- enactment thereof for the time being in force), read with iv. If at any time, the Managing Director ceases to be Schedule V of the Act read with SEBI (Listing Obligations and a Director of the Company for whatsoever cause/ Disclosure Requirements) Regulations, 2015 including any reason, he shall cease to be the Managing Director of statutory modification(s), clarification(s) or re- enactment(s) the Company. thereof for the time being in force, consent of the members of Notice of AGM 1 v. T he appointment may be terminated by either party 5. RE-APPOINTMENT OF MR. DEEPAK BANSAL (DIN: giving the other party three months' notice in writing 01111104) WHOLE TIME DIRECTOR OF THE COMPANY on the expiry of which, the appointment will come to w.e.f. APRIL 01, 2027. an end. It is hereby agreed that the Company may To consider and if thought fit, to pass with or terminate his appointment by paying to the Chairman without modification, the following resolution as an & Managing Director his three months' salary in lieu of Ordinary Resolution: three months ‘notice in writing. “RESOLVED THAT pursuant to the provisions of Section 196, RESOLVED FURTHER THAT the Chairman and Managing 197, 198, 203, Schedule V as applicable and any other applicable Director shall be in charge of overall management of provisions of the Companies Act, 2013 (“the Act”) and the rules the Company subject to superintendence, control and made there under (including any statutory modification(s) or direction of the Board of Directors. re- enactment thereof for the time being in force), read with Schedule V of the Act read with SEBI (Listing Obligations and RESOLVED FURTHER THAT the Board of Directors of Disclosure Requirements) Regulations, 2015 including any the Company and/ or Nomination and Remuneration statutory modification(s), clarification(s) or re- enactment(s) Committee thereof, be and is hereby authorized to amend, thereof for the time being in force, consent of the members of alter, modify, or vary the aforesaid terms and conditions of the Company be and is hereby accorded for re-appointment of appointment and to revise or increase the salary and other Mr. Deepak Bansal (DIN: 01111104) Whole Time Director of the remuneration payable to Mr. Vijay Bansal, Chairman and Company, liable to retire by rotation, for a period of five years w.e.f. Managing Director, by up to 10% (ten percent) per annum. 01st April, 2027 on the terms and conditions as recommended by the Nomination and Remuneration Committee and approved by RESOLVED FURTHER THAT pursuant to Section 196(3) the Board of Directors of the Company enumerated herein below: read with Schedule V and all other applicable provisions, if any, of the Companies Act, 2013, the consent of the A. Salary: Salary & Allowances upto `30,000,000/- (Rupees Members be and is hereby accorded for the continuance Three Crores Only) per annum. of the employment of Mr. Vijay Bansal (DIN 01110877) who will attain the age of 70 (Seventy) years on 15th November B. P erquisites: He will be entitled to furnished/non- 2028 as the Chairman and Managing Director till the expiry furnis [Showing first 8,000 characters — download PDF for full document]