Proceedings and Scrutinizer''s Report

Devyani International Limited dIL CORP August 14, 2026 National Stock Exchange of India Ltd. BSE Limited Exchange Plaza, Block G, C/1, Bandra Kurla | Phiroze Jeejeebhoy Towers, |@' Complex, Bandra (E), Mumbai - 400 051 Dalal Street, Mumbai - 400 001 Email: cmlist@nse.co.in Email: corp.relations@bseindia.com KFC Symbol: DEVYANI Security Code: 543330 Subject: OQutcome of 35t Annual General Meeting of Devyani International Limited “th: ny”) held on Friday, August 14, 2026 along with Pr i n Scrutinizer’s Report Dear Sir/ Madam, Pursuant to Regulation 30 read with PartA of Schedule 111 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and in continuation to our earlier communication dated July 23, 2025, please find enclosed brief proceedings of the 35t Annual General Meeting (“AGM”) of the Company held today ie. Friday, August 14, 2026 at 11:00 AM. (IST) and concluded at 11:58 AM. (IST) through Webex facility provided by National Securities Depository Limited as Annexure - I. Please also find enclosed consolidated Scrutinizer's Report dated August 14, 2026 as Annexure-IL The above-mentioned proceedings and consolidated Scrutinizer’s Report of the 35t AGM are also being uploaded on websites of the Company at www.dil-rjcorp.com and NSDL at www.evoting.nsdl.com. This is for your kind information and records. Yours faithfully, For Devyani International Limited GOILA Pankaj Virmani Encl: As above SANGOK KITCHEN thai asian cuisine Registered & Corporate Office : Plot No.18, Sector-35, Gurugram - 122004, Haryana (India) e Tel.: +91-124-4566300, 4786000 E-mail: devyani@dil-rjcorp.com e Website: www.dil-rjcorp.com CIN : L15135HR1991PLC143853 Devyani International Limited dlL Annexure - I BRIEF PROCEEDINGS OF THE 35™ ANNUAL GENERAL MEETING OF DEVYANI INTERNATIONAL LIMITED HELD ON FRIDAY, AUGUST 14, 2026 AT 11:00 A.M. (IST) AND CONCLUDED AT 11:58 AM. (IST) THROUGH WEBEX FACILITY PROVIDED BY |@' NATIONAL SECURITIES DEPOSITORY LIMITED (“NSDL") In compliance with the applicable provisions of the Companies Act, 2013 and Rules made thereunder including applicable Circulars issued by the Ministry of Corporate Affairs read with Secretarial Standard with respect to calling, convening and conducting general meetings, the 35t Annual General Meeting (“AGM”) of the Members of Devyani International Limited (“Company”) was held on Friday, August 14, 2026 at 11:00 AM. (IST) through Webex facility provided by NSDL, which was attended by 349 Members. Mr. Manish Dawar extended a warm welcome to the Members of the Company and confirmed that Non-Executive Chairman, other Board Members (including Lead Independent Director, Chairperson of Audit, Risk Management and Ethics Committee, Nomination and Remuneration Committee, Stakeholders’ Relationship Committee and CSR and ESG Committee) and Chief Sustainability Officer & Company Secretary have joined the AGM through Webex facility provided by NSDL. The representatives of Statutory Auditors and Secretarial Auditors also attended the AGM. Mr. Manish Dawar informed the Members that in terms of the Companies Act, 2013 and Rules made thereunder read with the provisions of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Company had provided remote e-voting facility to its Members to cast their votes electronically on all the resolutions as set-out in the Notice of AGM, which commenced at 09:00 A.M. (IST) on Tuesday, August 11, 2026 and ended at 05:00 P.M. (IST) on Thursday, August 13, 2026. Further, the Company had also provided e-voting facility to cast their votes during the proceedings of AGM to enable those Members who had not cast their vote earlier through remote e-voting. Mr. Ravi Jaipuria, Non-Executive Chairman of the Company, took the Chair. The Non-Executive Chairman extended a warm welcome to the Members, Directors and other participants in the AGM and confirmed that requisite quorum being present, the AGM was therefore called to order. Thereafter, he delivered his brief speech. .mnmchm Though there was no negative qualification/ observation in the Auditors’ Reports, the Company Secretary read the Standalone Auditors’ Report in order to follow good governance and informed the Members that the applicable Statutory Registers, Annual Report and other statutory documents were made available for inspection by the Members. Thereafter, as ) authorized by the Non-Executive Chairman, Mr. Manish Dawar took up the agenda items in %'EOHCE)Q seriatim. thai asian cuisine Since, the Notice convening 35t AGM was circulated earlier, the same was taken as read. The following items of business, as per Notice of the 35t AGM dated May 15, 2026 were transacted at the AGM: Registered & Corporate Office : Plot No.18, Sector-35, Gurugram - 122004, Haryana (India) e Tel.: +91-124-4566300, 4786000 E-mail: devyani@dil-rjcorp.com e Website: www.dil-rjcorp.com CIN : L15135HR1991PLC143853 Devyani International Limited d A. Ordinary Business Ordinary Resolutions (i) Adoption of (a) the Audited Financial Statements of the Company for the Financial Year ended March 31, 2026 together with the reports of Board of Directors and Auditors thereon; and (b) the Audited Consolidated Financial Statements of the Company including Auditors’ Report thereon for the Financial Year ended March 31, 2026. E )D = (ii) Re-appointment of Mr. Raj Gandhi (DIN: 00003649) as Director, liable to retire by rotation. (iii) Re-appointment of Mr. Manish Dawar (DIN: 00319476) as Director, liable to retire by rotation. B. Special Business Special Resolution (iv) Re-<appointment of Mr. Manish Dawar (DIN: 00319476) as Whole-time Director of the Company designated as President & Group Chief Executive Officer. To avoid repetition, identical questions received from Members were consolidated and responded by the Non-Executive Chairman. There being no other agenda item, the Non-Executive Chairman then concluded the Meeting with a vote of thanks to the Members, Directors and others participants. He further requested all the Members who had not cast their votes through remote e-voting or e-voting during the AGM to kindly vote on the proposed resolutions through e-voting for next 30 minutes. The resolutions have been passed with the requisite majority by the Members of the Company. m.,[‘L;A This is for your information and records. 5o A SANOOK . KITCHEN Z e thelastan culsine Pankaj Virmani\’, / \Raj Gandhi Chief Sustainability.Qfficé on-executive Director 7 & Company Secretary (President & Group CEO) Registered & Corporate Office : Plot No.18, Sector-35, Gurugram - 122004, Haryana (India) e Tel.: +91-124-4566300, 4786000 E-mail: devyani@dil-rjcorp.com e Website: www.dil-rjcorp.com CIN : L15135HR1991PLC143853 Annexure - II NEERAJ ARORA FCS, B.Com., LL.B. B-88, 157 Floor, Defence Colony, New Delhi — 110 024 Tel.: (011) 4679 0000, Fax: (011) 4679 0012 e-mail: contact@cssanjaygrover.in ‘Website: www.cssanjaygrover.in Consolidated Scrutinizer’s Report [Pursuant to Section 108 of the Companies Act, 2013 (“the Act”) and Rule 20 of the Companies (Management and Administration) Rules, 2014 (“the Rules”), as amended] Chief Sustainability Officer & Company Secretary Devyani International Limited (CIN: L15135HR1991PLC143853) Plot No. 18, Sector-35, Gurugram-122004, Haryana Dear Sir, I, Neeraj Arora (FCS No.: 10781, CP No.: 16186), Partner of M/s Sanjay Grover & Associates, Practicing Company Secretaries, having office at B-88, First Floor, Defence Colony, New Delhi - 110024, was appointed as Scrutinizer by the Board of Directors of Devyani International Limited (“the Company”) at its meeting held on May 15, 2026 for the purpose of scrutinizing the voting process, i.e. remote e-voting and e-voting during the 35" Annual General Meeting (“AGM”), under the provisions of Section 108 of the Act read with the Rules made thereunder and General Circular Nos. 14/2020 dated April 8,2020, 17/2020 dated April 13,2020, 20/2020 dated May 5, 2020, read with other rela [Showing first 8,000 characters — download PDF for full document]