Please find enclosed Notice of 40th AGM and Annual Report for FY 2025-26

Restile The Original FULSO0Y Ties August 17, 2026 BSE Limited Corporate Relationship Department Phiroze Jeejeebhoy Towers, Dalal Street, Fort, Mumbai - 400001 ISIN: INE298E01022 BSE Scrip Code: 515085 Subject: Intimation regarding Notice of the 40 Annual General Meeting ("AGM") and Annual Report 2025-26 Dear Sir/Madam, In compliance with and pursuant to Regulation 34(1) of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("SEBI Listing Regulations"), please find enclosed the Notice convening the 40* AGM of shareholders and the Annual Report for the Financial Year 2025-26. The same is circulated to the shareholders through electronic mode. Details of Annual General Meeting: Particulars Details Day and Date Wednesday, September 09, 2026 Time 12:00 Noon (IST) Mode Through Video Conferencing/ Other Audio Visual means Book Closure Date September 03, 2026 to September 09, 2026 The Annual Report including the Notice of AGM for the Financial Year 2025-26 is available and can be downloaded from the Company's website at web link at https://ir.restile.com/uploads/1786958875 Annual%20Report%2025-26.pdf and the website of Central Depository Services (India) Limited ("CDSL") www.cdslindia.com. RESTILE CERAMICS LIMITED Regd, Office : 204, Sakar Complex, Opp. ABS Tower Vaccine Crossing, Old Padra Road. Vadodara. Gujarat - 390015, India CIN : L26931GJ1986PLC102350 Branch Office : D.No.|-10-77, Sth Floor, Varun Towers, Opp. Hyderabad Public School. Begumpet. Hyderabad - 500 016 f-mai restiiea accountscare.com vorksi@restile.com, Website : www.rest le com Ph 1 | Granamite | Mirrorstone | PeariRock | MarboGranit | Impacta | Gripmax Restile The Original FULSO0Y Tiles The e-voting period commences on Saturday, September 05, 2026 at 10:00 a.m. (IST) and ends on Tuesday, September 08, 2026 at 05:00 p.m. (IST). During this period, members holding shares either in physical form or in dematerialised form as on September 02, 2026, i.e. cut-off date, may cast their vote electronically. You are requested to take the above information on your record. Thanking you, Yours faithfully, For Restile Ceramics Limited Palak Kumari Company Secretary and Compliance Officer Membership No. A69959 RESTILE CERAMICS LIMITED Regd. Office : 204, Sakar Complex, Opp. ABS Tower, Vaccine Crossing, Old Padra Road, Vadodara, Gujarat - 390015, India CIN : L26931GJI1986PLC102350 Branch Office : D.No.1-10-77, Sth Floor, Varun Towers, Opp. Hyderabad Public School, Begumpet, Hyderabad - 500 016 E-mail : restile@accountscare.com, works(@restile.com, Website : www.restile.com py Nye goge> yor | Granamite | Mirrorstone | PeariRock | MarboGranit | Impacta | Gripmax F O R T I E T H A N N U A L R E P O R T RESTILE CERAMICS L I M I T E D ANNUAL REPORT 2025 – 26 C R A F T I N G S U R F A C E S · B U I L D I N G T R U S T RESTILE CERAMICS LIMITED · WWW.RESTILE.COM RESTILE CERAMICS LIMITED Annual Report 2025-26 BOARD OF DIRECTOR AND KMP’S Mr. Nalinkant Amratlal Rathod : Non-Executive Director – Non-Independent Director, Chairman (Resigned w.e.f. March 30, 2026) Mr. Yash Kaushik Shah : Non-Executive-Independent Director Mr. Balachandran Vishwanathan Kasi : Non-Executive-Independent Director Mr. Rakesh Madanlal Bhatia : Non-Executive-Independent Director Ms. Hasmita Taunk : Non-Executive– Non-Independent, Woman Director Mr. Viren Rathod : Managing Director Mr. Tribhuvan Simh Rathod : Chief Financial Officer Ms. Palak Kumari : Company Secretary & Compliance Officer CIN: L26931GJ1986PLC102350 STATUTORY AUDITORS M/s. M. S. Krishnaswami & Rajan REGISTERED OFFICE INTERNAL AUDITORS 204, Sakar Complex, Opp. ABS Tower, M/s. R K Doshi & Co LLP, Vaccine Crossing, Old Padra Road, Chartered Accountants Vadodara, Gujarat 390015 CORPORATE OFFICE SECRETARIAL AUDITOR 2B, Devadaya Apartments, #67, M/s. Mitesh Shah & Co., Gandhi Nagar, 1st Main Road Practicing Company Secretary Adyar, Chennai, Tamil Nadu 600020. Email Id: restile@accountscare.com BANKERS Website: www.restile.com State Bank of India FACTORY ADDRESS REGISTRAR AND SHARE TRANSFER AGENTS Malkapur Village, Hatnoora Mandal, M/s. Cameo Corporate Services Limited Narsapur Taluk, Medak District- Subramanian Building, No. 1, Club House Road, 502296, Telangana. Chennai – 600002. Telephone No: 044- 40020700 CONTENTS PAGE NO. Notice 1 Directors Report & Annexures 23 Management Discussion and Analysis Report 39 Corporate Governance Report 50 Standalone Financial Statements Independent Auditor’s Report 84 Balance Sheet 99 Statement of Profit and Loss 100 Cash Flow Statement 101 Notes on Financial Statements 102 40th Annual General Meeting Day & Date Wednesday, September 09, 2026 Time 12:00 Noon (IST) Venue Through Video Conferencing (“VC”) / Other Audio Visual Means (“OAVM”) NOTICE OF 40TH ANNUAL GENERAL MEETING NOTICE IS HEREBY GIVEN THAT THE FORTIETH (40TH) ANNUAL GENERAL MEETING (“AGM”) OF MEMBERS OF RESTILE CERAMICS LIMITED WILL BE HELD THROUGH VIDEO CONFERENCING (“VC”) / OTHER AUDIO VISUAL MEANS (“OAVM”) ON WEDNESDAY, SEPTEMBER 09, 2026 AT 12:00 NOON (IST) TO TRANSACT THE FOLLOWING BUSINESSES: ORDINARY BUSINESS: 1. To receive, consider and adopt the Audited Standalone Financial Statements of the Company for the Financial Year ended March 31, 2026 together with the Reports of the Board of Directors and Auditors thereon. 2. To consider and approve re-appointment of Ms. Hasmita Taunk (DIN: 10728070) who retires by rotation and being eligible, offers herself for re-appointment. SPECIAL BUSINESS: 3. Approval for material related party transactions. To consider and if thought fit, to pass with or without modification(s), the following resolution as Ordinary Resolution: “RESOLVED THAT and pursuant to Regulation 2(1)(zc), 23(4) of the Securities and Exchange Board of India (“SEBI”) (Listing Obligations and Disclosure Requirements) Regulations, 2015, (“Listing Regulations”) as amended from time to time and as per Section 188 and other applicable provisions of the Companies Act, 2013 (“the Act”) and Rules framed the Act thereunder (including any statutory modification(s), amendment(s), clarification(s), substitution(s) or re-enactment(s) thereof for the time being in force), and the Company’s Policy on Related Party Transactions, and as per the recommendation of the Audit Committee and the Board of Directors of the Company, approval of the Members of the Company be and is hereby accorded to the Board of Directors of the Company (hereinafter referred to as (“the Board”) which term shall be deemed to include, unless the context otherwise required, any committee which the Board may have constituted or hereinafter constitute or any officer(s) authorised by the Board to exercise the powers conferred on the Board by this Resolution), to enter into, contract(s)/ arrangement(s)/ transaction(s) (whether by way of an individual transaction or transactions taken together or series of transactions or otherwise) as mentioned in the explanatory statement with Bell Granito Ceramica Limited (BGCL), a related party of the Company, on such terms and conditions as may be agreed between the Company and BGCL, for an aggregate value of up to Rs. 1,000 Lakhs (Rupees One Thousand Lakhs Only) on an annual basis for any given financial year, subject to such contract(s)/arrangement(s)/transaction(s) being carried out at arm’s length and in the ordinary course of business of the Company; RESOLVED FURTHER THAT the Board, be and is hereby authorised, to do and perform all such acts, deeds, matters and things, as may be necessary, including finalising the terms and conditions, methods and modes in respect thereof and finalising and executing necessary documents, including contract(s), agreement(s) and such other documents, file applications and make representations in respect thereof and seek approval from relevant authorities, including Governmental/regulatory authorities, as applicable, in this regard and deal with any matters, take necessary steps as the [Showing first 8,000 characters — download PDF for full document]