Shareholders meeting

18th August 2026 To, To, Department of Corporate Services Listing Department BSE Limited, National Stock Exchange of India P J Towers, Dalal Street, Limited, Mumbai - 400 001 Exchange Plaza, 5th Floor Plot No. C/1, G. Block Bandra-Kurla Complex, Bandra (E), Mumbai - 400 051 Security Code: 544060 Security ID: RBZJEWEL Symbol: RBZJEWEL Sub: Annual Report – 2025-26 & Notice of 18th Annual General Meeting We submit herewith the notice of the 18th Annual General Meeting notice of the company schedule to be held on Thursday, 10th September 2026 at 11.00 a.m. through Video Conference (“VC”)/ Other Audio Visual Means (“OAVM”) along with instructions for e-voting in accordance with the applicable circulars issued by the Ministry of Corporate Affairs and the Securities and Exchange Board of India. Pursuant to Regulation 34 of SEBI (Listing Obligations and Disclosure Requirements) 2015, we enclose herewith Annual Report for the FY 2025-26 and notice of 18th AGM of the Company. The said reports are being sent to the shareholders through email and have been uploaded on the website of the Company at: https://rbzjewellers.com/ The “cut-off date” for determining eligibility of shareholders for remote e-voting/e-voting at AGM and for attending AGM is fixed as 04th September 2026. The remote e-voting period shall commence from 07th September 2026 (9:00 A.M.) and end on 09th September 2026 (5:00 P.M.). The detailed instruction with regard to the remote e-voting/e-voting at AGM and procedure for attending AGM is provided in the notice of AGM which are being sent to shareholders and submitted to stock exchanges. We request you to kindly take note of the above in your record. Thank you, For, RBZ Jewellers Limited Heli A Garala Company Secretary & Compliance Officer ACS 49256 Corporate Overview Statutory Reports Financial Statments NOTICE NOTICE is hereby given that the Eighteenth 18th without modification(s), the following resolution as Annual General Meeting (the “AGM”/“Meeting”) of the a Special resolution. members of M/s. RBZ JEWELLERS LIMITED (CIN: “RESOLVED THAT in supersession of the earlier L36910GJ2008PLC053586) (the “Company”) will be resolutions passed by the members of the held on Thursday, 10th September ,2026 at 11.00 A.M. Company at Extra Ordinary General Meeting held on (IST) through Video Conferencing (VC/other Audio Visual 30th March, 2023 and pursuant to the provisions of Means (OAVM”), at the registered office of the Company Section180(1)(a) and all other applicable provisions situated at Block-D, Mondeal Retail Park, Near Rajpath of the Companies Act, 2013, and the Rules made Club, S.G. Highway, Beside Iscon Mall, Ahmedabad – thereunder, including any statutory modification(s) 380054 Gujarat, India, which shall be the deemed venue thereto or reenactment(s) thereof, for the time for the Meeting to transact the Company’s following being in force and the Articles of Association of business: - the Company and subject to such other approvals, ORDINARY BUSINESS: - consents, sanctions and permissions as maybe necessary, the consent of the members of the 1. To receive, consider and adopt the Audited Company be and is hereby accorded to the Board Standalone Financial Statements for the financial of Directors of the Company(hereinafter referred year ended March 31, 2026, the Auditors’ Report to as “the Board”, which term shall be deemed to thereon and the Board of Directors’ Report of the include, unless the context otherwise required, any Company for the financial year 2025-26 and in this committee of the Board or any director or officer(s) regard, to consider and if deem fit, to pass, with or authorized by the Board to exercise the powers without modification(s), the following resolution as conferred on the Board under this resolution) to sell, an Ordinary Resolution: lease or dispose of, pledge, mortgage, hypothecate “RESOLVED THAT the Audited Standalone Financial and/or charge all or any part of the moveable or Statements for the financial year ended March 31, immovable properties, tangible or intangible assets 2026, the Auditors’ Report thereon and the Board of the Company wherever situated, both present and of Directors’ Report of the Company for the financial future, on such terms and conditions and at such year 2025-2026, as circulated to the Members, be times and in such form or manner as the Board may and are hereby considered and adopted.” deem fit, the whole or substantially whole or any part of the undertaking or undertakings of the Company 2. To appointment a Director in place Mr. Rajendrakumar in such manner as the Board may deem fit, together Kantilal Zaveri (DIN: 02022264) of who retiring by with the power to take over the management of rotation. the business and concern of the Company in To appoint a director in the place of Mr. Rajendrakumar certain events of default in favor of banks, financial Kantilal Zaveri (DIN: 02022264), who retires by institutions, investors or debenture trustees and rotation in terms of Section 152(6) of the Companies any other persons or any other lenders to secure Act, 2013, and being eligible, offers himself for any monies so borrowed or to be borrowed by the re-appointment and in this regard, to consider and Company or any third party from time to time for if deem fit, to pass, with or without modification(s), the due re-payment of the principal and/or together the following resolution as an Ordinary Resolution: with interest, charges, costs, expenses and all other monies payable by the Company or any third party “RESOLVED THAT pursuant to the provisions of in respect of such borrowings provided that the Section 152(6) of the Companies Act, 2013 read aggregate indebtedness secured by the assets of with rules made thereunder, Mr. Rajendrakumar the Company does not exceed Rs.750,00,00,000/- Kantilal Zaveri (DIN: 02022264), who retires (Rupees Seven Hundred Fifty Crores Only) at any by rotation at this meeting and being eligible for point of time. re-appointment, be and is hereby re-appointed as a Director of the Company, liable to retire by rotation.”. RESOLVED FURTHER THAT for the purpose of giving effect to this resolution, the Board of Directors SPECIAL BUSINESS: - be and is hereby authorized to negotiate and finalize 3. To create charge/mortgage on the properties of the the terms and conditions of such security and to company by the board of director of the company sign and execute all agreements, deeds, papers for the purpose of borrowing in the terms of section documents and writings as may be necessary, 180 (1)(a) of the companies act, 2013 and in this desirable or expedient and to settle any question regard, to consider and if deem fit, to pass, with or difficulty or doubt that may arise in this regard and RBZ Jewellers Limited 1 to do all necessary acts, deed, matters and things, difficulty or doubt that may arise in this regard and as the Board may in its absolute discretion, deem fit, to do all necessary acts, deed, matters and things, necessary or appropriate in the best interest of the as the Board may in its absolute discretion, deem fit, Company. necessary or appropriate in the best interest of the Company. RESOLVED FURTHER THAT a certified true copy of this Resolution be and is hereby issued to all RESOLVED FURTHER THAT a certified true copy concerns under the hand of any director or Company of this Resolution be and is hereby issued to all Secretary of the Company. concerns under the hand of any director or Company Secretary of the Company. 4. To increase the limits of borrowing by the board of directors of the company in terms of section 180 (1) 5. Revision in the terms of remuneration payable to (c) of the companies act, 2013 and in this regard, Executive Directors to consider and if deem fit, to pass, with or without To consider and, if thought fit, to pass the following modification(s), the following resolution as a Special resolution as a Special Resolution: resolution. RESOLVED THAT pursua [Showing first 8,000 characters — download PDF for full document]