Shareholders meeting

August 19th, 2026 Listing Department Listing & Compliance Department BSE Limited National Stock Exchange of India Limited Phiroze Jeejeebhoy Towers, Exchange Plaza, 5th Floor Dalal Street, Mumbai – 400001 Plot No. C/1, “G” Block BSE Scrip Code: 544029 Bandra-Kurla Complex Bandra (E), Mumbai – 400 051 Symbol: GANDHAR Subject: Intimation of date of the 34th Annual General Meeting (“AGM”) along with the Notice Dear Sir/Madam, With reference to the captioned subject and in continuation to our earlier intimation dated July 22nd, 2026, please find enclosed herewith Annual Report for the Financial Year 2025-26 along with Notice of the 34th AGM of the Company scheduled to be held on Friday, September 11th, 2026 at 11:00 A.M. (IST) through Video-Conferencing(“VC”) / Other Audio-Visual Means(“OAVM”). Further, Annual Report and the Notice of the 34th AGM for Financial year 2025-26 have also been made available on the website of the Company at https://gandharoil.com/wp-content/uploads/2026/08/Notice- of-34th-AGM.pdf and the Company has dispatched the Annual Report along with Notice of the 34th AGM of the Company for the Financial year 2025-26 to the Members by electronic means on the email addresses as registered with the Depository Participant(s) / Company / the Registrar and Share Transfer Agents of the Company. The register of members and share transfer book will remain closed from Friday, September 04th, 2026 to Friday, September 11th, 2026 and the person, whose name is recorded in the Register of Members or in the Register of Beneficial Owners maintained by the depositories as on Friday, September 04th, 2026 i.e. cut-off date shall only be entitled to vote in respect of the shares held by them and attend the AGM. This is for your information and record. Thanking you, Yours Faithfully For Gandhar Oil Refinery (India) Limited Binal Khosla Company Secretary and Compliance Officer Mem. No.: A29802 Encl: a/a NOTICE OF 34TH ANNUAL GENERAL MEETING Notice is hereby given that the 34th (Thirty-Fourth) Annual General 5. To consider and approve appointment of Mr. Shyam Meeting (‘AGM’) of the members of GANDHAR OIL REFINERY Chandrabhan Agrawal (DIN: 00541214) as an (INDIA) LIMITED (‘’the Company’’) will be held on Friday, Independent Director of the Company for first term September 11, 2026 at 11:00 a.m. through Video Conferencing of five (5) years With effect from July 22nd, 2026 to July (“VC”) / Other Audio-Visual Means (“OAVM”) facility to transact the 21st , 2031 ( both day inclusive) following business: To consider and if thought fit, to pass with or without modification(s), the following resolution as Special Resolution: ORDINARY BUSINESS: RESOLVED THAT pursuant to the provisions of Sections 1. To receive, consider and adopt the Audited Standalone 149, 150, 152, 161(4) and 197 read with Schedule IV and other Financial Statements of the Company for the Financial Year applicable provisions, if any, of the Companies Act, 2013 (“Act”), ended March 31, 2026 together with the Reports of the Board read with the rules framed thereunder, including the Companies of Directors and the Auditors thereon (Appointment and Qualification of Directors) Rules, 2014, and 2. To receive, consider and adopt the Audited Consolidated applicable provisions of the SEBI (Listing Obligations and Financial Statements of the Company for the Financial Disclosure Requirements) Regulations, 2015 (“SEBI Listing Year ended March 31, 2026 together with the Report of the Regulations”) and other applicable provisions thereof, if any Auditors thereon. (including any statutory modification(s) or re-enactment(s) thereof for the time being in force), the Articles of Association 3. To appoint a Director in place of Mr. Ramesh Babulal Parekh of the Company, and pursuant to the recommendation of the (DIN: 01108443), who retires by rotation pursuant to Section Nomination and Remuneration Committee and the approval 152(6) of the Companies Act, 2013 and being eligible, offers of the Board of Directors (“Board”), Mr. Shyam Chandrabhan himself for re-appointment; Agrawal (DIN: 00541214), who was appointed by the Board as an Independent Director of the Company with effect from July SPECIAL BUSINESS: 22, 2026, to fill the casual vacancy caused by the resignation of 4. To ratify remuneration payable to the Cost Auditor Mrs. Deena Asit Mehta (DIN: 00168992) with effect from May appointed by board of directors for the financial year 12, 2026, in terms of Section 161(4) of the Act read with Rule 4 2026-2027; of the Companies (Appointment and Qualification of Directors) Rules, 2014, and who has submitted a declaration that he meets To consider and if thought fit, to pass, with or without the criteria of independence as prescribed under the Act and modification(s), the following resolution as an the SEBI Listing Regulations, being eligible for appointment Ordinary Resolution: as an Independent Director, be and is hereby appointed as an “RESOLVED THAT pursuant to the provisions of Section Independent Director of the Company, not liable to retire by 148 and other applicable provisions, if any of the Companies rotation, to hold office for a term of 5 (five) consecutive years Act, 2013 (“the Act”) read with Companies (Cost Record and with effect from July 22, 2026 to July 21, 2031 (both days Audit) Rules, 2014 including any statutory modification(s) or re- inclusive), on such terms and conditions as may be mutually enactment(s) thereof, for the time being in force, the payment decided between the Board and the Director.” of remuneration of Rs. 1,20,000/- (Rupees One Lakh and RESOLVED FURTHER THAT pursuant to the provisions of Twenty Thousand Only) along with applicable taxes and out Section 149 and 197 and any other applicable provisions of of pocket expenses on actuals payable to M/s. Maulin Shah the Companies Act, 2013 and the rules made thereunder, Mr. & Associates, Cost Accountant, Ahmedabad (FRN: 101527) Shyam Chandrabhan Agrawal (DIN: 00541214) shall be entitled to conduct the audit of the cost records maintained by the to receive the sitting fees of such amount for attending the Company for the financial year 2026-2027, as recommended meetings of the Board or any committee thereof and as may by Audit Committee and approved by Board of Directors of the be determined by the Board from time to time within the overall Company, be and is hereby ratified and approved. limits of remuneration under the Act.” RESOLVED FURTHER THAT the Board of Directors and/or the Company Secretary of the Company be and are hereby RESOLVED FURTHER THAT any Director and/or Company severally authorised to do all such acts, deeds, matters and Secretary of the Company be and are hereby severally things as may be necessary, desirable or expedient to give authorized to do all such acts, deeds and things as may be effect to the said resolution.” necessary to give effect to the aforesaid resolution and for 302 ANNUAL REPORT 2025-26 302-314 Notice all matters connected therewith and/or incidental thereto, as “To carry on the business of dealing, investing, trading, buying, may be necessary.” selling, hedging, arbitraging, and otherwise transacting in shares, stocks, securities, bonds, debentures, mutual fund 6. To alter the other ancillary of the object clause of the units, derivatives, futures, options, commodity derivatives, Memorandum of Association of the Company: commodities, commodity futures, commodity options, To consider and, if thought fit, to pass, with or without currencies, and all other financial instruments and products as modification(s) the following Resolution as Special Resolution: may be permitted under applicable laws and regulations.” “RESOLVED THAT pursuant to the provisions of Section 4, RESOLVED FURTHER THAT the approval of the members of 13 and all other applicable provisions, if any, of the Companies the Company be and is hereby accorded for commencing and Act, 2013 (“the Act”), read with the Companies (Incorporation) carr [Showing first 8,000 characters — download PDF for full document]