Shareholders meeting

NITCO/SE/2026-27/31 August 24, 2026 Corporate Service Department The Listing Department BSE Limited National Stock Exchange of India Limited Jeejeebhoy Towers, Dalal Street, Exchange Plaza, Bandra Kurla Complex, Bandra (E), Mumbai – 400 001 Mumbai – 400 051 Script code: 532722 Script code: NITCO Sub: Notice of 60th Annual General Meeting along with Annual Report for the Financial Year 2025-26 and details of remote e-Voting Dear Sir/Madam, We wish to inform you that 60th Annual General Meeting (“the AGM”) of the Members of Nitco Limited (“the Company”) will be held on Thursday, September 17, 2026 at 11:30 A.M. (IST) through Video Conferencing (“VC”) or Other Audio-Visual Means (“OAVM”) in compliance with the Ministry of Corporate Affairs and the Securities and Exchange Board of India circulars. Pursuant to Regulation 30 read with Clause 12 of Part A of Schedule III and Regulation 34 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“the Listing Regulations”), please find enclosed the Notice convening 60th Annual General Meeting and Annual Report for the Financial Year 2025-26 which is also being sent to all the Members whose email addresses are registered with the Company /Registrar and Transfer Agent (‘RTA’) and/or Depository Participant(s) and the same is available on the website of the Company at https://www.nitco.in/corporates/investors/PDFFiles/Annual-Report-2025-26.pdf Further, pursuant to provisions of Section 108 of the Companies Act, 2013 read together with the rules framed thereunder and Regulation 44 of the Listing Regulations, the Company is providing the facility to cast vote by electronic means on all resolutions set forth in the Notice. The details of the AGM & remote e-Voting are as follows: Date of 60th AGM Thursday, September 17, 2026 AGM Start Time 11.30 A.M. (IST) E-Voting Cut Off Date Thursday, September 10, 2026 Remote E- Voting Start Date & Time Saturday, September 12, 2026 at 9:00 A.M. (IST) Remote E- Voting End Date & Time Wednesday, September 16, 2026 at 05:00 P.M. (IST) Kindly take the above information on your records. Thanking you, Yours sincerely, For NITCO Limited Vivek Talwar Chairman and Managing Director DIN: 00043180 Encl: as above Registered Office: NITCO Limited, 3/A, Recondo Compound, Sudam Kalu Ahire Marg, Glaxo, Worli Colony, Mumbai, Maharashtra, India, 400 030. Tel.: 91-22-25772800|25772790. CIN: L26920MH1966PLC016547. Email: investorgrievances@nitco.in Website: www. nitco.in What’s Inside Corporate Information 02 Notice 13 Directors’ Report 27 Management Discussion & Analysis Report 45 Corporate Governance Report 51 Standalone Financials 69 Consolidated Financials 137 2 Annual Report 2025-2026 Annual Report 2025-2026 3 12 Annual Report 2025-2026 Statutory Report Annual Report 2025-2026 13 NITCO LIMITED 14 Annual Report 2025-2026 Notice NITCO Limited CIN: L26920MH1966PLC016547 3/A, Recondo Compound, Sudam Kalu Ahire Marg, Glaxo, Worli Colony, Mumbai, Maharashtra, India, 400030 Tel: +91-22 25772800 / 25772790 Email: investorgrievances@nitco.in Website: www.nitco.in NOTICE Dear Members, Notice is hereby given that 60th Annual General Meeting of all such acts, deeds, matters and things and to take all such the Members of Nitco Limited (“the Company”) will be held on steps as may be considered necessary, proper or expedient to Thursday, September 17, 2026 at 11:30 A.M. (IST), through Video give effect to this resolution. Conferencing (VC) /Other Audio Visual Means (OAVM) to transact 4. Revision of limit of Material Related Party Transaction(s) the following businesses. The deemed venue of the Annual General with M/s. Authum Investment & Infrastructure Limited Meeting shall be the Registered Office of the Company at 3/A, (“Authum”) under Section 188 of the Companies Act, 2013 Recondo Compound, Sudam Kalu Ahire Marg, Glaxo, Worli Colony, and Regulation 23 of the SEBI (Listing Obligations and Mumbai, Maharashtra, India, 400030. Disclosure Requirements), 2015 ORDINARY BUSINESS: To consider and if thought fit, to pass the following resolution 1. To consider and adopt: as an Ordinary Resolution: a) the Audited Standalone Financial Statements of the “RESOLVED THAT pursuant to the provisions of Section 188 of Company for the Financial Year ended March 31, 2026 the Companies Act, 2013 (“the Act”) and all other applicable together with the Reports of Board of Directors and the provisions, if any, read with Rule 15 of the Companies (Meetings Auditors thereon; and of Board and its Powers) Rules, 2014 and any other rules made thereunder (including any statutory modification(s) or re- b) the Audited Consolidated Financial Statements of the enactment or amendment(s) thereof, for the time being in Company for the Financial Year ended March 31, 2026 force, if any) and in terms of Regulation 23 of the Securities and together with the Report of the Auditors thereon. Exchange Board of India (Listing Obligations and Disclosure 2. To appoint a Director in place of Ms. Poonam Talwar (DIN: Requirements) Regulations, 2015 (“the Listing Regulations”), 00043300), who retires by rotation and being eligible, offers as amended from time to time, Regulation 2(1)(zc) of the herself for re-appointment. Listing Regulations and Indian Accounting Standard (Ind AS) 24, the Company’s policy on Related Party Transactions, and SPECIAL BUSINESS: subject to such approvals, consent(s), permission(s) as may be necessary from time to time and based on the approval of 3. Re-appointment and remuneration payable to cost auditor the Audit Committee and approval of Board of Directors of of the Company the Company (hereinafter referred to as “Board” which term To consider and, if thought fit, to pass the following resolution shall include Committee thereof), and in partial modifications as an Ordinary Resolution: to the resolution passed by members via postal ballot dated May 01, 2026, the consent of members of the Company be “RESOLVED THAT pursuant to the provisions of Section 148 and is hereby accorded to empower the Board to revise the and all other applicable provisions, if any, of the Companies existing limit , enter into and/or continue with material related Act, 2013, read with the Companies (Audit and Auditors) party transaction(s) and/or contract(s)/arrangement(s) with Rules, 2014 (including any statutory modification(s) or re- M/s. Authum Investment & Infrastructure Limited enactment thereof for the time being in force), and pursuant (“Authum”), a related party under Section 2(76) of the Act and to the recommendation of the Audit Committee and approved Regulation 2(1)(zb) of the Listing Regulations for an aggregate by the Board of Directors, the remuneration payable to value not exceeding Rs. 250 Crores (Rupees Two Hundred M/s. R. K. Bhandari & Co., Cost Accountants (Firm Registration and Fifty Crores only) for the Financial Year 2026-27 on such No.: 101435 / Membership No.: 10682), who have been re- terms and conditions as may be mutually agreed between the appointed by the Board of Directors as the Cost Auditors of Company and Authum. the Company to conduct the audit of the cost records of the Company for the financial year ending March 31, 2027 at a RESOLVED FURTHER THAT the Board/ Audit Committee be remuneration of Rs. 75,000/- (Rupees Seventy Five Thousand and are hereby authorised to continue with existing contracts, only) exclusive of applicable taxes and reimbursement of out- arrangements and transactions and/or to enter into and/ of-pocket expenses actually incurred in connection with the or execute new contracts, arrangements and transactions, audit, be and is hereby ratified and approved. or fresh and independent transactions whether by way of individual transactions or a series of transactions taken RESOLVED FURTHER THAT any of the Board of Directors, Chief together or otherwise, as detailed in the Statement annexed Financial Officer be and are hereby severally authorized to do to the Notice issued under [Showing first 8,000 characters — download PDF for full document]