Shareholders meeting

Santosh Digitally signed by Santosh Ladha Ladha Date: 2026.08.28 13:29:28 +05'30' NOTICE · ANNUAL GENERAL MEETING Notice of the Fifteenth Annual General Meeting. Notice is hereby given that the Fifteenth (15th) Annual General Meeting (“AGM”) of the Members of Iris Clothings Limited (“the Company”) will be held on Monday, 21st September, 2026 at 11:00 A.M. (IST) through Video Conferencing (“VC”)/Other Audio- Visual Means (“OAVM”) to transact the following businesses: Ordinary Business Item No. 1 — Adoption of Audited Financial Statements To consider and adopt the Audited Financial Statements of the Company for the financial year ended 31st March, 2026, together with the Reports of the Board of Directors and the Statutory Auditors thereon. Item No. 2 — Appointment of Mr. Baldev Das Ladha (DIN: 03585566) as a Director, liable to retire by rotation To re-appoint Mr. Baldev Das Ladha (DIN: 03585566), who retires by rotation, and being eligible, has offered himself for reappointment. Date: 27.07.2026 For Iris Clothings Limited Place: Howrah Sweta Agarwal Company Secretary IRIS CLOTHINGS LIMITED · NOTICE OF AGM NOTICE OF THE 15TH AGM · CONTINUED Notes 1. The Fifteenth (15th) Annual General Meeting (“AGM”) of the Company is being convened through Video Conferencing (“VC”)/Other Audio-Visual Means (“OAVM”) in accordance with the applicable provisions of the Companies Act, 2013 read with the Rules made thereunder, the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI Listing Regulations”), and the circulars and guidelines issued by the Ministry of Corporate Affairs (“MCA”) and the Securities and Exchange Board of India (“SEBI”) from time to time. Accordingly, the Members can attend and participate in the AGM through VC/OAVM without being physically present at a common venue. 2. Pursuant to the provisions of the Companies Act, 2013 read with rules made thereunder, a member entitled to attend and vote at the AGM is entitled to appoint a proxy to attend and vote on his/her behalf and the proxy need not be a Member of the Company. Since this AGM is being held through VC/OAVM, physical attendance of Members has been dispensed with. Accordingly, the facility for appointment of proxies will not be available for the AGM and hence the Proxy Form and Attendance Slip are not annexed to this Notice. 3. Corporate Members are entitled to appoint authorised representatives to attend the AGM through VC/OAVM and participate there at and cast their votes through e-voting. Institutional/Corporate Members are requested to send a scanned copy (PDF/JPEG format) of the Board Resolution authorising its representatives to attend and vote at the AGM, pursuant to Section 113 of the Act, to Scrutiniser at rgadvisory18@gmail.com with a copy marked to helpdesk.evoting@cdslindia.com. 4. M/s. Cameo Corporate Services Limited, having its registered office at Subramanian Building No. 1, Club House Road, Chennai - 600 002 is appointed as Company’s Registrar & Transfer Agents for its share registry (both, physical as well as electronic). 5. Since the AGM will be held through VC/OAVM, the Route Map is not annexed to this Notice. 6. In case of joint holders, the Member whose name appears as the first holder in the order of names as per the Register of Members of the Company will be entitled to vote at the AGM. 7. As per the provisions of Section 103 of the Companies Act, 2013, shareholders attending the AGM through VC / OAVM shall be counted for the purpose of reckoning the quorum. 8. In accordance with the aforesaid MCA Circulars and SEBI Circulars, Notice of the Annual General Meeting along with the Annual Report 2025-26 is being sent only through electronic mode to those Members whose email addresses are registered with the Company or Depositories. Members may note that the Notice of AGM and Annual Report 2025-26 will also be available on the Company’s website www.irisclothings.in, website of the National Stock Exchange of India Limited at www.nseindia.com and on the website of Central Depository Services Limited at www.evotingindia.com. 9. Members are requested to notify changes, if any, pertaining to their name, postal address, e-mail address, telephone/mobile numbers, PAN, registering of nomination, etc. to the concerned Depository Participant/Registrar and Transfer Agent/Company. 10. The Register of Directors’ and Key Managerial Personnel and their shareholding maintained under Section 170 of the Companies Act, 2013 and the Register of Contracts or Arrangements in which the Directors are interested maintained under Section 189 of the Companies Act, 2013 shall be made available for on-line inspection at the AGM. 11. An Explanatory Statement pursuant to Section 102 of the Act in respect of the special businesses set out above and additional information of Director proposed to be re-appointed at the forthcoming Annual General Meeting as required under Regulation 36 of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“Listing Regulations”) and Secretarial Standard on General Meetings is provided in the annexure to this Notice. 12. SEBI has mandated submission of Permanent Account Number (“PAN”) by every participant in the securities market. Members holding shares in electronic form are, therefore, requested to provide their PAN details to their respective DPs with whom they are maintaining their demat accounts. IRIS CLOTHINGS LIMITED · NOTICE OF AGM NOTICE OF THE 15TH AGM · CONTINUED Voting Through Electronic Means 1. Pursuant to Section 108 of the Companies Act 2013 read with Rule 20 of The Companies (Management and Administration) Rules, 2014, Regulation 44 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and Secretarial Standards on General Meetings, the Company is providing facility of remote e-Voting to its Members in respect of the business to be transacted at the AGM. For this purpose, the Company has entered into an arrangement with Central Depository Services (India) Limited for facilitating voting through electronic means, as the authorized agency. The facility of casting votes by a member using remote e-Voting system as well as Venue Voting on the date of the AGM will be provided by CDSL. 2. Members who have cast their vote by remote e-voting prior to the AGM may also attend/participate in the AGM through VC/OAVM but shall not be entitled to cast their vote again. 3. The remote e-voting period commences on Friday, 18th September, 2026 (9:00 am) and ends on Sunday, 20th September, 2026 (5:00 pm). During this period, members of the Company holding shares as on the cut-off date of Monday, 14th September, 2026, may cast their vote by remote e-voting. The remote e-voting module shall be disabled by CDSL for voting thereafter. Once the vote on a resolution is cast by the member, the member shall not be allowed to change it subsequently. 4. The voting rights of shareholders shall be in proportion to their shares in the paid up equity share capital of the Company as on the cut-off date, being Monday, 14th September, 2026. Any person, who ceases to be the Member of the Company as on the cut-off date and is in receipt of this Notice, shall treat this Notice for information purpose only. 5. Any person who become member of the Company subsequent to the dispatch of the Notice of AGM and holds the shares as on the cut-off date i.e., Monday, 14th September, 2026 may obtain the Login ID and Password by sending a request at helpdesk.evoting@cdslindia.com or Company/RTA. However, if you are already registered with CDSL for remote e-voting then you can use your existing User ID and Password for casting your vote. If you have forgotten your password, you may reset your password by using ’’Forgot User Details/Password’’ option available on www.evotingindia.com. 6. The Members can join the AGM in the VC/OAVM mode 15 minutes before and after the scheduled time of the commencement of [Showing first 8,000 characters — download PDF for full document]