Shareholders meeting

July 08, 2026 The BSE Limited The National Stock Exchange of India Limited 1st Floor, New Trading Wing, Rotunda Building, Exchange Plaza, 5th Floor, C - 1, Block G, Phiroze Jeejeebhoy Towers, Dalal Street, Fort, Bandra Kurla Complex, Bandra East, Mumbai – 400 001, Maharashtra, India Mumbai – 400 051, Maharashtra, India Security Code No.: 532884 Symbol: REFEX Dear Sir/Ma’am, RE: Regulations 30 and 34 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("SEBI Listing Regulations") Subject: Notice of 24th Annual General Meeting and Annual Report for FY 2025-26 This is in continuation to our previous intimation dated June 30, 2026, wherein the Company had informed that the 24th Annual General Meeting (“AGM”) of the Company is scheduled to be held on Friday, July 31, 2026 at 11.00 a.m. (IST) through Video Conferencing (“VC”) / Other Audio-Visual Means (“OAVM”). Pursuant to Regulation 34 of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations (“SEBI Listing Regulations”), 2015, please find enclosed herewith the Notice of the 24th AGM and Annual Report for FY 2025-26. In compliance with the relevant Circulars issued by Ministry of Corporate Affairs and Securities and Exchange Board of India, the Notice of the 24th AGM and Annual Report for FY 2025-26 is circulated only through electronic means to the Members, who have registered their email Ids with the Company/ Depositories. The same is also hosted on the Company's website and can also be accessed through following QR Code and web link: Notice of 24th Annual General Meeting Annual Report for FY 2025-26 Link: Notice of 24th AGM Link: Annual Report for FY 2025-26 Further, in accordance with Regulation 36 of SEBI Listing Regulations, a letter providing web-link for accessing the Annual Report for FY 2025-26 and Notice of 24th AGM is being sent to all those Members who have not registered their email ids. Key Information pertaining to the AGM: Particulars Details Date and time of the AGM Friday, July 31, 2026 at 11.00 a.m. (IST) Mode Video-Conference/ Other Audio-Visual Means Cut-off date for Remote E-Voting/ E-Voting and attending the Friday, July 24, 2026 e-AGM EVEN No. 140169 E-voting start time and date From 9:00 a.m. (IST) on Tuesday, July 28, 2026 E-voting end time and date Up to 5:00 p.m. (IST) on Thursday, July 30, 2026 You are requested to take the same on your records. Thanking You, Your faithfully, For & on behalf of Refex Industries Limited Ankit Poddar Company Secretary and Compliance Officer ACS- 25443 Refex Industries Limited Registered Office: 2nd Floor, Refex Towers, Sterling Road Signal, 313, Valluvar Kottam High Road, Nungambakkam, Chennai – 600 034, Tamil Nadu, India Tel: +91 44 43405900 | Website: www.refex.co.in | E-mail: cscompliance@refex.co.in (CIN: L45200TN2002PLC049601) NOTICE (Pursuant to Section 101 of the Companies Act, 2013) NOTICE IS HEREBY GIVEN THAT THE 24th (TWENTY-FOURTH) ANNUAL GENERAL MEETING (“AGM”) OF THE MEMBERS OF REFEX INDUSTRIES LIMITED WILL BE HELD ON FRIDAY, JULY 31, 2026 AT 11:00 A.M. (IST) THROUGH VIDEO CONFERENCING / OTHER AUDIO-VISUAL MEANS (“VC”/ “OAVM”), TO TRANSACT THE FOLLOWING BUSINESS: ORDINARY BUSINESS: 1. Adoption of Audited Financial Statements of the Company for the financial year ended March 31, 2026 and reports of the Board of Directors and Auditors thereon To consider and if thought fit, to pass the following resolution as an Ordinary Resolution: “RESOLVED THAT the Audited Financial Statements of the Company for the financial year ended March 31, 2026 and the Reports of the Board of Directors and the Auditors thereon, as circulated to the members, be and are hereby considered and adopted.” 2. Adoption of Audited Consolidated Financial Statements of the Company for the financial year ended March 31, 2026 and reports of the Auditors thereon To consider and if thought fit, to pass the following resolution as an Ordinary Resolution: “RESOLVED THAT the Audited Consolidated Financial Statements of the Company for the financial year ended March 31, 2026 and the Report of the Auditors thereon, as circulated to the members, be and are hereby considered and adopted.” 3. Declaration of Final Dividend for the financial year 2025-26 To consider, and if thought fit, to pass the following resolution as an Ordinary Resolution: “RESOLVED THAT pursuant to the recommendation of the Board of Directors and in accordance with the applicable provisions of the Companies Act, 2013 and the rules made thereunder, a final dividend of ₹1/- (Rupee One only) per equity share of face value of ₹2/- (Rupee Two only), representing 50% of the face value of the equity share, for the financial year ended March 31, 2026, be and is hereby declared and approved for payment and the same shall be paid out of the profits of the Company. RESOLVED FURTHER THAT the said dividend be paid to those members whose names appear in the register of members/ beneficial owners in the records of the depositories as on the record date fixed for the purpose, through electronic modes or such other modes as may be permissible under applicable law.” 4. Re-appointment of Mr. Anil Jain (DIN: 00181960), who retires by rotation and being eligible, offers himself for re-appointment, as a director liable to retire by rotation To consider, and if thought fit, to pass the following resolution as an Ordinary Resolution: “RESOLVED THAT pursuant to the provisions of Section 152(6) and other applicable provisions of the Companies Act, 2013, Mr. Anil Jain (DIN: 00181960), Chairman & Managing Director of the Company, who retires by rotation at this annual general meeting and being eligible, offers himself for re- appointment, be and is hereby re-appointed as a Director (Executive) of the Company, in the current designation, liable to retire by rotation.” SPECIAL BUSINESS: 5. Variation in utilization of proceeds amounting to ₹19.07 crore out of the preferential issue aggregating to ₹219.69 crore approved by the shareholders in their extra-ordinary general meeting held on March 27, 2024 To consider and, if thought fit, to pass the following resolution as a Special Resolution: “RESOLVED THAT pursuant to the applicable provisions of the Companies Act, 2013 read with applicable rules made thereunder, applicable provisions of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and the SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018 and on the recommendation of the Audit Committee and the Board of Directors and subject to such approvals, consents, permissions and sanctions as may be necessary from regulatory authorities, if required, consent of the members of the Company, be and is hereby accorded to vary the utilization of proceeds amounting to ₹19.07 crore out of the preferential issue aggregating to ₹219.69 crore, approved by the shareholders in their extra-ordinary general meeting held on March 27, 2024, as per the following details: Original Amount Unutilized Revised Particulars Object Allocation Utilized Amount Allocation (₹ Crore) (₹ Crore) (₹ Crore) (₹ Crore) For undertaking investments in or providing loans to the subsidiaries of the Company for the purposes of purchasing vehicles and Investment in 50 50 00 50 other operating expenses/ repayment (EMI) Subsidiaries support either in the form of equity/ quasi- equity/ unsecured loan For undertaking capital expenditure in the Capital Company to purchase tipper lorries, JCBs, 19.68 0.62 19.07 0.62 Expenditure excavators, wheel loader and other vehicles For ensuring the Company is left with sufficient balance to overcome its working Working capital needs for which it is currently 96 85.37 10.63 115.06 Capital needs depending on the credit limit sanctioned by financial institutions General For repaying the existing working capital Corporate loans and term loans sanctioned by financial 54 38.70 15.30 54 Purpose instituti [Showing first 8,000 characters — download PDF for full document]