Nature of the Event

This document constitutes the Notice of the 34th Annual General Meeting (AGM) of Metroglobal Limited, scheduled to be held on Friday, September 18, 2026, at 11:30 AM IST through Video Conference (VC) / Other Audio Visual Means (OAVM). The notice is issued pursuant to Regulation 30(6) and Part A of Schedule III of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Key Quantitative Figures

  • Final Dividend: ₹2.5 per equity share of face value ₹10 each (25%) for FY 2025-26, aggregating to ₹308.36 Lakhs.
  • Director Remuneration: Proposed salary range of ₹72.00 Lakhs to ₹1.20 Crore per annum for each of the two key managerial personnel.
  • Investment Limit: Special resolution seeks approval for loans, guarantees, and investments up to ₹1,000 Crore over and above the statutory limits of 60% of paid-up share capital, free reserves, and securities premium account or 100% of free reserves and securities premium account.
  • Unclaimed Dividends: Details of unclaimed dividends from previous years are provided, ranging from ₹2.67 Lakhs (FY 2021-22) to ₹5.86 Lakhs (FY 2020-21).

Dates of Action

  • AGM Date: Friday, September 18, 2026, at 11:30 AM IST.
  • Record Date: Friday, September 11, 2026, for determining eligibility to vote and receive dividend.
  • Remote E-Voting Period: Commences Tuesday, September 15, 2026, at 9:00 AM IST and ends Thursday, September 17, 2026, at 5:00 PM IST.
  • Register of Members Closure: From Saturday, September 12, 2026, to Friday, September 18, 2026 (both days inclusive).
  • Dividend Payment Date: On or after Tuesday, September 29, 2026.

Parties Involved

  • Registrar and Transfer Agent: MUFG Intime India Private Limited (RTA).
  • Scrutinizer: Mr. Jignesh Shah, Advocate (Enrollment No. G/4908/2022).
  • Directors Subject to Reappointment:
  • Mrs. Krati Rahul Jain (DIN: 07150442) as Non-Executive Director (Ordinary Resolution).
  • Mr. Rahul Gautamkumar Jain (DIN: 01813781) as Whole-time Director (Special Resolution).
  • Mr. Gautamkumar Mithalal Jain (DIN: 00160167) as Executive Chairman and Managing Director (Special Resolution).

Purpose and Rationale

  • The AGM is convened to seek shareholder approval for:
  • Adoption of audited standalone and consolidated financial statements for FY ended March 31, 2026.
  • Declaration of final dividend.
  • Reappointment of directors retiring by rotation.
  • Reappointment of key managerial personnel with revised remuneration terms.
  • An enabling resolution for future loans, investments, and guarantees beyond normal limits to support business expansion.

Financial and Operational Impact

  • Dividend Impact: Cash outflow of ₹308.36 Lakhs, subject to TDS deductions as per Income Tax Act, 2025.
  • Remuneration Impact: Potential annual remuneration expense of up to ₹2.40 Crore for the two key directors, with provisions for minimum remuneration even in absence of profits.
  • Capital Structure Impact: No immediate impact on share capital from the resolutions. The investment resolution could potentially alter the asset structure in the future.
  • Voting Impact: Changes in board composition and approval of significant financial commitments.

Shareholder Information

  • E-Voting: Remote e-voting via CDSL/NSDL systems for demat shareholders and through CDSL for physical shareholders.
  • Query Submission: Shareholders can submit queries by email to cs@metroglobal.in or investors@metroglobal.in by September 11, 2026.
  • KYC Compliance: Physical shareholders must update PAN, contact details, mobile number, bank account details, and signature by August 31, 2026, to receive dividends electronically.
  • Taxation: Dividend income is taxable, and TDS will be applied as per IT Act 2025—20% for non-PAN holders, with lower rates possible upon submission of Form 121 (residents) or Form 41 and TRC (non-residents).