Grovy India Ltd — Board Meeting, 09-06-2026: Board Meeting

Date: June 09, 2026

To,

The Secretary

BSE Limited

P. J. Towers,

Dalal Street

Mumbai – 400 001

Scrip Code – 539522

Subject: Outcome of the meeting of the Board of Directors of Grovy India Limited in terms of the

provisions of Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements)

Regulations, 2015.

Dear Sir/Madam,

With reference to the captioned subject and in terms of the provisions of regulation 30 of SEBI (Listing

Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI Listing Regulations”) as

amended from time to time, we wish to inform your good office that the Board of Directors of Grovy

India Limited (“the Company”), at their meeting held today i.e., Tuesday, June 09, 2026, has inter

alia, transacted the following business:

I. Increase and alteration of the Authorized Share Capital of the Company from ₹ 13,50,00,000/- (Rupees

Thirteen Crore Fifty Lakh Only) divided into 1,35,00,000 (One Crore and Thirty-Five Lakh) equity

shares of ₹ 10/- (Rupees Ten Only) each to ₹ 25,00,00,000/- (Rupees Twenty-Five Crore Only) divided

into 2,50,00,000 (Two Crore Fifty Lakh) equity shares of ₹ 10/- (Rupees Ten Only) each, by creation

of additional 1,15,00,000 (One Crore Fifteen Lakh) Equity Shares of ₹ 10/- (Rupees Ten Only) each

and consequent alteration of the Capital Clause (Clause V) of the Memorandum of Association of the

Company, subject to the approval of the members of the Company.

Details of amendments to Memorandum of Association as required under Regulation 30 read with SEBI

Master Circular No. HO/49/14/14(7)2025-CFD-POD2/I/3762/2026 dated January 30, 2026, is

annexed herewith as ‘Annexure A’.

II. Fund raising by way of Preferential Issue:

Considered and approved the issuance of up to 41,69,433 (Forty-One Lakh Sixty-Nine Thousand Four

Hundred Thirty-Three) Equity Shares of face value of ₹ 10/- (Rupees Ten Only) each (“Equity

Shares”), for cash, to the persons/ entities belonging to the “Promoter & Promoter Group” &

“Public” Category on a preferential basis, at an issue price of ₹ 36/- (Rupees Thirty-Six Only),

determined in accordance with the provisions of Chapter V of SEBI (Issue of Capital and Disclosure

Requirements) Regulations, 2018, as amended and applicable provisions of Companies Act, 2013 and

rules made thereunder, aggregating up to ₹ 15,00,99,588/- (Rupees Fifteen Crore Ninety-Nine

----------------Page (0) Break----------------

Thousand Five Hundred Eighty-Eight Only), subject to the approval of the members of the Company,

to the proposed allottees, as mentioned below:

Sr. No. Name of the Proposed Allottee Category No. of Equity Shares

to be allotted (Up to)

1. Prakash Chand Jalan Promoter 5,55,555

2. Nishit Jalan Promoter 4,16,666

3. Ankur Jalan Promoter 4,16,666

4. Anita Jalan Promoter 2,77,777

5. Dnyanesh R Bhatavadekar Public 1,05,555

6. Gaurav Sharma Public 2,77,777

7. Girish Gulati (HUF) Public 8,05,555

8. Gunjan Bagaria Public 1,05,555

9. Jayant Kumar Monga Public 1,38,888

10. Kanj Goel Public 27,777

11. Kavita Poddar Public 69,444

12. Kunal Mehra Public 69,444

13. Kunal Mehra (HUF) Public 69,444

14. Manoj Mehra Public 1,38,888

15. Revati Anupam Bhat Public 1,11,111

16. Rishabh Jain Public 4,16,666

17. Samta Poddar Public 69,444

18. Vinesh Poddar Public 69,444

19. Vinod Kumar Poddar Public 27,777

Total 41,69,433

Details as required under Regulation 30 read with SEBI Master Circular No. HO/49/14/14(7)2025-

CFD-POD2/I/3762/2026 dated January 30, 2026 pertaining to the proposed preferential issue is

annexed herewith as ‘Annexure B’.

III. Constituting a Preferential Issue Committee:

Constituted a Preferential Issue Committee of the Board of Directors of the Company to take all

necessary actions, in connection with this Issue and to finalize/approve all the relevant documents, as

may be deemed necessary.

IV. Approving draft notice of the Annual General Meeting of the Company:

Considered and approved the draft notice convening the Annual General Meeting (“AGM”) of the

Members of the Company. The 41st Annual General Meeting of the Company shall be conducted

through Video Conferencing (“VC”) or other Audio-Visual means and will be held on Wednesday,

----------------Page (1) Break----------------

July 08, 2026 at 03:00 P.M (“IST”). The remote e-voting period commences on Sunday, July 05, 2026

(9:00 A.M) and ends on Tuesday, July 07, 2026 (5:00 P.M).

V. Approved the Director's Report, Annual Report and other related annexures forming part thereof for the

financial year ended on 31st March, 2026.

VI. Recommendation of Final Dividend @1% i.e. Rs. 0.10/- (Ten Paisa) per equity share of the Company

for the financial year ended March 31, 2026 and the same shall be payable subject to approval of the

Shareholders at the ensuing Annual General Meeting.

VII. Pursuant to Regulation 42 and other applicable provisions of the SEBI (Listing Obligations and

Disclosure Requirements) Regulations, 2015, the Company has fixed Wednesday, July 01, 2026, as the

Record Date for determining the entitlement of shareholders to the final dividend for the financial year

ended March 31, 2026.

VIII. Wednesday, July 01, 2026 fixed as the cut- off date for the purpose of remote E-voting for ascertaining

the names of the shareholders, holding shares in dematerialized form, who will be entitled to cast their

votes electronically in respect of the businesses to be transacted at the 41st Annual General Meeting of

the Company.

IX. Pursuant to Regulation 42 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations,

2015 as amended read with Section 91 of the Companies Act, 2013 including rules made thereunder,

Fixed the dates of Book closure of Register of Members and Share Transfer Registers, from Tuesday,

30th June, 2026 to Wednesday, 08th July, 2026 (both days inclusive) for the purpose of 41st Annual

General Meeting of the Company and dividend declaration.

X. Approval of the re-appointment of Mrs. Anita Jalan, who retires by rotation, being eligible offered her

candidature for re-appointment.

XI. Appointment of Mr. Akshit Gupta an Advocate as the scrutinizer to scrutinize the entire voting process

including remote e-Voting in a fair and transparent manner for the 41st Annual General Meeting of the

Company.

XII. Took note of Secretarial Audit Report for the financial year ended on March 31, 2026.

XIII. Took note of Annual Secretarial Compliance Report for the Financial Year 2025-26.

The meeting of the Board of Directors commenced at 12:00 P.M. (IST) and concluded at 5:00

P.M.(IST).

You are requested to kindly take it on your record.

Thanking you,

----------------Page (2) Break----------------

Yours faithfully,

For Grovy India Limited

Simran Rajput

Company Secretary & Compliance Officer

M. No. A77691

Place: Delhi

----------------Page (3) Break----------------

Annexure A

Proposed amendment to Clause V of the Memorandum of Association of the Company, subject to the

approval of the members in the ensuing Annual General Meeting of the Company:

Clause: V. The Authorized Share Capital of the Company is ₹ 25,00,00,000/- (Rupees Twenty-Five

Crore Only) divided into 2,50,00,000 (Two Crore Fifty Lakh) Equity Shares of ₹ 10/- (Rupees Ten

Only) each.

----------------Page (4) Break----------------

Annexure B

Details pertaining to SEBI Master Circular No. HO/49/14/14(7)2025-CFD-POD2/I/3762/2026

dated January 30, 2026 are as follows:

S. No. Particulars Disclosures

1. Type of securities proposed to be

issued

Equity Shares of face value of ₹ 10/- each

2. Type of issuance Preferential Issue

3. Total Number of Securities

proposed to be issued or the total

amount for which the securities

will be issued (approximately)

Preferential Issue of up to 41,69,433 Equity Shares of

face value of ₹ 10/- each, for cash consideration, at an

issue price of ₹ 36/- per Equity Share, determined in

accordance with the provisions of Chapter V of the

SEBI (Issue of Capital and Disclosure Requirement)

Regulations 2018.

4. Issue Price ₹ 36/- per Equity Share

5. Number and Names of the

Investor

Sr. No. Name of the Proposed Allottee

1. Prakash Chand Jalan

2. Nishit Jalan

3. Ankur Jalan

4. Anita Jalan

5. Dnyanesh R Bhatavadekar

6. Gaurav Sharma

7. Girish Gulati (HUF)

8. Gunjan Bagaria

9. Jayant Kumar Monga

10. Kanj Goel

11. Kavita Poddar

12. Kunal Mehra

13. Kunal Mehra (HUF)

14. Manoj Mehra

15. Revati Anupam Bhat

16. Rishabh Jain

17. Samta Poddar

18. Vinesh Poddar

19. Vinod Kumar Poddar

6. In case of convertibles,

Intimation on conversion of

securities or on lapse of the

tenure of the instrument.

Not Applicable

----------------Page (5) Break----------------

7. Nature of Consideration

(Whether cash or consideration

other than cash)

Cash

Thanking you,

Yours faithfully,

For Grovy India Limited

Simran Rajput

Company Secretary & Compliance Officer

M. No. A77691

----------------Page (6) Break----------------