IZMO Limited — AGM Information 2025

Sep 1, 2025

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September 01, 2025

September 01, 2025
The Manager Corporate Relationship Department BSE Limited Floor 25, Phiroze Jeejeebhoy Tower Dalal Street, Mumbai-400001	The Manager – Listing Department National Stock Exchange of India Limited Exchange Plaza, 5thFloor Plot No. C/1, G Block, Bandra Kurla Complex, Bandra(E),Mumbai-400051
BSEScrip Code: 532341	NSESymbol: IZMO

Dear Sir/Madam,

Subject: Notice of convening 30[th] Annual General Meeting for the Financial Year 2024-25

We wish to inform you that the 30[th] Annual General Meeting ('AGM') of the Company is scheduled to be held on Friday, 26[th] September, 2025 at 12:30 P.M. (IST) through Video Conferencing (VC)/Other Audio-Visual Means (OAVM) in accordance with the circulars/ notifications issued by the Ministry of Corporate Affairs and the Securities and Exchange Board of India to transact the business, as set forth in the Notice convening the Meeting.

Kindly note the following details:

Sl. No.	Event	Day, Date and Details	Time
1.	Cut-offdatefore-Voting	Friday, September 19, 2025	-
2.	E-voting commencement	Tuesday, September23, 2025	9:00AM(IST)
3.	E-voting ends	Thursday, September25, 2025	5:00PM(IST)
4.	E-votingwebsite ofCDSL	https://www.evotingindia.com/	-

Pursuant to Regulation 34(1) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ('Listing Regulations'), please find enclosed herewith the Notice convening the 30[th] AGM being sent to all members through electronic mode and a letter containing the web-link and path for accessing the Annual Report for FY 2024-25 is being sent to those Members who have not registered their email IDs with the Company/RTA/DPs..

• The Notice is available on the website of the Company i.e., https://www.izmoltd.com/general meeting-en-in.htm. Pursuant to Section 91 of the Companies Act, 2013 read with Rule 10 of the Companies (Management and Administration) Rules, 2014 and the provisions of the Listing Regulations, the Register of Members and Share Transfer Books of the Company will remain closed from September 19, 2025 to September 26, 2025 (both days inclusive) for the purpose of 30[th] Annual General Meeting.

Kindly take this information on record.

Yours faithfully, for IZMO Limited

Digitally signed by VARUN KUMAR VARUN KUMAR SRIDHARA SRIDHARA ADGUR ADGUR Date: 2025.09.01 15:35:55 +05'30'

Varun Kumar A S

Company Secretary and Compliance Officer Encl: As above

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izmo Limited

2024 - 25

NOTICE

NOTICE OF THE 30[TH] ANNUAL GENERAL MEETING

NOTICE IS HEREBY GIVEN THAT THE 30[TH] (THIRTIETH) ANNUAL GENERAL MEETING OF THE MEMBERS OF IZMO LIMITED (THE “COMPANY”) WILL BE HELD ON FRIDAY , 26[TH] DAY OF SEPTEMBER 2025 AT 12:30 PM (IST) THROUGH VIDEO CONFERENCING (“VC”) OR OTHER AUDIO-VISUAL MEANS (“OAVM”) TO TRANSACT THE FOLLOWING BUSINESS:

ORDINARY BUSINESS:

ITEM NO. 1: ADOPTION OF AUDITED FINANCIAL STATEMENTS:

To receive, consider and adopt the Audited Standalone and Consolidated Financial Statements of the Company for the Financial Year ended on March 31, 2025, and the reports of the Board of Directors and the Auditors thereon.

To consider and if thought fit, to pass, the following resolution as an Ordinary Resolution :

“RESOLVED THAT the Audited Standalone and Consolidated Financial Statements of the Company for the Financial Year ended on March 31, 2025 with reports of the Board of Directors and the Statutory Auditors be and are hereby considered and adopted. ”

ITEM NO. 2: RE-APPOINTMENT OF DIRECTOR WHO RETIRES BY ROTATION:

To re-appoint Mrs. Kiran Soni (DIN: 08836616) Whole-time Director of the Company, who retires by rotation, and being eligible, offers herself for re-appointment.

To consider and if thought fit, to pass the following resolution as an Ordinary Resolution :

“ RESOLVED THAT pursuant to provisions of Section 152 and other applicable provisions of the Companies Act, 2013, if any approval of the members of the Company be and is hereby accorded to re-appoint Mrs. Kiran Soni (DIN: 08836616) Whole-time Director of the Company, who retires by rotation, and being eligible, offers herself for re-appointment, as director liable to retire by rotation.

RESOLVED FURTHER THAT the Board of Directors of the Company be and is hereby authorized to do all such acts, deeds, matters and things as may be considered necessary, desirable and/or expedient to give effect to this resolution(s).”

SPECIAL BUSINESS:

ITEM NO. 3: RE-APPOINTMENT OF MRS. SHASHI SONI (DIN: 00609217) AS WHOLE TIME DIRECTOR OF THE COMPANY:

To consider, and if thought fit, to pass, the following resolution as a Special Resolution :

“ RESOLVED THAT pursuant to the provisions of Sections 196, 197, 203 read with Schedule V and Companies (Appointment and Remuneration of Managerial Personnel) Rules 2014 along with other applicable provisions, if any, of the Companies Act, 2013, as amended from time to time, subject to the approval of Central Government if necessary, and such other approvals, permissions and sanctions, as may be required, and subject to such conditions and modifications, as may be prescribed or imposed by any of the authorities, in granting such approvals, permission and sanctions, consent of the Members of the Company be and is hereby accorded to re-appoint Mrs. Shashi Soni (DIN: 00609217) as Whole Time Director of the Company with effect from 01[st] October, 2025 to 30[th] September, 2028 on such remuneration as set out below:

1. Mrs. Shashi Soni - Whole Time Director with effect from 01.10.2025 to 30.09.2028.

2. Salary of Rs. 3,00,000/- (Rupees Three Lakhs only) per month.

3. Commission not more than 1% of the net profits of the Company.

4. Unless the context otherwise requires, the perquisites are classified into three categories “A”, “B” and “C” as follows:

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izmo Limited

2024 - 25

NOTICE

Category “A”:

The expenditure incurred by the Company on providing furnished residential accommodation for the Appointee shall be subject to a ceiling of 50% (Fifty percent) of the Appointee’s salary over and above 10% payable by the Appointee salary.

Alternatively:

In case, the Company provides the accommodation, the Company shall deduct 10% of the salary of the Appointee.

Alternatively:

In case, no accommodation is provided by the Company, the Appointee shall be entitled to House Rent Allowance, subject to a ceiling of 50% (Fifty percent) of salary payable to the Appointee.

Explanation:

• I. The expenditure incurred by the Company on gas, electricity, water and furnishing shall be valued as per Income Tax Rules, 1962, as amended from time to time. However, such expenditure shall be subject to a ceiling of 10% (Ten percent) of the Appointee’s annual salary each year.

• II. Medical Reimbursement: Expenses incurred for the Appointee and her family, subject to a ceiling of one month’s salary in a year or three month’s salary over a period of three years.

• III. Leave Travel Concession: For Appointee and her family once in a year, while on leave, in accordance with the rules and regulations applicable to senior managers of the Company from time to time.

• IV. Personal Accident Insurance: Premium not to exceed Rs. 4,000/- (Rupees Four Thousand only) per annum.

Explanation:

For the purpose of category “A”, Family means: Spouse, dependent children and dependent parents of the Appointee.

Category “B”:

• I. Contribution to Provident Fund, Superannuation Fund and Annuity Fund: These will be in accordance with the schemes applicable to senior managers of the Company from time to time and will not be included in the computation of ceiling on perquisites mentioned above to the extent they either singly or put together are not taxable under the Income Tax Act, 1961, as amended from time to time.

• II. Gratuity: In accordance with the rules and regulations applicable to senior managers of the Company from time to time but not exceeding half month’s salary for each completed year of service.

• III. Encashment of Leave at the end of the tenure: In accordance with the rules and regulations applicable to the senior manager of the Company from time to time, the monetary equivalent of such encashment leave shall not be included in the computation of the ceiling on perquisites.

Category “C”:

Provision of car for the use of Company’s business and telephone at residence shall not be considered as perquisites. Personal long-distance calls and use of car for personal use shall be billed to the Appointee.

MINIMUM REMUNERATION:

In the event of absence or inadequacy of profits in any Financial Year during the tenure of her appointment, the Whole Time Director may be paid the substantive remuneration as stated above as the Minimum Remuneration subject to however that unless approved by the Shareholders and the Central Government, as may be necessary, the amount of salary, commission, perquisites and other allowances payable to the Whole Time Director shall be subject to the limits prescribed under Schedule V of the Companies Act, 2013, as may be in force for the time being.

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izmo Limited

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NOTICE

Further, in the event of any Statutory Amendments or modifications or relaxation by the Central Government to Schedule V of the Companies Act, 2013, the Board of Directors be and is hereby authorized to vary or increase the remuneration, including the salary, commission, perquisites, allowances, etc., with such prescribed limit or ceiling and any arrangement between the Company and Mrs. Shashi Soni be suitably amended to give effect to such modification, relaxation or variation with or without any further reference to the Company in General Meeting.

RESOLVED FURTHER THAT either party can give three months’ notice in the event of termination of the said post/ arrangement.

FURTHER RESOLVED THAT in the event of Mrs. Shashi Soni ceasing to be the Whole time Director due to any causes whatsoever, she shall not be eligible for any compensation for loss of office.

RESOLVED FURTHER THAT the Whole Time Director shall not be paid any sitting fees for attending the meeting of the Board of Directors or committees thereof.

FURTHER RESOLVED THAT Mr. Sanjay Soni (DIN: 00609097), Managing Director and Mr. Varun Kumar A S, Company Secretary and Compliance Officer of the Company be and is hereby authorized to do all such act, deeds and things which are necessary for the aforesaid reappointment including any filing of forms on MCA Portal.”

ITEM NO. 4: APPOINTMENT OF MR. SYED SHAHABUDDIN, PRACTICING COMPANY SECRETARY AS SECRETARIAL AUDITOR OF THE COMPANY:

To appoint Mr. Syed Shahabuddin (Membership No.: A4121) Practicing Company Secretary as Secretarial Auditor of the Company.

To consider and if thought fit, to pass the following resolution as an Ordinary Resolution :

“RESOLVED THAT pursuant to the Section 204 of Companies Act, 2013 provisions of Regulation 24A of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended from time to time and any other statutory modifications and enactment therefore for the time being imposed, and based on the recommendation of the Board of Directors, approval of the shareholders be and is hereby accorded for the appointment of Mr. Syed Shahabuddin (Membership No.: A4121) a Peer Reviewed Practicing Company Secretary, holding Peer Review Certificate Number 3387/2023, as the Secretarial Auditor of the Company for a term of five consecutive years commencing from Financial Year 2025-26 to Financial Year 2029-30 to conduct the secretarial audit, at a remuneration and applicable taxes, as mutually agreed between the Secretarial Auditors and the Board, from time to time.

RESOLVED FURTHER THAT the Board of Directors of the Company be and is hereby authorized to finalize the conditions of the appointment and do all acts, deeds, and things necessary to give effect to this resolution and to file the necessary forms and returns with the ROC, Stock Exchanges as may be required.”

By order of the Board For Izmo Limited

Place: Bengaluru Date: August 13, 2025

Sd/Sanjay Soni Managing Director DIN: 00609097

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izmo Limited

2024 - 25

NOTICE

NOTES

1. The Ministry of Corporate Affairs vide its General Circular No. 14/2020 dated April 8, 2020, Circular No. 17/2020 dated April 13, 2020, Circular No. 20/2020 dated May 5, 2020, Circular No. 02/2021 dated January 13, 2021, Circular No. 21/2021 dated December 14, 2021, Circular No. 02/2022 dated May 5, 2022, Circular No. 10/2022 dated December 28, 2022, Circular No. 9/2023 dated September 25, 2023 and Circular No. 09/2024 dated September 19, 2024 in relation to “Clarification on passing of Ordinary and Special Resolution by the Companies under Companies Act, 2013 read with rules made thereunder, through Video Conferencing (VC) or Other Audio Visual Means (OAVM)” (hereinafter, collectively referred as the “MCA Circulars”) read with SEBI Circular No. SEBI/HO/CFD/CMD1/CIR/P/2020/79 dated May 12, 2020, Circular No. SEBI/HO/CFD/CMD2/ CIR/P/2021/11 dated January 15, 2021, Circular No. SEBI/HO/CFD/CMD2/CIR/P/2022/62 dated May 13, 2022, Circular No. SEBI/HO/CFD/PoD/-2/P/CIR/2023/4 dated January 5, 2023, Circular No. SEBI/HO/CFD/CFD-PoD-2/P/CIR/2023/167 dated October 07, 2023 and SEBI Circular No. SEBI/HO/CFD/CFD-PoD-2/P/CIR/2024/133 dated October 3, 2024 issued by the Securities and Exchange Board of India (collectively referred to as “SEBI Circulars”) and in compliance with the provisions of the Companies Act, 2013 (the “Act”) and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 this AGM is being convened to be held through Video Conferencing (“VC”) or Other Audio Visual Means (“OAVM”), thereby, dispensing with the requirement of physical attendance of the members at a common venue and accordingly, the 30[th] Annual General Meeting (the “AGM”) of the Company will be held through VC or OAVM in compliance with the aforesaid circulars and the relevant provisions of the Companies Act, 2013 and Rules made there under and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (the “Listing Regulations”). The registered office of the Company shall be deemed to be the venue for the AGM.

2. Members attending the AGM through VC or OAVM shall be counted for the purpose of reckoning the quorum under Section 103 of the Act.

3. GENERALLY, 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 PURSUANT TO THE ABOVE REFERRED CIRCULARS THROUGH VC/ OAVM, PHYSICAL ATTENDANCE OF MEMBERS HAS BEEN DISPENSED WITH. ACCORDINGLY, THE FACILITY FOR THE APPOINTMENT OF PROXIES BY THE MEMBERS WILL NOT BE AVAILABLE FOR THE AGM AND HENCE, THE PROXY FORM AND ATTENDANCE SLIP ARE NOT ANNEXED TO THIS NOTICE.

1. Since the AGM is being held through VC /OAVM the Route Map is not attached to this Notice.

2. Pursuant to Section 113 of the Act and Rules framed there under, the corporate members are entitled to appoint authorized representatives for the purpose of voting through remote e-Voting or for participation and e-Voting during the AGM, through VC or OAVM. Institutional Shareholders (i.e., other than individuals, HUF, NRI, etc.) are required to send scanned copy (PDF/ JPG Format) of the relevant Board Resolution/ Power of Attorney/ appropriate Authorization Letter together with attested specimen signature(s) of the duly authorized signatory(ies) who are authorized to vote, to the Scrutinizer through e-mail at syed1948@gmail.com with a copy marked to company.secretary@izmoltd.com.

3. The Explanatory Statement pursuant to Section 102 of the Companies Act, 2013 setting out material facts concerning the Special business under Item Nos. 3 and 4 is annexed hereto. Further, the relevant details with respect to Item No. 3 pursuant to Regulation 36(3) of the SEBI Listing Regulations and Secretarial Standard on General Meetings issued by the Institute of Company Secretaries of India, in respect of Director seeking appointment/re-appointment at this AGM are also annexed.

4. As per Regulation 40 of SEBI Listing Regulations, as amended, securities of listed companies can be transferred only in dematerialized form with effect from April 1, 2019, except in case of request received for transmission or transposition and relodged transfers of securities. Further, SEBI vide its Circular No. SEBI/HO/MIRSD/RTAMB/CIR/P/2020/236 dated December 2, 2020 had fixed March 31, 2021 as the cut-off date for re-lodgement of transfer deeds and the shares that are re-lodged for transfer shall be issued only in demat mode. In view of this and to eliminate all risks associated with physical shares and for ease of portfolio management, members holding shares in physical form are requested to consider converting their holdings to dematerialized form. Members can contact the Company or Company’s Registrars and Transfer Agents (“RTA”) Cameo Corporate Services Limited (“CCSL”) for assistance in this regard.

5. Members who have not yet registered their e-mail addresses are requested to register the same with their Depository Participants (“DP”) in case the shares are held by them in electronic form and with CCSL in case the shares are held by them in physical form.

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NOTICE

1. Those Members who have already registered their email IDs are requested to keep the same validated with their DP/CCSL to enable serving of notices/ documents/Annual Reports and other communications electronically to their email ID in future.

2. Members are requested to notify changes, if any pertaining to their name, postal address, e-mail address, telephone/ mobile numbers, Permanent Account Number (PAN), mandates, nominations, power of attorney, etc., to their DPs if the shares are held by them in electronic form and to CCSL if the shares are held by them in physical form along with their addresses specifying full address in block letters with PIN code to the Company’s Registrar and Share Transfer Agent (“the RTA”) at the following address: Cameo Corporate Services Limited, Subramanian Building, No.1, Club House Road, Anna Salai, Chennai, Tamil Nadu - 600002.

3. Members desiring inspection of statutory registers during the AGM or who wish to inspect the relevant documents referred to in the Notice, can send their request by email to company.secretary@izmoltd.com.

4. Pursuant to SEBI Circular no. SEBI/HO/MIRSD/MIRSDPoD-1/P/ CIR/2023/37 dated March 16, 2023, issued in supersession of earlier circulars issued by SEBI bearing nos. SEBI/HO/ MIRSD/MIRSD RTAMB /P/CIR/2021/655 and SEBI/HO/MIRSD/ MIRSD RTAMB/ P/CIR/2021/687 dated November 3, 2021 and December 14, 2021, respectively, SEBI has mandated all listed companies to record PAN, Nomination, Contact details, Bank A/c details and Specimen signature for their corresponding folio numbers of holders of physical securities. The folios wherein any one of the cited documents/details is not available on or after October 1, 2023, shall be frozen by the RTA.

The securities in the frozen folios shall be eligible:

• To lodge any grievance or avail of any service, only after furnishing the complete documents / details as mentioned above;

• To receive any payment including dividend, interest or redemption amount (which would be only through electronic mode) only after they comply with the above stated requirements.

• The forms for updation of PAN, KYC, bank details and Nomination viz., Forms ISR-1, ISR-2, ISR-3, SH-13 and the said SEBI circular are available on our website https://www.izmoltd.com/shareholder-service-request-en-in.htm. In view of the above, we urge Members holding shares in physical form to submit the required forms along with the supporting documents at the earliest. Members who hold shares in dematerialized form and wish to update their PAN, KYC, Bank details and Nomination, are requested to contact their respective DPs.

Further, Shareholders holding shares in physical form are requested to ensure that their PAN is linked to Aadhaar to avoid freezing of folios, such frozen folios shall be referred by RTA/Company to the administering authority under the Benami Transactions (Prohibitions) Act, 1988 and/or Prevention of Money Laundering Act, 2002, after December 31, 2025.

1. The Members can join the AGM in the VC/OAVM mode 15 minutes before and after the scheduled time of the commencement of the Meeting by following the procedure mentioned in the Notice. The facility of participation at the AGM through VC/OAVM will be made available to at least 1000 members on a first come first served basis. This will not include large Shareholders (Shareholders holding 2% or more shareholding), Promoters, Institutional Investors, Directors, Key Managerial Personnel, the Chairpersons of the Audit Committee, Nomination and Remuneration Committee and Stakeholders Relationship Committee, Auditors etc. who are allowed to attend the AGM without restriction on account of first come first served basis. Members can login and join 15 (fifteen) minutes prior to the scheduled time of the meeting and the window for joining shall be kept open till the expiry of 15 (fifteen) minutes after the scheduled time.

2. In Compliance with aforesaid Circulars issued by MCA and SEBI Circular dated May 12, 2020, the Notice along with the Annual Report of the Company for the Financial Year ended March 31, 2025, will be sent only through e-mail, to those Members whose e-mail addresses are registered with the Company or Depository Participants or the Registrar and Share Transfer Agent (the “RTA”), i.e. Cameo Corporate Services Limited (“CCSL”). Members may also note that the Notice and Annual Report for 2024-25 will also be available on the Company’s website www.izmoltd.com, websites of the Stock Exchanges i.e. BSE Limited and National Stock Exchange of India Limited at www.bseindia.com and www.nseindia.com respectively where shares of the Company is listed and on the e-Voting website of the agency engaged for providing e-Voting facility, i.e., Central Depository Services (India) Limited (CDSL), viz., www.evotingindia.com.

3. All the members whose names are recorded in the Register of Members or in the Register of Beneficial Owners maintained by the depositories as on Friday, August 29, 2025 would be considered for the purpose of sending the AGM Notice and the Annual Report. However, instructions have been given in Izmo Limited Notice of 30[th] AGM to enable those persons who become members subsequently to receive the AGM notice, Annual Report and login credentials.

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NOTICE

Process for those shareholders whose email ids are not registered with the depositories for procuring user id and password and registration of e-mail ids for e-voting for the resolutions set out in this notice :

• i) In case shares are held in physical mode please provide Folio No., Name of shareholder, scanned copy of the share certificate (front and back), PAN (self-attested scanned copy of PAN card), AADHAR (self-attested scanned copy of Aadhar Card) by email to company.secretary@izmoltd.com

• ii) In case shares are held in demat mode , please provide DPID-CLID (16-digit DPID + CLID or 16-digit beneficiary ID), Name, Client Master or copy of consolidated Account Statement, PAN (self-attested scanned copy of PAN card), AADHAR (selfattested scanned copy of Aadhar Card) to company.secretary@izmoltd.com.

If you are an Individual shareholder holding securities in demat mode, you are requested to refer to the login method - explained at Step 1 (A ) i.e. Login method for e Voting and joining virtual meeting for Individual shareholders holding securities in demat mode .

• iii) Alternatively, shareholder/members may send a request to evoting@nsdl.co.in for procuring user id and password for e-voting by providing above mentioned documents.

• iv) In terms of SEBI circular dated December 9, 2020 on e-Voting facility provided by Listed Companies, Individual shareholders holding securities in demat mode are allowed to vote through their demat account maintained with Depositories and Depository Participants. Shareholders are required to update their mobile number and email ID correctly in their demat account to access e-Voting facility.

• Members holding shares in physical form, in identical order of names, in more than one folio are requested to send to the Company or CCSL, the details of such folios together with the share certificates for consolidating their holdings in one folio. A consolidated share certificate will be issued to such Members after making requisite changes.

• 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 during the AGM.

• Members seeking any information with regard to the financial statements or any matter to be placed at the AGM, are requested to write to the Company on or before September 20, 2025 through e-mail on company.secretary@izmoltd.com. The same will be replied by the Company suitably.

20. VOTING THROUGH ELECTRONIC MEANS (REMOTE E-VOTING AND E-VOTING DURING AGM)

• i In Compliance to Section 108 and other applicable provisions, if any, of the Act, Rule 20 of the Companies (Management and Administration) Rules, 2014 and amendments thereto, read together with the MCA Circulars and Regulation 44 of the Listing Regulations and in terms of SEBI vide circular no. SEBI/HO/CFD/CMD/ CIR/P/2020/242 dated December 9, 2020 the Company has engaged the services of Central Depository Services Limited to provide remote e-Voting facility during the AGM to all the eligible members to enable them to cast their votes electronically in respect of the businesses to be transacted at the meeting.

• ii The remote e-voting period will commence on Tuesday, September 23, 2025 (9:00 A.M. IST) and will end on Thursday, September 25, 2025 (5:00 P.M. IST). During this period, the Members of the Company holding shares either in physical or dematerialized mode, as on the cut-off date , i.e., Friday, September 19, 2025 , may cast their vote by remote e-Voting. The remote e-Voting module shall be disabled by CDSL for voting thereafter.

• iii Only those Members who will be present in the Meeting through VC or OAVM facility and have not cast their votes on resolutions through remote e-Voting and are otherwise not barred from doing so, shall be allowed to vote through e-Voting system during the AGM. However, Members who have cast their votes by remote e-Voting may attend the meeting, but shall neither be allowed to change it subsequently nor cast votes again during the Meeting and accordingly, their presence shall also be counted for the purpose of quorum under Section 103 of the Act. The Members, whose names appear in the Register of Members/ list of Beneficial Owners as on Friday, September 19, 2025 being the cut-off date , are entitled to vote on the Resolutions set forth in the Notice. The voting rights of the Members shall be in proportion to their share(s) of the paid-up equity share capital of the Company as on the cut-off date.

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NOTICE

• iv The Board of Director has appointed Mr. Syed Shahabuddin (Membership Number: ACS4121 and COP Number: 11932) , Practicing Company Secretary or failing whom, such other practicing company secretary as the Board of Directors of the Company may appoint as the scrutinizer to scrutinize the voting during the AGM and remote e-voting process in a fair and transparent manner.

• v The Scrutinizer shall, immediately after the conclusion of the Meeting, count the votes cast at the Meeting and thereafter, unblock the votes cast through remote e-Voting in presence of at least two witnesses not in employment of the Company and submit a Consolidated Scrutinizer’s Report of the total votes cast in favour or against, if any, not later than 48 hours after the conclusion of the Meeting.

• vi The Results of e-Voting shall be declared forthwith by the Chairperson or by any other director/person duly authorized in this regard. The Results declared along with the Report of the Scrutinizer shall be placed on the Company’s website (www.izmoltd.in) and on the e-Voting website of CDSL (www.evotingindia.com) immediately after the results are declared and shall simultaneously be communicated to the Stock Exchanges where the equity shares of the Company are listed.

• vii Members holding shares in physical mode or whose e-mail addresses are not registered may cast their votes through e-Voting system, after registering their e-mail addresses by sending the following documents to the Company at company.secretary@izmoltd.com or to the RTA at jessy@cameoindia.com.

• a. Scanned copy of a signed Request Letter, mentioning Name, Folio Number/DP ID, Client Id and Number of Shares held and complete postal address;

• b. Self-attested scanned copy of PAN Card; and

• c. Self-attested scanned copy of valid address proof (like Aadhar card/Latest Electricity Bill/Latest Telephone Bill/ Passport/Voter ID Card/ Bank Passbook particulars) of members as registered against their shareholding.

• viii Members who hold shares in physical mode and who already have valid e-mail address registered with the company, the RTA need not take any further action in this regard.

Instructions to cast votes through remote e-Voting, through e-Voting system during the AGM and Joining Annual General Meeting are annexed below:

The remote e-voting period begins on Tuesday, September 23, 2025 (9:00 A.M. IST) and will end on Thursday, September 25, 2025 (5:00 P.M. IST). The remote e-voting module shall be disabled by CDSL for voting thereafter. Members whose names appear in the Register of Members/ Beneficial Owners as on the record date ( cut-off date) i.e. Friday, September 19, 2025 , may cast their vote electronically. The voting right of shareholders shall be in proportion to their share in the paid-up equity share capital of the Company as on the cut-off date, being Friday, September 19, 2025.

The detailed process to vote electronically on CDSL e-Voting system consists of “Two Steps” which are mentioned below:

A. Login method for e-Voting and joining virtual meeting for Individual shareholders holding securities in demat mode:

Pursuant to SEBI circular no. SEBI/HO/CFD/CMD/CIR/P/2020/242 dated December 9, 2020 on “e-Voting facility provided by Listed Companies”, e-Voting process has been enabled to all the individual demat account holders, by way of single login credential, through their demat accounts/ websites of Depositories/ DPs in order to increase the efficiency of the voting process. Individual demat account holders would be able to cast their vote without having to register again with the e-Voting service provider (ESP) thereby not only facilitating seamless authentication but also ease and convenience of participating in e-Voting process. Shareholders are advised to update their mobile number and e-mail Id with their DPs in order to access e-Voting facility.

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NOTICE

		NOTICE
Type of shareholders		Login Method
Individual Shareholders holding securities in demat mode with NSDL.	i. ii. iii.	If you are already registered for NSDL IDeAS facility, please visit the e-Services website of NSDL. Open web browser by typing the following URL:https://eservices.nsdl.comeither on a Personal Computer or on a mobile. Once the home page of e-Services is launched, click on the “Benefcial Owner” icon under “Login” which is available under "IDeAS" section. A new screen will be opened. You will have to enter your User ID and Password. After successful authentication, you will be able to see e-Voting services. Click on “Access to e-Voting” under e-Voting services and you will be able to see e-Voting page. Click on the Company’s name or e-Voting service provider name and you will be re-directed to e-Voting service provider website for casting your vote during the remote e-Voting period or joining virtual meeting & voting during the meeting. If the user is not registered for IDeAS e-Services, option to register is available athttps:// eservices.nsdl.comSelect “Register Online for IDeAS “Portal or click athttps://eservices.nsdl. com/SecureWeb/ IdeasDirectReg.jsp Visit the e-Voting website of NSDL. Open web browser by typing the following URL:https:// www.evoting.nsdl.com/either on a Personal Computer or on a mobile. Once the home page of e-Voting system is launched, click on the icon “Login” which is available under ‘Shareholder/ Member’ section. A new screen will be opened. You will have to enter your User ID (i.e. your sixteen-digit demat account number hold with NSDL), Password/OTP and a Verifcation Code as shown on the screen. After successful authentication, you will be redirected to NSDL Depository site wherein you can see e-Voting page. Click on the Company name or e-Voting service provider name and you will be redirected to e-Voting service provider website for casting your vote during the remote e-Voting period or joining virtual meeting & voting during the meeting.
Individual Shareholders holding securities in demat mode with CDSL	i. ii. iii. iv.	Users who have opted for CDSL Easi / Easiest facility, can login through their existing user ID and password. The option will be made available to reach e-Voting page without any further authentication. The URL for users to login to Easi / Easiest arehttps://web.cdslindia.com/ myeasitoken/home/loginor visitwww.cdslindia.comand click on Login icon and select New System Myeasi. After successful login the Easi / Easiest user will be able to see the e-Voting option for eligible companies where the evoting is in progress as per the information provided by company. On clicking the evoting option, the user will be able to see e-Voting page of the e-Voting service provider for casting your vote during the remote e-Voting period or joining virtual meeting & voting during the meeting. Additionally, there are also links provided to access the system of all e-Voting Service Providers i.e. CDSL/ NSDL/ KARVY/ LINKINTIME, so that the user can visit the e-Voting service providers’ website directly. If the user is not registered for Easi/Easiest, option to register is available athttps://web.cdslindia. com/ myeasitoken/Registration/EasiRegistration. Alternatively, the user can directly access e-Voting page by providing Demat Account Number and PAN from an e-Voting link available onwww.cdslindia.comhome page or click onhttps:// evoting.cdslindia.com/Evoting/EvotingLogin. The system will authenticate the user by sending an OTP on registered Mobile No. & Email as recorded in the Demat Account. After successful authentication, the user will be able to see the e-Voting option where the e-Voting is in progress and also able to directly access the system of all e-voting Service Providers.

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NOTICE

Individual Shareholders (holding securities in demat mode) login through their depository participants

You can also login using the login credentials of your demat account through your Depository Participant registered with NSDL/CDSL for e-Voting facility. Upon logging in, you will be able to see e-Voting option. Click on e-Voting option, you will be redirected to NSDL/CDSL Depository site after successful authentication, wherein you can see e-Voting feature. Click on Company name or e-Voting service provider i.e. NSDL and you will be redirected to e-Voting website of NSDL for casting your vote during the remote e-Voting period or joining virtual meeting & voting during the meeting.

Important note: Members who are unable to retrieve User ID/ Password are advised to use Forget User ID and Forget Password option available at website.

Helpdesk for Individual Shareholders holding securities in demat mode for any technical issues related to login through Depository i.e. NSDL and CDSL.

Login type	Helpdesk details
Securities held with NSDL	Members facing any technical issue in login can contact NSDL helpdesk by sending a request at evoting@nsdl.co.in or call at toll free no.: 1800 1020 990 and 1800 22 44 30
Securities held with CDSL	Members facing any technical issue in login can contact CDSL helpdesk by sending a request at helpdesk.evoting@cdslindia.com or contact at 022- 23058738 or 022-23058542-43

B. Login Method for e-Voting and joining virtual meeting for shareholders other than Individual shareholders holding securities in demat mode and shareholders holding securities in physical mode.

How to Log-in to CDSL e-Voting website?	How to Log-in to CDSL e-Voting website?
1. 2. 3. 4. 5. 6. The shareholders should log on to the e-voting websitewww.evotingindia.com Click on “Shareholders” module. Now enter your User ID a. For CDSL: 16 digits Benefciary ID, b. For NSDL: 8 Character DP ID followed by 8 Digits Client ID, c. Shareholders holding shares in Physical Form should enter Folio Number registered with the Company. Next enter the Image Verifcation as displayed and Click on Login. If you are holding shares in demat form and had logged on towww.evotingindia.comand voted on an earlier e-voting of any company, then your existing password is to be used. If you are a frst-time user follow the steps given below:
For Physical shareholders and other than individual shareholders holding shares in Demat.
PAN	Enter your 10-digit alpha-numeric *PAN issued by Income Tax Department (Applicable for both demat shareholders as well as physical shareholders) • Shareholders who have not updated their PAN with the Company/Depository Participant are requested to use the sequence number sent byCompany/RTA or contact Company/RTA
Dividend Bank Details OR Date of Birth (DOB)	Enter the Dividend Bank Details or Date of Birth (in dd/mm/yyyy format) as recorded in your demat account or in the company records in order to login. • If both the details are not recorded with the depository or company, please enter the member id / folio number in the Dividend Bank details feld.

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NOTICE

1. After entering these details appropriately, click on “SUBMIT” tab. 8. Shareholders holding shares in physical form will then directly reach the Company selection screen. However, shareholders holding shares in demat form will now reach ‘Password Creation’ menu wherein they are required to mandatorily enter their login password in the new password field. Kindly note that this password is to be also used by the demat holders for voting for resolutions of any other company on which they are eligible to vote, provided that company opts for e-voting through CDSL platform. It is strongly recommended not to share your password with any other person and take utmost care to keep your password confidential.

2. For shareholders holding shares in physical form, the details can be used only for e-voting on the resolutions contained in this Notice.

3. Click on the EVSN for the Izmo Limited on which you choose to vote. 11. On the voting page, you will see “RESOLUTION DESCRIPTION” and against the same the option “YES/NO” for voting. Select the option YES or NO as desired. The option YES implies that you assent to the Resolution and option NO implies that you dissent to the Resolution.

4. Click on the “RESOLUTIONS FILE LINK” if you wish to view the entire Resolution details. 13. After selecting the resolution, you have decided to vote on, click on “SUBMIT”. A confirmation box will be displayed. If you wish to confirm your vote, click on “OK”, else to change your vote, click on “CANCEL” and accordingly modify your vote.

5. Once you “CONFIRM” your vote on the resolution, you will not be allowed to modify your vote. 15. You can also take a print of the votes cast by clicking on “Click here to print” option on the Voting page. 16. If a demat account holder has forgotten the login password, then enter the User ID and the image verification code and click on Forgot Password & enter the details as prompted by the system.

6. Additional Facility for Non – Individual Shareholders and Custodians –for Remote Voting only. • Non-Individual shareholders (i.e. other than Individuals, HUF, NRI etc.) and Custodians are required to log on to www.evotingindia.com and register themselves in the “Corporates” module.

• A scanned copy of the Registration Form bearing the stamp and sign of the entity should be emailed to helpdesk. evoting@cdslindia.com.

• After receiving the login details a Compliance User should be created using the admin login and password. The Compliance User would be able to link the account(s) for which they wish to vote on.

• • The list of accounts linked in the login should be mailed to helpdesk.evoting@cdslindia.com and on approval of the accounts they would be able to cast their vote.

• A scanned copy of the Board Resolution and Power of Attorney (POA) which they have issued in favour of the Custodian, if any, should be uploaded in PDF format in the system for the scrutinizer to verify the same.

• Alternatively, Non Individual shareholders are required to send the relevant Board Resolution/ Authority letter etc. together with attested specimen signature of the duly authorized signatory who are authorized to vote, to the Scrutinizer and to the Company at the email address viz; company.secretary@izmoltd.com if they have voted from individual tab & not uploaded same in the CDSL e-voting system for the scrutinizer to verify the same.

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NOTICE

INSTRUCTIONS FOR SHAREHOLDERS ATTENDING THE AGM THROUGH VC/OAVM E-VOTING DURING MEETING ARE AS UNDER:

1. The procedure for attending meeting & e-Voting on the day of the AGM is same as the instructions mentioned above for e-voting.

2. The link for VC/OAVM to attend meeting will be available where the EVSN of Company will be displayed after successful login as per the instructions mentioned above for e-voting.

3. Members may join the AGM through laptops, smartphones, tablets and iPads for better experience. Further, Members will be required to use Internet with a good speed to avoid any disturbance during the Meeting. Members will need the latest version of Chrome, Safari, Internet Explorer 11, MS Edge or Firefox. Please note that participants connecting from mobile devices or tablets or through laptops connecting via mobile hotspot may experience Audio/Video loss due to fluctuation in their respective network. It is, therefore, recommended to use stable Wi-Fi or LAN connection to mitigate any glitches.

4. Members who have voted through Remote e-Voting will be eligible to attend the meeting. However, they will not be eligible to vote at the AGM.

5. Shareholders are encouraged to join the Meeting through Laptops/ iPad for better experience.

6. Further shareholders will be required to allow Camera and use Internet with a good speed to avoid any disturbance during the meeting.

7. Please note that Participants Connecting from Mobile Devices or Tablets or through Laptop connecting via Mobile Hotspot may experience Audio/Video loss due to Fluctuation in their respective network. It is therefore recommended to use Stable Wi-Fi or LAN Connection to mitigate any kind of aforesaid glitches.

8. Members who would like to express their views/ask questions during the meeting may register themselves as a speaker by sending their request in advance at least 7 days prior to meeting mentioning their name, demat account number/folio number, email id, mobile number at company.secretary@izmoltd.com. The shareholders who do not wish to speak during the AGM but have queries may send their queries in advance 7 days prior to the meeting mentioning their name, demat account number/folio number, email id, mobile number at company.secretary@izmoltd.com. These queries will be replied to by the company suitably by email.

9. Those members who have registered themselves as a speaker will only be allowed to express their views/ask questions during the meeting.

10. Only those members, who are present in the AGM through VC/OAVM facility and have not casted their vote on the Resolutions through remote e-Voting and are otherwise not barred from doing so, shall be eligible to vote through e-Voting system available during the AGM.

11. If any Votes are cast by the shareholders through the e-voting available during the AGM and if the same shareholders have not participated in the meeting through VC/OAVM facility, then the votes cast by such shareholders shall be considered invalid as the facility of e-voting during the meeting is available only to the shareholders attending the meeting.

PROCESS FOR THOSE SHAREHOLDERS WHOSE EMAIL/MOBILE NO. ARE NOT REGISTERED WITH THE COMPANY/ DEPOSITORIES:

• i. For physical shareholders- please provide necessary details like Folio No., Name of Shareholder, scanned copy of the Share Certificate (front and back), PAN (self-attested scanned copy of PAN card), AADHAR (self-attested scanned copy of Aadhar Card) by email to company.secretary@izmoltd.com/ jessy@cameoindia.com.

• ii. For Demat shareholders- Please update your email id & mobile no. with your respective Depository Participant (DP) or alternatively please provide Demat account details (CDSL-16-digit beneficiary ID or NSDL-16 digit DPID + CLID), Name, client master or copy of Consolidated Account statement, PAN (self-attested scanned copy), AADHAR (self -attested scanned copy) to company.secretary@izmoltd.com/ jessy@cameoindia.com

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NOTICE

For any queries or issues regarding attending AGM & e-Voting from the e-Voting System, you may refer the Frequently Asked Questions (“FAQs”) and e-voting manual available at www.evotingindia.com under help section or write an email to helpdesk. evoting@cdslindia.com or contact at 022- 23058738 and 022-23058542/43.

All grievances connected with the facility for voting by electronic means may be addressed to Shri Rakesh Dalvi, Sr. Manager, Central Depository Services (India) Limited, A Wing, 25 Floor, Marathon Futurex, Mafatlal Mill Compounds, N M Joshi Marg, Lower Parel (East), Mumbai - 400013 or send an email to helpdesk.evoting@cdslindia.com or call on 022-23058542/43.

21. RAISING OF QUESTION OR SEEKING CLARIFICATION:

• i. AGM is being conducted through VC or OAVM, the Members are encouraged to express their views / send their queries well in advance for smooth conduct of the AGM but not later than 5:00 P.M. (IST) Saturday, September 20, 2025, mentioning their Names, Folio Numbers/ Demat Account Numbers, E-mail addresses and Mobile Numbers at company.secretary@izmoltd.com and only such questions/queries received by the Company till the said date and time shall be considered and responded during the AGM.

• ii. Members willing to express their views or ask questions or seek any information on the financial accounts, operations or any matter to be placed at the AGM, are requested to write to the Company in advance. Those who wanted registered themselves as speaker may do so by sending their requests in advance prior to the Meeting Date latest by Saturday, September 20, 2025 at company.secretary@izmoltd.com from their registered e-mail addresses mentioning their Names, Folio Numbers/Demat Account Numbers, PAN details and mobile numbers. Only those Members who have registered themselves as speakers will be allowed to express their views/ask questions during the AGM. The Chairperson of the Meeting / the Company reserves the right to restrict the number of questions, time allotted and number of speakers to ensure smooth conduct of the AGM.

• iii. The Company’s Register of Members and Share Transfer Book shall remain closed, from Friday, September 19, 2025 to Friday, September 26, 2025 (both days inclusive) for the purpose of 30[th] AGM .

• All documents referred to in the Notice shall be made available for inspection by the Members of the Company, without payment of fees up to and including the date of AGM. Members desirous of inspecting the same may send their requests at company.secretary@izmoltd.com from their registered e-mail addresses mentioning their names and folio numbers /demat account numbers.

By order of the Board For Izmo Limited

Place: Bengaluru Date: August 13, 2025

Sd/Sanjay Soni Managing Director DIN: 00609097

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NOTICE

Summarized information briefy:

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Particulars Details
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Particulars	Details
Time and date of AGM	12:30 PM (IST) on Friday, September 26, 2025
Venue/Mode	Through video conference
Cut-off date for e-Voting	19th September, 2025
Voting Start Date & Time	9:00 a.m. (IST) on Tuesday, 23rdSeptember, 2025
Voting End Date & Time	5:00 p.m. (IST) on Thursday, 25thSeptember, 2025
E-voting website links (Please use as applicable toyou)	https://web.cdslindia.com/myeasitoken/home/login https://eservices.nsdl.com/
Book closure date from	Friday, September 19, 2025
Book closure date to	Friday, September 26, 2025
Number of Resolutions	4 (Four)
Benpos date for posting of Annual reports/ notices	Friday, August 29, 2025
Voting Result Date	On or before 28thSeptember, 2025
Scrutinizer Name	Mr. Syed Shahabuddin
Scrutinizer E-Mail ID	syed1948@gmail.com
Company Authorized Person Name	Mr. Varun Kumar A S Company Secretary and Compliance Offcer, Izmo Limited 177/2C, Billekahalli Industrial Area, Bannerghatta Road, Bangalore – 560076, India Contact No. 080-6712 5423 Email id:company.secretary@izmoltd.com
Contact details of RTA	Ms. Jessy (Asst. Manager) Cameo Corporate Services Limited, #1 Club House Road, Chennai 600 00, Ph: 044-40020742 Email id:jessy@cameoindia.com

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NOTICE

ANNEXURE TO THE NOTICE

EXPLANATORY STATEMENT PURSUANT TO SECTION 102 OF THE COMPANIES ACT, 2013 - READ WITH THE SECRETARIAL STANDARD (SS 2) ON GENERAL MEETINGS AND SEBI (LODR)

Item No. 3:

Re-Appointment of Mrs. Shashi Soni (DIN: 00609217) as Whole-time Director of the Company:

Mrs. Shashi Soni is one of the initial Directors and Chairperson of your Company and has been actively involved with affairs of the Company from the beginning. She was instrumental in the significant growth of the Company and has good amount of experience in the line of the business. Mrs. Shashi Soni (DIN: 00609217) was re-appointed as Whole-time Director of the Company with effect from 01[st] October, 2025 to 30[th] September, 2028 with such terms and conditions as mentioned in the aforesaid resolution.

Considering the background, her experience and the need of the Company, based on the recommendations of the Nomination and Remuneration Committee, your Board at its meeting convened on 13[th] August 2025, has re-appointed her as Whole-time Director with effect from 01[st] October, 2025 to 30[th] September, 2028.

Pursuant to Section 196, 197, 203 and other applicable provisions of the Companies Act, 2013, (the Act) the Companies (Appointment and Qualification of Directors), Rules, 2014, and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 read with Schedule V of the Companies Act, 2013 (including any statutory modification(s) or re-enactment thereof for the time being in force, and the Securities & Exchange Board of India (Listing Obligations and Disclosure Requirements) 2015 as amended and any other Rules/ Regulations/ Guidelines if any prescribed by the SEBI, and with such terms and conditions as mentioned in the aforesaid resolution for re-appointing Mrs. Shashi Soni (DIN: 00609217) as Whole-time Director, requires the approval of the members by passing a special resolution.

Keeping in view that Mrs. Shashi Soni (DIN: 00609217) has vast experience in the industry and has been involved in the operations of the Company over a long period of time; it would be in the interest of the Company to re-appoint Mrs. Shashi Soni (DIN: 00609217) as Whole-time Director of the Company.

This may be deemed to be an abstract under Section 190 of the Companies Act, 2013 of the terms and conditions of appointment of that Mrs. Shashi Soni (DIN: 00609217) as Whole-time Director.

Disclosures under Secretarial Standard-2 and Disclosure under Section II of Part II of Schedule V to the Companies Act, 2013 to is annexed to this Notice as Annexure I and II.

Your Board recommends passing of resolution specified under Item No. 3 as Special Resolution.

Mr. Sanjay Soni (DIN: 00609097), Mrs. Shashi Soni (00609217) and Mrs. Kiran Soni (DIN: 08836616) are deemed to be interested in the transaction mentioned under Item No. 3, Apart from above mentioned Directors none of the following persons are directly or indirectly interested or concerned, financially or otherwise, in the resolutions as set out under Item No. 3:

• i. Every director and manager of the Company;

• ii. Every key managerial person of the Company; and

• iii. Relatives of the persons mentioned in (i) and (ii) above.

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NOTICE

Item No. 4:

Appointment of Mr. Syed Shahabuddin, Company Secretary in Practice as Secretarial Auditor of the Company:

The Securities and Exchange Board of India (SEBI) vide its amendment to the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI LODR”) has mandated that the appointment or re-appointment of the Secretarial Auditor shall be approved by the shareholders in the general meeting, upon recommendation by the Board of Directors.

In compliance with the said requirements, the Board of Directors of the Company, at its meeting held on May 30, 2025, considered to recommend to the shareholders, the appointment of Mr. Syed Shahabuddin, Practicing Company Secretary (Membership No.: A4121) also holding Peer Review Certificate Number 3387/2023 as the Secretarial Auditor of the Company for a term of five consecutive years commencing from Financial Year 2025-26 to Financial Year 2029-30 to conduct the secretarial audit, at a remuneration and applicable taxes, as mutually agreed between the Secretarial Auditors and the Board, from time to time.

Mr. Syed Shahabuddin, Practicing Company Secretary is a Peer Reviewed Company Secretary under the guidelines issued by the Institute of Company Secretaries of India (ICSI) and has extensive experience in conducting secretarial audits for listed entities and advising on corporate governance, SEBI regulations, and Companies Act matters.

Term and Remuneration:

It is proposed to appoint Mr. Syed Shahabuddin, Practicing Company Secretary, as Secretarial Auditor for a term of five years and a yearly remuneration of Rs. 2,75,000 (Rupees Two Lakh Seventy-Five Thousand only) plus applicable taxes and reimbursement of actual out-of-pocket expenses incurred during the course of the audit. Revision, if any, to the fees for subsequent year(s) of their term, shall be approved by the Board of Directors of the Company (including its Committee(s) thereof), as may be required from time to time. There is no material change in the remuneration paid to the previous Secretarial Auditor. The proposed remuneration is in line with the industry standards and the professional standing of the Practicing Company Secretary.

Recommendation and Rationale:

The Board recommends the appointment of Mr. Syed Shahabuddin, Practicing Company Secretary, as the Secretarial Auditor of the Company based on his proven track record, professional competence, and subject matter expertise in the field of corporate laws and governance applicable to listed entities.

This recommendation also aligns with the SEBI-mandated independence requirements, as the Practicing Company Secretary satisfies all prescribed eligibility norms, including those relating to independence, tenure, and restrictions on non-audit services. The appointment for a continuous term of five years will also provide consistency and depth to the audit process, enabling better oversight of the Company’s secretarial and regulatory compliance framework.

By order of the Board For Izmo Limited

Place: Bengaluru Date: August 13, 2025

Sd/Sanjay Soni Managing Director DIN: 00609097

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ANNEXURE TO THE NOTICE OF 3 ~~0~~ [TH] ANNUAL GENERAL MEETING

ANNEXURE I

DISCLOSURES REQUIRED TO BE GIVEN PURSUANT TO REGULATION 36(3) OF SEBI (LISTING OBLIGATIONS AND DISCLOSURE REQUIREMENTS) REGULATIONS, 2015 AND REVISED SECRETARIAL STANDARDS ON GENERAL MEETINGS (SS-2) ISSUED BY ICSI:

Particular	Mrs. Shashi Soni	Mrs. Shashi Soni	Mrs. Shashi Soni	Mrs. Kiran Soni	Mrs. Kiran Soni	Mrs. Kiran Soni
Age	84 Years			58 Years
Qualifcations	Graduate			Graduate and a Qualifed Chartered Accountant from ICAI.
Experience and brief resume of the director and nature of expertise in specifc functional areas	Mrs. Shashi Soni has about 48 years of business experience in diverse industries such as Entertainment, Industrial Gases and Transportation. She has vast knowledge of business and expertise in dealing with HR and Administrative matters.			Mrs. Kiran Soni has about 33 years of business experience in Izmo Limited. She joined in the year 1995 as a Corporate Analyst, then was re-designated as Chief Financial Offcer of the Company and thereafter appointed as Whole-time Director of the Company. Currently she is a Whole-time Director and Chief Financial Offcer of the Company contributing her vast experience.
Terms and conditions of Appointment / re-appointment and details of remuneration sought to bepaid	As per resolution No. 3 Re-appointment as Chairperson & Whole- time Director liable to retire byrotation.			As per Resolution No. 2 She retires by rotation and, being eligible, offers herself for re-appointment.
Remuneration last drawn	Rs. 1,75,000/- (Rupees One Lakh Seventy- Five Thousand only) per month.			Rs. 3,00,000/- (Rupees Three Lakh only) per month.
Date of frst appointment on the Board	01.06.2001			19.08.2020
Shareholding in the company (as on 31.03.2025)	22,45,721 Equity Shares			24,08,862 Equity Shares
Relationship with other Directors, Manager and other Key Managerial Personnel of the company	Mrs. Shashi Soni (Whole-time Director) is mother of Mr. Sanjay Soni (Managing Director) and Mother-in-law of Mrs. Kiran Soni (Chief Financial Offcer and Whole- time Director).			Mrs. Kiran Soni (Whole-time Director and Chief Financial Offcer) is the spouse of Mr. Sanjay Soni (Managing Director) and Daughter in Law of Mrs. Shashi Soni, Chairperson and Whole-time Director of the Company.
The number of Meetings of the Board attended during the year	Financial Year	No. of Board Meetingheld	Attended	Financial Year	No. of Board Meetingheld	Attended
	2025-26	2	2	2025-26	2	2
	2024-25	5	3	2024-25	5	5
Directorships,~~Membership/~~ ~~Chairmanship~~ ~~of Committees~~ of other Boards	Directorship in 1. Deep Heritage Private Limited. 2. Izmo Microsystems Private Limited 3. Hughes Precision Manufacturing Private Limited			Directorship in 1. D'gipro Design Automation and Marketing Private Limited
Listed entities from which resigned in thepast threeyears	None			None
In case of Independent Directors, Skills and capabilities required for the role and the manner in which the proposed person meets such requirements.	NA			NA
Justifcation for choosing the Appointee	NA			NA

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The Director has furnished consent/declarations for his appointment as required under the Companies Act and Rules made thereunder. For other details of the Director, please refer to the Report on Corporate Governance, which is a part of the Annual Report 2025.

The following are details of Mrs. Shashi Soni Directorship(s) and/or Committee Membership(s):

Directorship(s) in Listed Companies (alongwith listed entities from which theperson has resigned in thepast threeyears)
Sl. No.	Name of the Company		Director/ Resigned
1.	Izmo Limited		Whole-time Director
Details of Committee Membership(s) in Listed Companies (Includes onlyAudit and Stakeholders RelationshipCommittee)
Sl. No.	Name of the Company	Name of Committee(s)		Designation (Member or Chairperson)
NA

The following are details of Mrs. Kiran Soni Directorship(s) and/or Committee Membership(s):

Directorship(s) in Listed Companies (alongwith listed entities from which theperson has resigned in thepast threeyears)
Sl. No.	Name of the Company		Director/ Resigned
1.	Izmo Limited		Whole-time Director
Details of Committee Membership(s) in Listed Companies (Includes only Audit and Stakeholders Relationship Committee)
Sl. No.	Name of the Company	Name of Committee(s)		Designation (Member or Chairperson)
NA

By order of the Board For Izmo Limited

Place: Bengaluru Date: August 13, 2025

Sd/Sanjay Soni Managing Director DIN: 00609097

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ANNEXURE II

DISCLOSURES REQUIRED TO BE GIVEN UNDER SECTION II OF PART II OF SCHEDULE V TO THE COMPANIES ACT, 2013

I. General Information:

Sl. No.	Particulars	Disclosures
01.	Nature of Industry:	IZMO focuses on interactive marketing for the automotive industry, offering tools and services to enhance onlinepresence and customer engagement.
02.	Date or expected date of commencement of commercial production:	Operational since 8thSeptember 1999
03.	In case of new companies, expected date of commencement of activities as per project approved by fnancial institutions appearingin theprospectus:	NA
04.	Financial performance based on the given indicators:	Your Company during the Financial Year 2024-25 achieved good growth with respect to turnover and other fnancial parameters. Contributions fromMrs. Shashi Soni(DIN- 00609217) in the capacity of Whole- time Director of the Companyhas been invaluable.
05.	Foreign investments or collaborations, if any:	NA

II. Information about the appointee:

Sl. No.	Particulars	Disclosures
01.	Name	Mrs. Shashi Soni(DIN- 00609217)
02.	Background details:	Mrs. Shashi Soni(DIN- 00609217) has rich and varied experience in the Industry and has been involved in the operations of the Company over a long period of time. She being Chairperson and Whole-time Director has been involved in the Management and headed the Company since its incorporation.
03.	Past Remuneration:	Rs. 1,75,000/- (Rupees One Lakh Seventy-Five Thousand only) per month.
04.	Recognitions or awards:	NA
05.	Job profle & his/ her suitability:	Mrs. Shashi Soni(DIN- 00609217) is a Chairperson and Whole-time Director has been involved in the Management.
06.	Remuneration proposed:	3,00,000/- (Rupees Three Lakh only) per month
07.	Comparative remuneration profle with respect to: Industry; Size of the Company; Profle of the position and person; (in case of expatriates, the relevant details would be with respect to the Countryof his own)	NA
08.	Pecuniary relationship directly or indirectly with the Company, or relationship with the managerial personnel, if any	Mrs. Shashi Soni (Whole-time Director) is mother of Mr. Sanjay Soni (Managing Director) and Mother-in-law of Mrs. Kiran Soni (Chief Financial Offcer and Whole-time Director).

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III. Other information:

Sl. No.	Particulars	Disclosures
01.	Reasons of loss or inadequate profts:	The Company is proft-making. The proposed remuneration is well within 5% of the proft of the Company on a consolidated basis. However, since the proft of the Company on a standalone basis is inadequate, the re- appointment and remuneration is made for a period less than 3 years as prescribed under Schedule V of the Companies Act,2013.
02.	Steps taken or proposed to be taken for improvement:	As your Company is providing a Good Quality Service in the industry, we are getting a repeated customer which will help in the improvement in the growth of the Company.
03.	Expected increase in productivity and profts in measurable terms:	Expected productivity and profts will increase in the growth of the Companyin futureyears.

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30th Annual Report