Notice of 7th Annual General Meeting (AGM) to be held on Friday, September 25, 2026

September 01, 2026 Listing Department, BSE Limited, PJ Towers, Dalal Street, Fort, Mumbai - 400 001 Scrip Code: 544347 Sub: Notice of 7th Annual General Meeting (AGM) to be held on Friday, September 25, 2026. Dear Sir/Madam, Please find attached herewith the Notice of 7th Annual General Meeting along with the annexure, to be held on Friday, September 25, 2026 at 1:00 P.M. (IST) through Video Conference (VC) / Other Audio-Visual Means (OAVM). Kindly take the above on record. Thanking You, Yours Faithfully, For CLN Energy Limited Bhavika Mundra Company Secretary and Compliance Officer 1 | P a ge 7th AGM NOTICE NOTICE OF 7TH AGM CLN ENERGY LIMITED CIN: L33100UP2019PLC121869 Registered Office: Plot No 18, Sector 140, phase 2, Nepz Office, Gautam Buddha Nagar, Dadra, Uttar Pradesh, 201305 2 | P a ge 7th AGM NOTICE NOTICE NOTICE is hereby given that the Seventh Annual General Meeting of the Members of CLN Energy Limited will be held on Friday, September 25, 2026 at 1:00 P.M. through Video Conference (VC) / Other Audio-Visual Means (OAVM) to transact the following business: ORDINARY BUSINESS: 1. To consider and adopt the: a. Audited Standalone Financial Statements of the Company for the Financial Year ended March 31, 2026, together with the Directors’ Report and Auditors’ Report thereon; b. Audited Consolidated Financial Statements of the Company for the Financial Year ended March 31, 2026, together with the Directors’ Report and Auditors’ Report thereon; 2. To appoint a Director in place of Mr. Sunil Gandhi (DIN: 08433754), who retires by rotation and being eligible, offer himself for re-appointment. SPECIAL BUSINESS: 3. To approve remuneration of Cost Auditor for 2026-27; To consider and if thought fit, to pass with or without modification(s), the following Resolution as an Ordinary Resolution: “RESOLVED THAT pursuant to the provisions of Section 148 and such other applicable provisions, if any, of the Companies Act, 2013 read with the Companies (Audit and Auditors) Rules, 2014 (including any statutory modification(s) or re-enactment thereof for the time being in force), the remuneration of Rs. 85,000/- (Rupees Eighty Five Thousands only), as recommended by the Audit Committee and approved by the Board of Directors payable to M/s. SAH & Co., Practicing Cost Accountant (Firm Registration No. 103920) as Cost Auditors to conduct the audit of the relevant Cost records of the Company as prescribed under the Companies (Cost Records and Audit) Rules, 2014 as amended from time to time, for the financial year ending March 31, 2027 be and is hereby ratified and confirmed. RESOLVED FURTHER THAT any of the Directors of the Company or Company Secretary of the Company be and are hereby authorised to do all acts, deeds and things and take all such steps as may be necessary, proper or expedient to give effect to this Resolution.” 4. To approve regularization of additional Director Mr. Rahul Bhatnagar (DIN: 01563122) designated as an Executive Director of the Company: To consider and if thought fit, to pass with or without modification(s), the following Resolution as an Ordinary Resolution: "RESOLVED THAT pursuant to the provisions of Sections 149, 152, 160, 161, 197 and any other applicable provisions, if any, of the Companies Act, 2013 (the "Act") read with Companies (Appointment and Qualification of Directors) Rules, 2014 and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 (including any statutory modification(s) or re-enactment thereof for the time being in force), and any other applicable provisions of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 as amended ("Listing Regulations"), and all other statutory approvals, as may be required, and based on the recommendation of the Nomination and Remuneration Committee and the Board of Directors, the consent of the Members of the Company be and is hereby accorded to the appointment of Mr. Rahul Bhatnagar (DIN: 01563122), who was appointed as an Additional Director 3 | P a ge 7th AGM NOTICE (Executive) of the Company by the Board of Directors with effect from Wednesday, July 01, 2026, pursuant to Section 161(1) of the Act, and who holds office up to the date of this Annual General Meeting, as a Director of the Company, designated as an Executive Director, liable to retire by rotation, for a period of 5 years with effect from July 01, 2026 up June 30, 2031, on such remuneration and terms and conditions as set out by Board in consultation with Mr. Rahul Bhatnagar. RESOLVED FURTHER THAT the consent to act as a Director of the Company received from Mr. Rahul Bhatnagar (DIN: 01563122) in Form DIR-2, along with the declaration in Form DIR-8, be and is hereby noted. RESOLVED FURTHER THAT the Board of Directors of the Company (hereinafter referred to as "the Board", which term shall be deemed to include any Committee constituted by the Board to exercise its powers, including the powers conferred by this Resolution) be and is hereby authorized to alter and vary the terms and conditions of the said appointment and/or remuneration, subject to the same not exceeding the limits specified under Schedule V to the Act, or any statutory modification(s) or re-enactment thereof for the time being in force. RESOLVED FURTHER THAT any Director of the Company or the Company Secretary be and are hereby severally authorized to do all such acts, deeds, matters and things and to execute all such documents, as may be necessary, proper, desirable or expedient to give effect to this resolution, including filing of necessary forms and intimations with the Registrar of Companies and other concerned authorities as may be required." 5. To approve regularization of additional Director Mr. Sanni Kumar (DIN: 11799228) as Whole-time Director of the Company. To consider and if thought fit, to pass with or without modification(s), the following Resolution as an Ordinary Resolution: "RESOLVED THAT pursuant to the provisions of Sections 149, 152, 160, 161, 196, 197, 203 and any other applicable provisions, if any, of the Companies Act, 2013 (the "Act") read with Schedule V and the Companies (Appointment and Qualification of Directors) Rules, 2014 and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 (including any statutory modification(s) or re-enactment thereof for the time being in force), and any other applicable provision(s) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended ("Listing Regulations"), and all other statutory approvals, as may be required, and based on the recommendation of the Nomination and Remuneration Committee and the Board of Directors, the consent of the Members of the Company be and is hereby accorded to the appointment of Mr. Sanni Kumar (DIN: 11799228), who was appointed as an Additional Director designated as Whole-time Director of the Company by the Board of Directors with effect from Wednesday, July 01, 2026, pursuant to Section 161(1) of the Act, and who holds office up to the date of this Annual General Meeting, as a Director of the Company, designated as Whole-time Director (Executive), liable to retire by rotation, for a period of 5 years with effect from July 01, 2026 up to June 30, 2031 , on such remuneration and terms and conditions as set out in the Explanatory Statement annexed to this Notice. RESOLVED FURTHER THAT the consent to act as a Director of the Company received from Mr. Sanni Kumar (DIN: 11799228) in Form DIR-2, along with the declaration in Form DIR-8, be and is hereby noted. RESOLVED FURTHER THAT in the event of loss or inadequacy of profits in any financial year(s), during the currency of tenure of Mr. Sanni Kumar as Whole Time Director of the Company, the abovementioned remuneration be paid to Mr. Sanni Kumar, as minimum remuneration, subject to the approval of Central Government, if necessary RESOLVED FURTHER [Showing first 8,000 characters — download PDF for full document]