Notice of the 26th Annual General Meeting for the financial year 2025-26 and E-voting particulars

September 01, 2026 BSE Limited (Corporate Relationship Department), P J Towers, Dalal Street, Fort, Mumbai-400001 E-mail: corp.compliance@bseindia.com BSE SCRIP CODE: 532425 Dear Sir/Madam, Sub: Notice of the 26th Annual General Meeting for the financial year 2025-26 and E-voting particulars Pursuant to the provisions of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 as amended, please find attached herewith the Notice of 26th Annual General Meeting (“AGM”) of the Company scheduled to be held on Thursday, September 24, 2026 at 11:00 A.M. IST through Video Conferencing (“VC”) / Other Audio Visual Means (“OAVM”) for the Financial Year 2025-26, in compliance with the applicable provisions of the Companies Act, 2013 (“Act''), SEBl (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("SEBI Listing Regulations"), SEBI and MCA Circulars respectively. Pursuant to the provisions of Section 108 of the Companies Act, 2013 read with Rule 20 of the Companies (Management and Administration) Rules, 2014 (as amended) and Regulation 44 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (as amended), and MCA Circulars, the Company is providing facility of remote e-voting to its Members in respect of the business to be transacted at the AGM. The facility of casting votes by a member using remote e-voting as well as the e-voting system during the AGM will be provided by Central Depository Services (India) Limited (“CDSL”). The Register of Members and the Share Transfer Books of the Company shall remain closed from Friday, September 18, 2026 to Thursday, September 24, 2026 (both days inclusive), for the purpose of 26th Annual General Meeting of the Company. The remote e-voting period shall commence on Monday, September 21, 2026 (09:00 A.M.) (IST) and end on Wednesday, September 23, 2026 (05:00 P.M.) (IST). During this period, shareholders of the Company holding shares either in physical form or in dematerialized form, as on the cut-off date (record date) of Thursday, September 17, 2026 may cast their vote electronically. The e-voting module shall be disabled by CDSL for voting thereafter. The detailed instructions for e-Voting process are given in the Notes forming part of the Notice of the AGM. We request to kindly take the same on record. Thanking you, For Genus Prime Infra Limited (Formerly Gulshan Chemfill Limited) Jeevan Kumar Company Secretary Encl. as above GENUS PRIME INFRA LIMITED (Formerly Gulshan Chemfill Limited) Regd. Office: Near Moradabad Dharam Kanta, Kanth Road, Harthala, Moradabad, U.P.-244001 CIN: L24117UP2000PLC032010 Tel.: +91-591-2511242; Email: cs.genusprime@gmail.com; Website: www.genusprime.com Notice of the 26th Annual General Meeting Notice is hereby given that the 26th Annual General Meeting of Genus Prime Infra Limited (Formerly Gulshan Chemfill Limited) will be held on Thursday, 24th day of September, 2026 at 11.00 A.M. (IST) through Video Conferencing(“VC”) / Other Audio Visual Means(“OAVM”) to transact the following business: ORDINARY BUSINESS: 1. To receive, consider and adopt the Audited Standalone and Consolidated Financial Statements of the Company for the year ended 31st March, 2026 together with Reports of the Directors’ and the Auditors’ thereon. 2. To appoint a director in place of Mr. Amit Agarwal (DIN: 00016133), who retires from office by rotation and being eligible, offers himself for re–appointment. SPECIAL BUSINESS: 3. RE-APPOINTMENT OF MR. AMIT AGARWAL (DIN:00016133), AS WHOLE TIME DIRECTOR AND CHIEF EXECUTIVE OFFICER OF THE COMPANY To consider and, if thought fit, to pass, with or without modification, the following resolution as SPECIAL RESOLUTION: “RESOLVED THAT pursuant to the recommendation of the Nomination and Remuneration Committee of the Company and approval of the Board and subject to the provisions of Sections 196, 197, 198, 203 read with Schedule V and other applicable provisions, if any, of the Companies Act, 2013 and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 (including any statutory modification(s) or re-enactment(s) thereof for the time being in force) and Articles of Association of the Company, approval of the members of the Company be and is hereby accorded to the re-appointment of Mr. Amit Agarwal (DIN: 00016133), as Whole Time Director and Chief Executive Officer of the Company with effect from 15thAugust, 2026 to 14thAugust, 2031, upon the term(s) and condition(s) as detailed in the explanatory Notice 2025-26 statement attached hereto, which is hereby approved and sanctioned with authority to the Board of Directors to alter and vary the terms and conditions of the said re-appointment and/or agreement in such manner as may be agreed to between the Board of Directors and Mr. Amit Agarwal. RESOLVED FURTHER THAT Mr. Amit Agarwal shall be the Key Managerial Personnel of the Company w.e.f. 15th August, 2026 during his tenure as Whole Time Director and Chief Executive Officer of the Company in terms of Section 203 of the Companies Act, 2013. RESOLVED FURTHER THAT the Board be and is hereby authorized to do all such acts, deeds and things and execute all such documents, instruments and writings as may be required and to delegate all or any of its powers herein conferred to any Committee of Directors or Director(s) to give effect to the aforesaid resolution.” 4. POWER TO CREATE PLEDGE, MORTGAGE, HYPOTHECATE AND/OR CHARGE PRESCRIBED U/S 180(1)(a) OF THE COMPANIES ACT, 2013 To consider and, if thought fit, to pass, with or without modification, the following resolution as SPECIAL RESOLUTION: “RESOLVED THAT pursuant to the provisions of Section180(1)(a) and all other applicable provisions of the Companies Act, 2013, and the Rules made thereunder, including any statutory modification(s) thereto or re-enactment(s) thereof, for the time being in force, and in accordance with the Articles of Association of the Company, and subject to such other approvals, consents, sanctions and permissions, as may be necessary, consent of members of the Company be and is hereby accorded to the Board of Directors of the Company to create pledge, mortgage, hypothecate and/or charge all or any part of the movable or immovable properties being substantial undertaking as per section 180(1)(a) of the Companies Act, 2013 for the purpose of borrowing any sum of money in foreign currency or Indian Rupees for the purpose of business of the Company from any Bank, Financial Institution, Lending Institutions considered suitable by the board provided that the aggregate indebtedness secured by the assets of the Company does not exceed Rs. 100 Crore (Rupees One Hundred Crore Only) at any point of time. RESOLVED FURTHER THAT the Board of Directors be and is hereby severally authorized to negotiate and settle the terms and conditions with the concerned Bank(s)/ Financial Institution(s)/Lender(s), finalize the applicable instruments/agreements, deeds or any other document for borrowing the monies for the purpose of business of the Company and to do and perform all such other acts, deeds and things including delegation of all or any of its powers conferred on it by or under this resolution to any Notice 2025-26 Committee of Directors or to any director(s) or any other official of the Company as may be deemed appropriate, necessary, proper, desirable or expedient by the Board to give effect to this resolution”. 5. POWER TO BORROW FUNDS IN EXCESS OF THE LIMITS PRESCRIBED U/S 180(1)(c) OF THE COMPANIES ACT, 2013 To consider and, if thought fit, to pass, with or without modification, the following resolution as SPECIAL RESOLUTION: “RESOLVED THAT pursuant to the provisions of Section 180(1)(c) and (2) and all other applicable provisions, if any, of the Companies Act, 2013 and the Companies (Meetings of Board and its Powers) Rules, 2014 (including any statutory modification(s), amendment(s) or re-enactment thereto for the time being in force) and pu [Showing first 8,000 characters — download PDF for full document]