Reg 34(1) Annual Report of Munoth Communication Limited

September 1, 2026 M/s Bombay Stock Exchange Limited, Phiroze Jheejeeboy Towers, Dalal Street, Mumbai- 400 001 Dear Sir, Sub: Regulation 34 (1) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 - Annual Report for the financial year 2025-26 We hereby inform you that the 42nd Annual General Meeting of the Company will be held through video conferencing/other audio visual means (VC/OAVM) on Thursday September 24, 2026 at 11.30 AM (IST). Pursuant to Regulation 34(1) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, we are enclosing herewith the copy of Annual Report of the Company along with the Notice of the AGM for the Financial Year 2025-26 which is being sent through electronic mode to the members whose email addresses are registered with the Company/Registrar and Transfer Agent / Depository Participants. The copy of the Annual Report along with the Notice of the AGM is also available on Company’s website www.munothcommunication.com. Thanking you, Sincerely, MUNOTH COMMUNICATION LIMITED BOARD OF Mr. Lalchand Munoth, Chairman, DIN No:01693640 DIRECTORS Mr. Jaswant Munoth, Managing Director, DIN No: 00769545 Mr. Bharat Munoth, Director, DIN No:00769588 Mr. Denil Sudesh Shah, Director, DIN No:10741855 Mr. Vikas Munoth, Director, DIN No: 00769366 Ms. Ranjani Padmanabhan DIN NO: 01084695 COMPANY SECRETARY Jinal Jain AUDITORS Kumbhat & Co., Chartered Accountants SECRETARIALAUDITOR N. Selvam Practicing Company Secretary BANKERS Indian Bank Bank of Baroda The Federal Bank Ltd. LEGAL Aiyar&Dolia ADVISORS Advocates 29 & 30, Law Chambers, High Court Buildings, Chennai-600104. REGISTRARSANDSHARE Cameo Corporate Services Limited TRANSFERAGENT “Subramanian Building” 1, Club House Road, Chennai - 600 002. REGISTEREDOFFICE Munoth Centre, Suite No.48 3rd Floor, 343, Triplicane High Road, Chennai - 600 005. CIN L65991TN1984PLC010816 MUNOTH COMMUNICATION LIMITED CONTENTS Page No. Notice 3 Directors Report 14 Auditor Report 37 Balance Sheet 49 Profit & Loss 50 Cash Flow 51 Notes to Financial Statement 52 MUNOTH COMMUNICATION LIMITED MUNOTH COMMUNICATION LIMITED REGD.OFFICE: MUNOTH CENTRE 3RD FLOOR, 343 TRIPLICANE HIGH ROAD, CHENNAI - 600 005 CIN NO : L65991TN1984PLC010816 NOTICE TO THE SHAREHOLDERS NOTICE is hereby given that the 42nd Annual General Meeting of the Company will be held at 11.30 AM (IST) on 24TH September, 2026 through video conferencing ("VC") / Other Audio Visual Means ("OAVM") to transact the following business. ORDINARY BUSINESS : 1. To receive, consider and adopt the Audited Financial statements of the for the financial year ended March 31, 2026 including the audited Balance Sheet as on that date and the Statement of Profit and Loss for the year ended on that date and Cash Flow Statement as on that date and the Reports of the Directors and Auditors thereon. 2. To appoint a Director in place of Mr.Vikas Munoth (DIN No: 00769366) who retires by rotation at this Annual General Meeting and being eligible, offers himself for re-appointment. 3. To appoint a Director in place of Mr. Bharat Munoth (DIN No.00769588) who retires by rotation at this Annual General Meeting and being eligible, offers himself for re-appointment. SPECIAL BUSINESS : 4. To consider and if thought fit, to pass with or without modifications, the following resolution as an special resolution for reappointment of Mr.Jaswant Munoth as Managing Director of the company: “RESOLVED THAT pursuant to the provisions of Sections 196, 197, 198, 203 and any other applicable provisions of the Companies Act, 2013 and the rules made thereunder (including any statutory modification(s) or re-enactment thereof for the time being in force), read with Schedule V to the Companies Act, 2013 approval of the members be and is hereby accorded to Mr. Jaswant Munoth (DIN : 00769545), for reappointment as "Managing Director" of the Company for a period of three years effective from 1st December 2026 to 30th November 2029 and the payment of remuneration of Rs.2,00,000/- per month on the terms and conditions of appointment including remuneration as detailed in the explanatory statement attached hereto, which is hereby approved and sanctioned with authority to Board of Directors to alter and vary the terms and conditions of reappointment and remuneration so as to not exceed the overall ceiling of the total managerial remuneration as provided under Section 197 of the Companies Act, 2013 read with limits specified in Schedule V to the Companies Act, 2013 and as may be agreed to by the Board of Directors and Mr.Jaswant Munoth." "RESOLVED FURTHER THAT the Board be and is hereby authorised 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." For MUNOTHCOMMUNICATION LIMITED -sd- Place : Chennai Mr. Lalchand Munoth Date: 13.08.2026 CHAIRMAN MUNOTH COMMUNICATION LIMITED NOTES : EXPLANATORY STATEMENT : The relevant explanatory statement as set out in the notice is annexed here to. AGM THROUGH VIDEO CONFERENCING (VC) / OTHER AUDIO VISUAL MEANS (OAVM): In view of the continuing Covid-19 pandemic, maintenance of social distance norms, the Government of India, the Ministry of Corporate Affairs ("MCA") has vide its circular no.20/2020 dated May 5, 2020 and Circular no. 02/2021 dated January 13, 2021 read with Circular Nos. 14/2020 and 17/2020 dated April 08, 2020 and April 13, 2020 respectively along with General Circular No 10/2022 dated 28.12.2022 & General Circular No 11/2022 dated 28.12.2022, read along with the General Circular No. 09/2023 dated September 25, 2023 and General Circular No.09/2024 dated September 19, 2024 and the latest General Circular No. 03/2025 dated September 22, 2025 (collectively referred to as "MCA Circulars") and Securities and Exchange Board of India ("SEBI") vide its 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 and Circular No. SEBI/HO/CFD/PoD-2/P/CIR/2023/4 dated January 5, 2023 and extension circular on October 7, 2023 including the latest circular SEBI/HO/CFD/CFD-PoD-2/P/CIR/2024/133 dated October 3, 2024 (collectively referred to as "SEBI Circulars") permitted the conduct of the Annual General Meeting ("AGM") through Video Conferencing (VC) / Other Audio Visual Means (OAVM), without the physical presence of the Members at a common venue till further orders. The deemed venue for the AGM shall be the Registered Office of the Company. In compliance with the provisions of the Companies Act, 2013 ("Act"), SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("SEBI Listing Regulations") and MCA Circulars, the AGM of the Company is being held through VC / OAVM. APPOINTMENT OF PROXY Since this AGM is being held pursuant to the MCA Circulars through VC / OAVM, physical attendance of Members has been dispensed with. Accordingly, the facility for 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. Institutional / Corporate Shareholders (i.e. other than individuals / HUF, NRI, etc.) are required to send a t least 48 hours before prior to start of voting, a scanned copy (PDF/JPG Format) of its Board or governing body Resolution/ Authorization etc., authorizing its representative to attend the AGM through VC / OAVM on its behalf and to vote through remote e-voting. The said Resolution/Authorization shall be sent to the Scrutinizer by email through its registered email address to cs@munothcommunication.com with a copy marked to evoting@cdsl.co.in. CLOSURE OF REGISTER OF MEMBERS: Pursuant to section 91 of the Companies Act 2013 read with Companies (Management & Administration) Rules 2014 and Regulation 42 of the SEBI (LODR) Regulations 2015 the Reg [Showing first 8,000 characters — download PDF for full document]