Notice of Annual General Meeting

LANDMARC Leisure Corporation Limited CIN: L65990MH1991PLC060535 Date: 02.09.2026 The Manager Dept. of Corporate Services BSE Limited, 1st Floor, New Trading Ring, Rotunda Building, Phiroze Jeejeebhoy Towers, Dalal Street, Fort, Mumbai – 400 001. Ref: Scrip Code: 532275 Sub: Notice of 35th Annual General Meeting of the Company Dear Sir/ Madam, Pursuant to Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI Listing Regulations”) (as amended) read with Schedule III of the SEBI Listing Regulations, we are submitting the Notice of the 35th 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”). The aforesaid AGM Notice is also being uploaded on the website of the Company at https://www.llcl.co.in/investors-desk/. This is for your information and for public at large. Thanking you, Yours faithfully For Landmarc Leisure Corporation Limited Mahadevan Ramanathan Kavassery Whole-time Director DIN: 07485859 Registered Office: 303, Raaj Chamber, 115 R.K. Paramhans Marg (Old Nagardas Road), Near Andheri Station Subway, Andheri -East, Mumbai - 400069. Tel. No.: 022-61669190/91/92. Fax No.: 022 61669193. Email: grievances@llcl.co.in. Website: www.llcl.co.in Annual Accounts 2025-2026 Landmarc Leisure Corporation Limited INDEX Sr. Particulars Page No. 1 Notice of Annual General Meeting (“AGM”) 1 2 Director Report 20 3 Secretarial Audit Report – Form MR-3 – Annexure - 1 41 4 Particulars of Employees – Annexure - 2 47 5 Corporate Governance Report – Annexure – 3 49 6 Declaration on adherence with Company's Code of Conduct & 79 Ethics 7 Management Discussion and Analysis Report – Annexure – 4 80 8 Certificate of Non-disqualification of Directors 84 9 Practicing Company Secretary’s Certificate Regarding Compliance of 85 Conditions of Corporate Governance 10 Independent Auditor’s Report & Financial Statement 86 LANDMARC Leisure Corporation Limited CIN: L65990MH1991PLC060535 NOTICE Notice is hereby given that the 35th Annual General Meeting (“AGM”) of the Members of M/s. Landmarc Leisure Corporation Limited, (CIN L65990MH1991PLC060535) is scheduled to be held on Thursday, September 24, 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 Financial Statement including Balance Sheet as at 31st March 2026, the statement of Profit and Loss for the financial year ended 31st March, 2026 together with Reports of the Directors’ and Auditors’ thereon. 2. To appoint Ms. Vidhi Vikas Kasliwal (DIN: 00332144) as a Director of the Company, who retires by rotation and being eligible, offers herself for re-appointment. 3. To appoint M/s. S M M P & Company, Chartered Accountants as Statutory Auditors of the company and fix their remuneration: To consider and, if thought fit, to pass the following resolution as an Ordinary Resolution: “RESOLVED THAT pursuant to the provisions of Section 139, 140 and 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 reenactments thereof for the time being in force) and based on the recommendations of the Audit Committee and the Board of Directors of the Company, consent of the Members be and is hereby accorded to appoint M/s. S M M P & Company, Chartered Accountants, (Firm Registration No. 120438W) as Statutory Auditors of the Company for a term of five (5) consecutive years to hold office from conclusion of this Thirty-fifth Annual General Meeting of the Company (“AGM”) until the conclusion of fortieth Annual General Meeting to be held in the year 2031, in place of M/s. S K H D & Associates, Chartered Accountants (Firm Registration No: 105929W) whose tenure expires at this AGM, at an annual remuneration / fees of Rs. 80,000/- (Rupees Eighty Thousand only) per annum (exclusive of taxes and reimbursement of out of pocket expenses at actuals). RESOLVED FURTHER THAT any one of the Directors of the company be and is hereby severally authorized to do all such acts, deeds and things necessary in order to give effect to the above resolution.” Registered Office: 303, Raaj Chamber, 115 R.K. Paramhans Marg (Old Nagardas Road), Near Andheri Station Subway, Andheri -East, Mumbai - 400069. Tel. No.: 022-61669190/91/92. Fax No.: 022 61669193. Email: grievances@llcl.co.in. Website: www.llcl.co.in SPECIAL BUSINESS: 4. To appoint M/s. M. K. Saraswat and Associates LLP, Company Secretaries (UIN: S2012MH191300) as the Secretarial Auditor of the Company: To consider and, if thought fit, to pass the following resolution as an Ordinary Resolution: “RESOLVED THAT pursuant to Section 204 and other applicable provisions, if any, of the Companies Act, 2013, Rule 9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 and Regulation 24A of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI Listing Regulations”), other applicable laws/statutory provisions, if any, as amended from time to time, M/s. M. K. Saraswat and Associates LLP, Company Secretaries (UIN: S2012MH191300) be and is hereby appointed as the Secretarial Auditor of the Company for a term of 5 (Five) consecutive years, to hold office from the conclusion of this Annual General Meeting (‘AGM’) till the conclusion of 40th AGM of the Company (to be held for the financial year 2030-31), to conduct the Secretarial Audit from the financial year 2026-27 to 2030-31, at a remuneration as per the details mentioned in the Explanatory Statement attached to this Notice and such remuneration be fixed by the Board of Directors of the Company and/or any Committee thereof (the “Board”). RESOLVED FURTHER THAT any Director or the Company Secretary of the Company be and is hereby authorized to sign and file necessary forms with the Registrar of Companies and to do all such acts, deeds, matters and things as may be necessary to give effect to the above resolution.” By order of the Board of Directors SD/- Mahadevan Ramanathan Kavassery Whole-time Director DIN: 07485859 Place: Mumbai Date: 11.08.2026 Registered Office: 303, Raaj Chamber, 115 R.K. Paramhans Marg (Old Nagardas Road), Near Andheri Station Subway, Andheri East, Mumbai - 400069 CIN: L65990MH1991PLC060535 Email: grievances@llcl.co.in Website: https://www.llcl.co.in/ Notes:- 1. The Statement pursuant to Section 102(1) of the Companies Act, 2013, as amended (‘Act’), setting out the material facts concerning the business with respect to Item No(s). 3 & 4 forms part of this Notice. Further, relevant information pursuant to Regulation(s) 36 and other relevant provisions of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘SEBI Listing Regulations’) and disclosure requirements in terms of Secretarial Standard on General Meetings (‘SS-2’) issued by The Institute of Company Secretaries of India, in respect of Director retiring by rotation and seeking re-appointment at this Annual General Meeting (‘Meeting’ or ‘AGM’) is furnished as Annexure to this Notice. Explanatory Statement, pursuant to Section 102 of the Companies Act, 2013 (‘the Act’), relating to the Ordinary Business to be transacted at this Annual General Meeting (‘AGM’) is also annexed. 2. Pursuant to the General Circular Nos. 14/2020, 17/2020, 20/2020 dated April 08, 2020, April 13, 2020, May 05, 2020 respectively read with the General Circular No. 03/2025 dated September 22, 2025 issued by the Ministry of Corporate Affairs (collectively “MCA Circulars”) and in compliance with the applicable provisions of the Companies Act, 2013 and the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended (“Listing Regu [Showing first 8,000 characters — download PDF for full document]