Shareholders meeting

Happiest Minds Technologies Limited Regd. Office: #53/1-4, Hosur Main Road, Madivala, Bengaluru-560068, Karnataka, India CIN of the Co. L72900KA2011PLC057931 P: +91 80 6196 0300, F: +91 80 6196 0700 Website: www.happiestminds.com Email: investors@happiestminds.com September 02, 2026 Listing Compliance & Legal Regulatory Listing & Compliance BSE Limited National Stock Exchange of India Limited Phiroze Jeejeebhoy Towers Exchange Plaza, Bandra Kurla Complex Dalal Street, Mumbai 400 001 Bandra East, Mumbai 400 051 Stock Code: 543227 & 975101 Stock Code: HAPPSTMNDS Dear Sir/Madam, Sub: Notice of Postal Ballot Pursuant to Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, please find enclosed herewith the Notice of the Postal Ballot dated September 02, 2026, seeking approval of the members of the Company for the proposed shifting of the Registered Office from the ‘State of Karnataka’ to the ‘State of West Bengal’ and consequent amendment to Clause II of the Memorandum of Association of the Company. The Notice of Postal Ballot along with the instructions regarding e-voting has been sent to the registered email address of the members whose names appear in the register of members/list of beneficial owners as on the Cut-off date i.e. Friday, August 28, 2026. The members of the Company as on the Cut-off date shall be entitled to vote in accordance with the process specified in the Notice. The remote e-voting shall commence on Thursday, September 03, 2026 at 9:00 am (IST) and shall end on Friday, October 02, 2026 at 5:00 pm (IST). The results of e-voting will be announced within two working days from the end of remote e-voting and will be displayed on the website of the Company. The Notice will also be made available on the website of the Company at https://www.happiestminds.com/investors/ This is for your information and records. Thanking you, Yours faithfully, For Happiest Minds Technologies Limited Praveen Kumar Darshankar Company Secretary & Compliance Officer Membership No. F6706 Happiest Minds Notice of Postal Ballot 2026 HAPPIEST MINDS NOTICE OF POSTAL BALLOT Happiest Minds Notice of Postal Ballot 2026 HAPPIEST MINDS TECHNOLOGIES LIMITED (CIN No. L72900KA2011PLC057931) Registered Office: #53/1-4, Hosur Main Road, Madivala (Next to Madivala Police Station), Bengaluru-560068, Karnataka, India P: +91 80 6196 0300, F: +91 80 6196 0700; Email: investors@happiestminds.com; Website: www.happiestminds.com NOTICE OF POSTAL BALLOT [Pursuant to Section 110 of the Companies Act, 2013 read with Rule 20 & 22 of the Companies (Management and Administration) Rules, 2014] Notice is hereby given, pursuant to Sections 108, 110 and other applicable provisions, if any, of the Companies Act, 2013 (hereinafter referred to as the “Act”) read with Rules 20 and 22 of the Companies (Management and Administration) Rules, 2014, as amended from time to time, Regulation 44 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, (“SEBI Listing Regulations”), Secretarial Standards on General Meetings (“SS-2”) issued by the Institute of Company Secretaries of India, as amended from time to time, and in accordance with the guidelines prescribed by the Ministry of Corporate Affairs (“MCA”) for holding general meetings / conducting Postal Ballot process through e-voting vide General Circular Nos. 14/2020 dated April 8, 2020 and 17/2020 dated April 13, 2020, read with other related circulars including General Circular No. 03/2025 dated September 22, 2025 (collectively referred to as “MCA Circulars”), that the resolution set out in this Notice is proposed for consideration by the Members of Happiest Minds Technologies Limited (“Company”), for passing through Postal Ballot by remote e-voting ("e-voting”) only. SPECIAL BUSINESS 1. To approve shifting of Registered Office from the ‘State of Karnataka’ to the ‘State of West Bengal’ and consequent amendment to Clause II of the Memorandum of Association of the Company To consider and if thought fit, to pass the following resolution as a Special Resolution: “RESOLVED THAT, pursuant to Sections 12, 13 and other applicable provisions of the Companies Act, 2013 (“Act”) read with Rule 30 of the Companies (Incorporation) Rules, 2014 (including any amendments, modifications or re- enactment for the time being in force), the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, and subject to the confirmation / approval of the Regional Director, South Western Region, Ministry of Corporate Affairs, or any other Statutory Authorities if any, as may be prescribed from time to time and such other approvals, permissions and sanctions as may be required under the provisions of the Act or under any other law for the time being in force, and pursuant to the approval of the Board of Directors of the Company, consent of the Members of the Company be and is hereby accorded to shift the Registered Office of the Company from its current location in the “State of Karnataka” (falling under the jurisdiction of the Registrar of Companies, Bengaluru) to the “State of West Bengal” (falling under the jurisdiction of Registrar of Companies, Kolkata-I). Happiest Minds Notice of Postal Ballot 2026 RESOLVED FURTHER THAT, subject to confirmation / approval and pursuant to the provisions of Section 13 and other applicable provisions, if any, of the Act read with the rules thereunder, the existing Clause-II of the Memorandum of Association of the Company be substituted with the following new Clause: “II. The Registered Office of the Company is situated in the State of West Bengal.” RESOLVED FURTHER THAT the Board of Directors of the Company be and are hereby authorised to finalize the address of the registered office of the Company in the State of West Bengal, as it may consider appropriate. RESOLVED FURTHER THAT approval of the Company be accorded to the Board of Directors of the Company to fix the date of shifting and to do all such acts, deeds, filings, matters and things and execute all such applications, declarations, deeds, documents, affidavits, instruments and writings, as may be required for the purpose of giving effect to the aforesaid resolution, along with petition to be filed with the Regional Director, South Western Region, Ministry of Corporate Affairs, including but not limited to issue of notices / advertisements and publication of such notices / advertisements in newspaper(s), obtaining orders of shifting of Registered Office from the concerned authorities and delegate all or any of its powers conferred herein to any director(s), officer(s), representative(s) and / or consultant of the Company, if required, as it may in its absolute discretion deem necessary or desirable.” Registered Office: By Order of the Board #53/1-4, Hosur Main Road, For HAPPIEST MINDS TECHNOLOGIES LIMITED Madivala, Bengaluru-560068, Karnataka, India Date: September 02, 2026 Praveen Kumar D Place: Bengaluru Company Secretary & Compliance Officer Membership No. F6706 Happiest Minds Notice of Postal Ballot 2026 Notes: 1. Pursuant to Section 110 of the Act read with Rule 22 of the Companies (Management and Administration) Rules, 2014 and in compliance with General Circular No. 03/2025 dated September 22, 2025, and other relevant Circulars issued by the Ministry of Corporate Affairs, this Notice of Postal Ballot along with the instructions regarding e-voting is being sent only by email to all those members, whose email addresses are registered with the Company’s RTA, KFin Technologies Limited or with the depository(ies)/ depository participants and whose names appear in the register of members/list of beneficial owners as on the Cut-off date i.e. August 28, 2026. The Company will not be sending a hard copy of this Notice and the communication of the assent or dissent of the members shall be through the remote e-voting system only. 2. All the [Showing first 8,000 characters — download PDF for full document]