Pursuant to Regulation 30 of SEBI LODR Regulation, 2015, the Notice of 32nd AGM of the Company is enclosed

Upsurgc INVESTMENT & FINANCE 04ft September,2026 BSE Ltd., Listing Department, P.J. Towers, l" Floor, Dalal Stree! Fort, Mumbai - 400 001 Scrip Code: 531390 Sub: Dear SirAyladam, Y:, Xtl to infoAlgu that 32'd Annual General Meeting of the Company will be held on Wednesday, 30"' september, 2026 at 12.00 pm through Video Conference ("VC")/ other Audio-Visual Means (oVAM), in accordance with the relevant circulars issued by Ministry of Corporate Affairs and the Securities & Exchange Board of India. Pursuant to the Regulation 30 of the Securities and Exchange Board of India (Listing Obligations & Disclosures Requirements) Regulations, 2015, the notice of the 32nd Annual General"Meeting of the Company is enclosed herewith. Kindly take the same on record. Thanking you. Yours faithfully, For Upsurge Inyestment & Finance Limited Daya Dhavalbhai Savani Company Secretary & Compliance Officer Encl.: as above Upsurge lnvestment & Finance Limited 303, Morga Landmark l, Off New Link Road, T A2261425441 Andheri tWe$t), Mumbai 400O53 E info@upsurgeinvestment.com CIN: L67l2OMHlS94PICO7S?54 W upsurgeinvestment.com UPSURGE INVESTMENT & FINANCE LIMITED ANNUAL REPORT 2025-26 SECTION ONE Notice of the Annual General Meeting Convening of the Thirty-Second Annual General Meeting, the business to be transacted, and the instructions for participation and voting. PAGES 01 – 13 STATUTORY REPORTS Notice Notice of the Thirty-Second Annual General Meeting NOTICE is hereby given that the Thirty-Second (32nd) Annual General Meeting (“32nd AGM”) of the members of Upsurge Investment and Finance Ltd. will be held on Wednesday, 30th September 2026 at 12.00 P.M. (IST) through Video Conferencing / Other Audio-Visual Means (“VC”/“OAVM”) fa- cility, to transact the following businesses: ORDINARY BUSINESS Item No. 1 — Adoption of Financial Statements To consider and adopt the Standalone Audited Financial Statements of the Company for the Financial Year ended March 31, 2026, and the Reports of the Board of Directors and Auditors thereon. Item No. 2 — Appointment of Mrs. Pratibha Goyal as a Director liable to retire by rotation To appoint a director in place of Mrs. Pratibha Goyal (DIN: 00399056), who retires by rotation and, being eligible, seeks reappointment. To consider and, if thought fit, to pass the following resolution as an ordinary resolution: “RESOLVED THAT in accordance with the provisions of Section 152 and other applicable provisions of the Companies Act, 2013, Mrs. Pratibha Goyal (DIN: 00399056), who retires by rotation at this meeting, be and is hereby appointed as a Director of the Company.” By Order of the Board Daya D Savani Company Secretary ACS: 78345 Mumbai, dated 01st September, 2026 NOTES 1. The Ministry of Corporate Affairs (“MCA”) vide its General Circular No. 20/2020 dated May 05, 2020 read with General Circular Nos. 14/2020 dated April 8, 2020, 17/2020 dated April 13, 2020 and other relevant circulars including General Circular No. 03/2025 dated September 22, 2025 (“MCA Circulars”) has allowed companies to conduct the Annual General Meeting through Video Conferencing (“VC”) or Other Audio-Visual Means (“OAVM”) till further orders. In compliance with the aforesaid MCA Circulars, the 32nd Annual General Meeting of the Members of the Company (“32nd AGM” or “Meeting”) will be held through VC/OAVM, without the physical presence of the Members at a common venue. The venue of the Meeting shall be deemed to be the Registered Office of the Company. NOTICE OF THE 32ND AGM ANNUAL REPORT 2025-26 · 01 NOTICE OF THE 32ND AGM STATUTORY REPORTS 2. A Member entitled to physically attend and vote at the Meeting is entitled to appoint a proxy to attend and vote instead of himself/herself, and a proxy need not be a Member of the Company. Since this 32nd AGM is being held through VC/OAVM, physical attendance of Members has been dispensed with, in line with the MCA Circulars and as per the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended (“Listing Regulations”). As this 32nd AGM would be conducted through VC/OAVM, the requirement to pro- vide the facility for appointment of proxy by the Members is not applicable. Hence, the Proxy Form and Attendance Slip including Route Map are not annexed to this Notice of the 32nd AGM. 3. Corporate Members (i.e. other than individuals, HUFs, NRIs, etc.) are required to send a scanned copy (PDF/JPG format) of their Board or governing body Resolution/Authorization etc., authoriz- ing their representative to attend the 32nd AGM through VC/OAVM on their behalf and to vote through remote e-Voting pursuant to Section 113 of the Companies Act, 2013 (“the Act”). The said Resolution/Authorization shall be sent by registered email address to the Scrutinizer at bkg_satyam@yahoo.com and helpdesk.evoting@cdslindia.com. 4. Since there is no Special Business, no Explanatory Statement under Section 102 is required. 5. The brief details of the Directors who are proposed to be appointed/re-appointed as per the Notice of this 32nd AGM are annexed hereto as per the requirements of Regulation 36(3) of the Listing Regulations, as amended, and the Secretarial Standard on General Meetings (“SS-2”) is- sued by the Institute of Company Secretaries of India. 6. Pursuant to the provisions of Section 91 of the Act, the Register of Members and the Share Transfer Books of the Company will remain closed from Thursday, September 24, 2026, to Wednesday, September 30, 2026 (both days inclusive) for the 32nd AGM of the Company. 7. The facility of joining the 32nd AGM through VC/OAVM will be open 30 minutes before and will remain open for 15 minutes after the scheduled start time of the 32nd AGM. 8. In terms of Sections 101 and 136 of the Act and the relevant Rules made thereunder, read with the MCA Circulars, the requirement of sending physical copies of the Notice and Financial Statements to the Members of the Company has been relaxed. Accordingly, the Notice of the 32nd AGM along with the Annual Report for F.Y. 2025-26 has been sent through electronic mode to those Members whose email addresses are registered with the Company/Depositories. A Member who wishes to obtain a hard copy of the Annual Report can send a request for the same to email ID info@upsurgeinvestment.com, mentioning Folio No./DP ID and Client ID. 9. Members may note that the Notice and Annual Report for F.Y. 2025-26 will also be available on the Company's website https://upsurgeinvestment.com/, on the website of the Stock Exchange i.e. BSE Limited at www.bseindia.com, and on the website of CDSL at www.evotingindia.com. 10. Further, those Members who have not updated their email addresses in the Demat account/Folio may get their email address and mobile number registered with their DPs/the Company's Registrar and Share Transfer Agent, Adroit Corporate Services Pvt. Ltd. (“RTA”), latest by Wednesday, September 23, 2026, for receiving the Notice of the 32nd AGM and Annual Report along with the Login ID and Password, by sending an email to the RTA at info@adroitcorporate.com. 11. Members attending the 32nd AGM through VC/OAVM shall be counted for the purpose of reck- oning the quorum under Section 103 of the Act. NOTICE OF THE 32ND AGM ANNUAL REPORT 2025-26 · 02 NOTICE OF THE 32ND AGM STATUTORY REPORTS 12. The voting rights of Members shall be in proportion to their share of the paid-up equity share capital of the Company as on Wednesday, September 23, 2026, being the Cut-off Date. Once the vote on a resolution is cast by a Member, the Member shall not be allowed to change it subsequently. 13. Non-Individual Members who acquire shares of the Company and become Members after dis- patch of the Notice of the 32nd AGM but hold shares as on the Cut-off Date for remote e-Voting, i.e. Wednesday, September 23, 2026, may obtain the Login ID and Password by sending a re- quest to helpdesk.evoting@cdslindia.com or info@adroitcorporate.com. 14. Individual Memb [Showing first 8,000 characters — download PDF for full document]