Shareholders meeting

IntraSoft Technologies Limited 502A, Prathamesh, Raghuvanshi Mills Compound Senapati Bapat Marg, Lower Parel, Mumbai – 400 013 Tel: +91 22 4004 0008, Fax: +91 22 2490 3123 E-Mail ID: intrasoft@itlindia.com Notice of 31st Annual General Meeting NOTICE is hereby given that the Thirty-First Annual General Meeting of the Members of IntraSoft Technologies Limited will be held on Tuesday, September 29, 2026 at 3.00 P.M. through Video Conference (“VC”) / Other Audio Visual Means (“OAVM”) to transact the following business: ORDINARY BUSINESS 1. To receive, consider and adopt: (a) the Audited Standalone Financial Statements of the Company for the financial year ended 31 March 2026, comprising of Audited Balance sheet as at 31st March 2026, Audited Statement of Profit & Loss and Cashflow for the year ended on that date and the Reports of the Board of Directors and Auditors thereon; and (b) the Audited Consolidated Financial Statements for the financial year ended 31 March 2026, comprising of Audited Consolidated Balance sheet as at 31st March 2026, Audited Consolidated Statement of Profit & Loss and Cashflow for the year ended on that date along with Auditors Report thereon. 2. To appoint a director in place of Mr. Arvind Kajaria (DIN: 00106901), who retire by rotation, and being eligible, has offered himself for re-appointment. To consider and if thought fit, to pass the following resolution, as an Ordinary Resolution: “RESOLVED THAT pursuant to the provisions of Section 152 of the Companies Act, 2013, Mr. Arvind Kajaria (DIN: 00106901), who retires by rotation at this meeting and being eligible has offered himself for re-appointment, be and is hereby appointed as a Director of the Company.” SPECIAL BUSINESS 3. To Approve the Scheme of Amalgamation between One Two Three Greetings (India) Private Limited (Transferor Company & Wholly Owned Subsidiary of Transferee Company) and IntraSoft Technologies Limited (Transferee Company) through Fast Track Route of Amalgamation as provided under Section 233 of the Companies Act 2013. To consider and if thought fit, to pass the following resolution, as a Special Resolution: “RESOLVED THAT pursuant to the provisions of Sections 230 to 233 and other applicable provisions, if any, of the Companies Act, 2013, read with the rules made thereunder, and subject to the approval of the Hon’ble National Company Law Tribunal (NCLT)/ Regional Director (RD) and such other authorities as may be required, the consent of the members be and are hereby accorded to the Scheme of Amalgamation between One Two Three Greetings (India) Private Limited (Transferor Company & Wholly Owned Subsidiary of Transferee Company) and IntraSoft Technologies Limited (Transferee Company), as approved by the Board of Directors at its meeting held on 3rd December, 2025 and placed before the meeting.” “RESOLVED FURTHER THAT the Board of Directors of the Company be and are hereby authorized to do all such acts, deeds, matters, and things as may be necessary, desirable, or expedient to give effect to this resolution, including filing of necessary applications, petitions, and documents with the National Company Law Tribunal (NCLT)/ Regional Director (RD) and other statutory authorities.”” By Order of the Board of Directors Poonam Luharuka Company Secretary Place: Kolkata Date : 13 August 2026 Registered Office: CIN: L24133MH1996PLC197857 502A, Prathamesh, Raghuvanshi Mills Compound, Senapati Bapat Marg, Lower Parel (W), Mumbai – 400 013 Tel: 022 2491 2123 Fax: 022 2490 3123 Annual Report 2025-26 | 153 E-Mail ID: intrasoft@itlindia.com Website: www.itlindia.com NOTES: a) Ministry of Corporate Affairs (MCA) vide its General Circular no. 03/2025 dated September 22, 2025 read with circulars no. 14/2020, 17/2020 and 20/2020 dated April 8, 2020, April 13, 2020, and May 5, 2020 respectively, and SEBI vide its circular no. SEBI/HO/CFD/ CFD-PoD-2/P/CIR/2024/133 and SEBI/HO/CFD/CFD-POD-2/P/CIR/2023/167 dated October 3, 2024 and October 7, 2023 respectively read with SEBI Master circular no. SEBI/HO/CFD/PoD2/CIR/P/0155 dated November 11, 2024 (collectively, the “said Circulars”), allowed companies to hold shareholders meeting through video conferencing or other audio visual means (“VC”) dispensing requirement of physical presence of members at a common venue, and other related matters with respect to such meetings. Accordingly, the 31st Annual General Meeting (“this AGM”) of the members of the Company is held through VC in compliance with the provisions of the said Circulars, and consequently no attendance slip is enclosed with this notice. b) Since this AGM is being held pursuant to the said Circulars through VC/OAVM mode, physical attendance of Members has been dispensed with. Accordingly, the facility for appointment of proxies by the Members will not be available for the Annual General Meeting and hence the Proxy Form is not annexed to the Notice. c) Members attending the AGM through VC/OAVM mode shall be counted for the purpose of reckoning the quorum under Section 103 of the Act. The copies of Notice of 31st AGM and the Annual Report 2025- 2026 shall be available on the Website of the Company at www. itlindia.com in Financials - Annual Reports section. d) Institutional/ Corporate Shareholders (i.e. other than individuals/ HUF, NRI, etc.) are required to send a scanned copy (PDF / JPEG Format) of its Board Resolution or governing body Resolution/ Authorization etc., authorizing its representative to attend the Annual General Meeting through VC/ OAVM Mode on its behalf and authorization for voting through remote e-voting/ electronic voting at AGM. The said Resolution/ Authorization shall be sent to the Scrutinizer by e-mail through their registered e-mail address to js@ rathiandassociates.com with copy marked to the Company at intrasoft@itlindia.com. e) Registration of email ID/Bank Account details/Certificates: In case the shareholder’s e-mail ID is already registered with the Company/ its Registrar & Share Transfer Agent “RTA”/ Depositories, log in details for e-voting are being sent on the registered email address. In case, the shareholder has not registered his/ her/ their e-mail address with the Company/ its RTA/ Depositories and or not updated the Bank Account mandate for receipt of future dividend, if any, the following instructions to be followed: i) Kindly log in to the website of our RTA, MUFG Intime India Private Limited (formerly Link Intime India Private Limited), www.in.mpms.mufg.com under Investor Services > E-Mail / Bank detail Registration - fill in the details and upload the required documents and submit. ii) In the case of Shares held in Demat mode: Alternatively, the shareholder may please contact the Depository Participant (“DP”) and register the e-mail address and bank account details in the Demat Account as per the process followed and advised by the DP. f) T he Notice of the Annual General Meeting along with the Annual Report for the financial year 2025 - 2026 is being sent only by electronic mode to those Members whose e-mail addresses are registered with the Company / Depositories in accordance with the aforesaid circulars, Members may note that the Notice of Annual General Meeting and Annual Report for the financial year 2025 – 2026 will also be available on the Company’s website www.itlindia.com and websites of the Stock Exchanges i.e. National Stock Exchange of India Ltd and BSE Limited at www.nseindia.com and www.bseindia.com respectively. Members can attend and participate in the Annual General Meeting through VC/ OAVM facility only. g) Notice convening the meeting along with the relevant documents referred to in the accompanying Notice and the Statement will be available for inspection by the members on Company’s website at www.itlindia.com up to the date of the Meeting. h) Registers maintained under Sections 170 and 189 of the Companies Act, 2013 and shall be made electronically available for inspection of members during the AGM at – ‘St [Showing first 8,000 characters — download PDF for full document]