Shareholders meeting

Date: 22nd September 2026 BSE Scrip Code: 533293 NSE Scrip Code: KIRLOSENG To To Corporate Relationship Department Listing Department BSE Limited National Stock Exchange of India Ltd. 1st Floor, Rotunda Building, Exchange Plaza, C -1, Block G, Dalal Street, Fort, Bandra-Kurla Complex, Bandra (E), Mumbai – 400 001 Mumbai – 400 051 Dear Sir/Madam, Subject: Voting Result and Scrutinizer's Report for the Postal Ballot Pursuant to Regulation 44 of the SEBI (Listing Obligations and Disclosures Requirements) Regulations, 2015, including amendments thereunder, the details of voting results of the Postal Ballot in respect of the Special Resolution to consider and approve the increase in the Employees Stock Option Grant Pool and Amendment in the Kirloskar Oil Engines Limited – Employee Stock Option Plan 2019 (KOEL ESOP 2019), contained in the Postal Ballot Notice dated 6th August 2026, along with the Scrutinizer’s Report on Postal Ballot, are enclosed herewith. Based on aforesaid Scrutinizer's report the aforesaid resolution as per the Postal Ballot Notice was not passed with requisite majority. The voting results along with the Scrutinizer’s report will also be made available on the Company’s website at https://kirloskaroilengines.com/. You are kindly requested to take the same on your records. Thanking you. Yours Faithfully, For Kirloskar Oil Engines Limited Farah Irani Company Secretary and Compliance Officer Encl.: As above Scrutinizer’s Report [Pursuant to the provisions of Section 108 & 110 of the Companies Act, 2013 read with Rule 20 & 22 of the Companies (Management & Administration) Rules, 2014 & Regulation 44 of SEBI [Listing Obligations & Disclosure Requirements] Regulations 2015 The Chairman / Vice Chairperson & Managing Director Kirloskar Oil Engines Limited, One Avante, Karve Road, Kothrud, Pune – 411038 Dear Sir/Madam, I, Manasi Paradkar, a Company Secretary in Practice, has been appointed by the Board of Directors of Kirloskar Oil Engines Limited, CIN: L29100PN2009PLC133351 (‘Company’) as the Scrutinizer for the purpose of scrutinizing the remote e-voting process through Electronic means in respect of the resolution as mentioned in Annexure to this report as circulated by postal ballot notice dt. 06th August 2026 sent by mail to the members holding shares as on cut-off date i.e. 14th August 2026 and ascertaining the remote e- voting result on the business mentioned in the postal ballot notice. The scrutiny of remote e-voting process along with the ascertaining of remote e-voting results is as per the Regulation 44 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 as amended from time to time read with the relevant & updated SEBI Circulars and the provisions of Section 108, 110 of the Companies Act, 2013 read with Rule 20 & 22 of the Companies (Management & Administration) Rules 2014 together with all updated Circulars issued by the Ministry of Corporate Affairs. The management of the Company is responsible to ensure the compliance with the requirements of the Companies Act, 2013 and rules relating to remote e-voting. My responsibility as a scrutinizer for the remote e-voting process is restricted to make a scrutinizer’s report of the votes cast “in favour” or “against” on the resolution and “invalid / abstained votes”, if any based on the reports generated and downloaded from the remote e-voting system provided by National Securities Depository Limited (NSDL), the authorized agency to provide remote e-voting facilities engaged by the Company. Further to the above, I submit my report as under: - i. The Postal Ballot Notice dated 6th August, 2026 setting out material facts under Section 102 of the Companies Act, 2013 and Regulation 36 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 including amendments thereunder was sent to the members by email and was uploaded on the website of the Company viz. www.kirloskaroilengines.com ii. The e-voting period remained open from Saturday, 22 August 2026, at 9.00 a.m. (IST) and ended on Sunday, 20 September 2026, at 5.00 p.m. (IST). iii. The members of the Company as on the “cut-off” date i.e., Friday, 14 August 2026, were entitled to vote on the resolution as set out in the Postal Ballot Notice. iv. Remote E-voting was unblocked after completion of remote e-voting process i.e. on Sunday, 20 September 2026, in the presence of 2 witnesses, who are not in the employment of the Company. v. The details containing inter alia, list of equity shareholders, who voted “for”, “against” on the resolution put to vote, were generated from the remote e-voting website of NSDL i.e. https://evoting.nsdl.com vi. The Remote E-voting were reconciled with the records maintained by the Registrar and Share Transfer Agent (‘RTA’) viz. MUFG Intime India Private Limited and thereafter, the report considering remote e-voting during the period was prepared. A copy of the same is annexed hereto. vii. It is hereby confirmed that, I am maintaining the Registers received from RTA and Electronic voting service provider agency in respect of remote E-voting. The Electronic data and all other relevant records relating to remote e-voting are under my self-custody and will be handed over to the Chairman / Vice Chairperson & Managing Director/Company Secretary for safe preservation. viii. Based on aforesaid result, we report that the Special Resolution as set out in the Notice of Postal Ballot has not been passed with the required majority. Thanking You Yours Faithfully, For Manasi Paradkar & Associates (cid:51)(cid:70)(cid:68)(cid:70)(cid:74)(cid:87)(cid:70)(cid:69)(cid:1)(cid:80)(cid:79)(cid:1)(cid:19)(cid:19)(cid:79)(cid:69)(cid:1)(cid:52)(cid:70)(cid:81)(cid:85)(cid:70)(cid:78)(cid:67)(cid:70)(cid:83)(cid:1)(cid:19)(cid:17)(cid:19)(cid:23) MANASI Digitally signed by MANASI (cid:39)(cid:80)(cid:83)(cid:1)(cid:44)(cid:74)(cid:83)(cid:77)(cid:80)(cid:84)(cid:76)(cid:66)(cid:83)(cid:1)(cid:48)(cid:74)(cid:77)(cid:1)(cid:38)(cid:79)(cid:72)(cid:74)(cid:79)(cid:70)(cid:84)(cid:1)(cid:45)(cid:74)(cid:78)(cid:74)(cid:85)(cid:70)(cid:69) SH R ID H A R SHRIDHAR PARADKAR Date: 2026.09.22 20:18:46 PARADKAR +05'30' Digitally signed by Rahul Rahul Chandrakant Manasi Paradkar Chandrakant Kirloskar Kirloskar Date: 2026.09.22 22:42:09 Practicing Company Secretary +05'30' [FCS- 5447, CP –4385] (cid:51)(cid:66)(cid:73)(cid:86)(cid:77)(cid:1)(cid:44)(cid:74)(cid:83)(cid:77)(cid:80)(cid:84)(cid:76)(cid:66)(cid:83) Place: Pune (cid:36)(cid:73)(cid:66)(cid:74)(cid:83)(cid:78)(cid:66)(cid:79)(cid:1)(cid:66)(cid:79)(cid:69)(cid:1)(cid:47)(cid:80)(cid:79)(cid:14)(cid:38)(cid:89)(cid:70)(cid:68)(cid:86)(cid:85)(cid:74)(cid:87)(cid:70)(cid:1)(cid:37)(cid:74)(cid:83)(cid:70)(cid:68)(cid:85)(cid:80)(cid:83) Date: 22/09/2026 (cid:37)(cid:42)(cid:47)(cid:27)(cid:1)(cid:17)(cid:17)(cid:17)(cid:17)(cid:24)(cid:20)(cid:18)(cid:26) PRN: 7622/2026 UDIN: F005447H001563817 Kirloskar Oil Engines Limited CIN L29100PN2009PLC133351 ANNEXURE TO SCRUTINIZER'S REPORT FOR THE POSTAL BALLOT CONDUCTED BETWEEN THE PERIOD 22.08.2026 TO 20.09.2026 In Favour Against Invalid/Abstain No. of Resolution Mode of % to Total % of Total Resolution Description Member Total Votes No. of No. of No. of No. Voting Votes Valid Votes Valid Votes s voted members members members Votes Votes Special Business Special Resolution: To consider and approve amendment in “KOEL ESOP 2019” to increase the ceiling of grant pool by 1,00,000 Remote E 1 776 10,73,82,507 497 7,55,45,159 70.3515% 271 31837348 29.6485% 13 880416 (one lakh) which will increase the existing total ceiling voting of grant pool from 14,00,000 (fourteen lakh) to 15,00,000 (fifteen lakh) employee stock options. Note:-Resolution no. 1- A] Total count of members voted is 776 as 4 shareholders representing one folio each have divided their total shareholding and voted in favour and also against the same resolution. But while counting votes in favour and against for the said resolution, we have to c [Showing first 8,000 characters — download PDF for full document]