Shareholders meeting

23rd September 2026 BSE Limited National Stock Exchange of India Limited 25th Floor, Phiroze Jeejeebhoy Towers, Exchange Plaza, 5th Floor, Plot No. C/1, Dalal Street, G Block, Bandra - Kurla Complex, Fort, Mumbai- 400001 Bandra (E), Mumbai - 400 051 Scrip code: 511742 Symbol: UGROCAP Sub: Voting Results as per Regulation 44 (3) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 for the NCLT Convened Meeting of Equity Shareholders held on 22nd September 2026. Ref: Meeting of Equity Shareholders, Secured Creditors (including Secured Non-Convertible Debentures) and Unsecured Creditors (including Unsecured Non-Convertible Debentures) of the Company held pursuant to the order of the Hon’ble National Company Law Tribunal, Mumbai Bench (the “Tribunal”) dated 6th August 2026 (“Order”) in connection with the Scheme of Amalgamation between Profectus Capital Private Limited (“Transferor Company” or “PCPL”) with UGRO Capital Limited (“Transferee Company” or “UGRO Capital”) and their respective shareholders and creditors under Sections 230 to 232 read with Section 52 and other applicable provisions of the Companies Act, 2013 (“Scheme”) Dear Sir/Madam, In furtherance to our earlier intimation dated 22nd September 2026, regarding the Summary of Proceedings, Scrutinizer’s Report and Voting Results of the NCLT Convened Equity Shareholders Meeting, kindly note that there was a typographical error in the Voting Results submitted pursuant to Regulation 44(3) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, in respect of the NCLT Convened Meeting of the Equity Shareholders held on 22nd September 2026. In this regard, please find attached the revised Voting Results pursuant to Regulation 44(3) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, for the NCLT Convened Meeting of the Equity Shareholders held on 22nd September 2026 as an “Annexure A”. We request you to kindly take the same on record. Kindly take the above on record. Yours faithfully, For UGRO Capital Limited Satish Kumar Company Secretary and Compliance Officer Enc: a/a UGRO CAPITAL LIMITED Registered Office Address: B-17, Fourth Floor, Art Guild House, Phoenix Market City, Kurla (West), Mumbai- 400070 CIN: L67120MH1993PLC070739 Telephone: +91 22 68269100 I E-mail: info@ugrocapital.com I Website: www.ugrocapital.com Annexure A Results of NCLT Convened Meeting - Equity shareholders (As per Regulation 44 (3) of SEBI(LODR) Regulations, 2015) Date of NCLT Convened Meeting -Equity 22-09-2026 shareholders Voting start date 19-09-2026 Voting end date 21-09-2026 Total number of shareholders as on record date (15.09.2026): 39,656 No. of shareholders present in the meeting either in person or through proxy: Promoters and Promoter Group: 0 Public: 0 No. of Shareholders attended the meeting through Video Conferencing Promoters and Promoter Group: 1 Public: 37 No. of resolutions passed in the meeting 1 Resolution Required Special Resolution Whether promoter/ promoter group are interested in the agenda/resolution? No APPROVAL OF THE SCHEME OF AMALGAMATION BETWEEN PROFECTUS CAPITAL PRIVATE LIMITED Description of Resolution considered ("TRANSFEROR COMPANY") AND UGRO CAPITAL LIMITED ("TRANSFEREE COMPANY") AND THEIR RESPECTIVE SHAREHOLDERS AND CREDITORS. % votes No. of No. of shares No. of votes polled on No. of votes - % of votes % of votes - in Category Mode of Voting votes - in held polled outstanding in favour - in favour Against Against shares (3)= (1) (2) [(2)/(1)]*10 (4) (5) (6)=[(4)/(2) (7)=[(5)/(2)]*1 ]*100 00 E-voting 4477061 100 4477061 0 100 0 Promoter and Poll 4477061 0 0 0 0 0 0 Promoter Group Postal Ballot(if 0 0 0 0 0 0 applicable) Total 4477061 4477061 100 4477061 0 100 0 E-voting 3151090 11.8847 3151090 0 100 0 Poll 26513769 0 0 0 0 0 0 Public Institutions Postal Ballot(if 0 0 0 0 0 0 applicable) Total 26513769 3151090 11.8847 3151090 0 100 0 E-voting 53783331 43.2698 53782260 1071 99.9980 0.0020 Public Non- Poll 124297493 0 0 0 0 0 0 Institutions Postal Ballot(if 0 0 0 0 0 0 applicable) Total 124297493 53783331 43.2698 53782260 1071 99.9980 0.0020 Total 155288323* 61411482 39.5467 61410411 1071 99.9983 0.0017 *Includes the following: - 2,472,820 Equity shares representing 1.59% of share capital of the Company held by UGRO Employees Benefit Trust which is governed under SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021. As provided in these Regulations, the Trustees of this Trust are not entitled to vote in respect of the shares held by Trust. UGRO CAPITAL LIMITED Registered Office Address: B-17, Fourth Floor, Art Guild House, Phoenix Market City, Kurla (West), Mumbai- 400070 CIN: L67120MH1993PLC070739 Telephone: +91 22 68269100 I E-mail: info@ugrocapital.com I Website: www.ugrocapital.com