Shareholders meeting

September 24, 2026 To, To, National Stock Exchange of India Ltd., BSE Limited, Exchange Plaza, C-1, Block G, Phiroze Jeejeebhoy Towers, Bandra-Kurla Complex, Dalal Street, Fort Bandra (East), Mumbai - 400 051 Mumbai- 400 001 Scrip Symbol: MANBA Scrip Code: 544262 Sub: Notice of the Extra- Ordinary General Meeting of the Company Pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and other applicable provisions, if any, please find enclosed the Notice of the Extra- Ordinary General Meeting (“EGM Notice”) of the Shareholders of the Company, to be held on Monday, October 19, 2026 at 01:00 PM (IST) through Video Conferencing / Other Audio-Visual Means in accordance with the relevant circulars issued by the Ministry of Corporate Affairs and SEBI. The said EGM Notice is also available on the website of the Company at www.manbafinance.com. We hereby request you to take the above information on record. Thanking You, For Manba Finance Limited Bhavisha Jain Company Secretary and Compliance Officer ACS: A44249 Encl.: As above NOTICE FOR (01/2026-27) EXTRA ORDINARY GENERAL MEETING NOTICE is hereby given that the Extra Ordinary General Meeting (“EOGM”) of the members of Manba Finance Limited will be held on Monday, October 19th, 2026 at 1:00 P.M. through Video Conferencing („VC‟)/Other Audio- Visual Means („OAVM‟) facility to seek the consent of the shareholders of the Company (“Members”) on the special business herein below: 1. INCREASE IN AUTHORISED SHARE CAPITAL AND CONSEQUENTIAL ALTERATION OF THE CAPITAL CLAUSE OF THE MEMORANDUM OF ASSOCIATION OF THE COMPANY: To consider and if thought fit, to pass with or without modification, the following resolution as an Ordinary Resolution: “RESOLVED THAT pursuant to the provisions of Sections 13, 61, 64 and all other applicable provisions, if any, of the Companies Act, 2013 read with the rules framed thereunder (including any statutory amendment(s) or modification(s) or re-enactment(s) thereof, for the time being in force) (“Act”), the provisions of the Memorandum and Articles of Association of the Company, relevant provisions under Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended, such other statutes, laws, rules, regulations, guidelines, circulars, directions, notifications and clarifications as applicable from time to time, subject to such other approval(s), consent(s), permission(s) and/or sanction(s) of the appropriate authorities (including regulatory and statutory authorities), institutions or bodies, as may be required, and subject to such conditions and modifications, as may be prescribed by any of them while granting any such approval(s), consent(s), permission(s), and/or sanction(s) and which may be agreed to by the Board of Directors of the Company (“Board”, which term shall be deemed to include any Committee which the Board may have constituted or hereinafter constitutes to exercise its powers including the powers conferred by this resolution), the approval of the Members of the Company be and is hereby accorded for increase of the authorized share capital of the Company from ₹ 55,00,00,000/- (Rupees Fifty Five Crore Only) divided into 5,49,00,000 (Five Crore and Forty Nine Lakh) Equity Shares of ₹ 10/-(Rupees Ten) each and 1,00,000 (One Lakh) Preference Shares of ₹ 10/- (Rupees Ten) each to ₹ 65,00,00,000/- (Rupees Sixty Five Crore Only) divided into 6,49,00,000 (Six Crore and Forty Nine Lakh) Equity Shares of ₹ 10/-(Rupees Ten) each and 1,00,000 (One Lakh) Preference Shares of ₹ 10/- (Rupees Ten) each and consequential alteration of Clause 5 of the Memorandum of Association of the Company, in the manner set out herein. RESOLVED FURTHER THAT pursuant to the provisions of Sections 4, 13, 61, 64 and all other applicable provisions, if any, of the Act, the provisions of the Memorandum and Articles of Association of the Company, such other statutes, laws, rules, regulations, guidelines, circulars, directions, notifications and clarifications as applicable from time to time, and subject to such other approval(s), consent(s), permission(s) and/or sanction(s), if any, as may be required, the approval of the Members be and is hereby accorded for alteration of Clause 5 of the Memorandum of Association of the Company by deleting the existing Clause 5(b) relating to the minimum paid-up capital of the Company and by substituting the existing Clause 5 with the following revised Clause 5: “The authorized capital of the company is ₹ 65,00,00,000/- (Rupees Sixty Five Crore Only) divided into 6,49,00,000 (Six Crore and Forty Nine Lakhs) Equity Shares of ₹ 10/-(Rupees Ten) each and 1,00,000 (One Lakh) Preference Shares of ₹ 10/- (Rupees Ten) each. The Company has the power to increase the authorized capital.” RESOLVED FURTHER THAT all the Directors of the Company, and Ms. Bhavisha Jain, Company Secretary of the Company, be and are hereby severally authorized to settle any question, difficulty or doubt that may arise in connection with the aforesaid resolution or any other matters related thereto, to file necessary forms/ applications/ documents with the relevant Registrar of Companies and / or other regulatory authorities, as may be required, to provide a copy of the resolution certified to be true and to do all such acts, deeds and things, as they may, in their absolute discretion, deem necessary, expedient, proper or desirable, including preparing, signing, executing, submitting and filing any document, deed, instrument, confirmation, undertaking etc., to give full effect to the aforesaid resolution, without being required to secure any further consent or approval of the Members of the Company and that the Members of the Company shall be deemed to have given their approval thereto expressly by the authority of this resolution.” 2. PREFERENTIAL ISSUE OF FULLY CONVERTIBLE WARRANTS AND EQUITY SHARES: To consider and if thought fit, to pass with or without modification, the following resolution as a Special Resolution: RESOLVED THAT pursuant to Sections 23(1)(b), 42 and 62(1)(c), and other applicable provisions, if any, of the Companies Act, 2013, read with the Companies (Prospectus and Allotment of Securities) Rules, 2014, the Companies (Share Capital and Debentures) Rules, 2014 and other applicable rules made thereunder, including any statutory modification(s) or re-enactment(s) thereof for the time being in force (collectively, the “Companies Act”); the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018, as amended (“SEBI ICDR Regulations”); the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended (“SEBI Listing Regulations”); the Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011, as amended (“SEBI Takeover Regulations”); the Foreign Exchange Management Act, 1999, the Foreign Exchange Management (Non-Debt Instruments) Rules, 2019, the Foreign Exchange Management (Mode of Payment and Reporting of Non-Debt Instruments) Regulations, 2019 and other applicable foreign exchange laws and regulations, as amended (“FEMA”); and all other applicable laws, rules, regulations, guidelines, notifications, circulars and clarifications issued by the Ministry of Corporate Affairs (“MCA”), the Securities and Exchange Board of India (“SEBI”), the Reserve Bank of India (“RBI”), BSE Limited and the National Stock Exchange of India Limited (collectively, the “Stock Exchanges”) and any other competent authority in India or abroad (collectively, the “Applicable Regulatory Authorities”), and in accordance with the Memorandum of Association and Articles of Association of the Company, subject to receipt of all necessary approvals, consents, permissions and sanctions and such conditions as may be prescribed while granting them, the consent of the Member [Showing first 8,000 characters — download PDF for full document]