Proceedings of the 36th Annual General Body Meeting held on 26th September, 2026.

INCAP LIMITED 4.PTS #1-58,NIDAMANUR, Phones:91-866-2842571,2842479 VIJAYAWADA-521104. AssessmentProcessTransformsSystems ANDHRAPRADESH ISO9001:2015 StandardsAccreditationCouncilfor INDIA Assessment Services Providers E-mail: vjwincap@hotmail.com www.incaplimited.in CINL32101AP1990PLC011311 INCAP/BSE/2026-27/369 28 September,2026 CorporateRelationshipDepartment M/s. BSELimited DalalStreet,Fort Mumbai400001. ScripCode:517370 DearSir/ Madam, Sub:Proceedingsofthe 36 AnnualGeneralMeeting. Incompliancewith Regulation30 of the SEBI(ListingObligationsand DisclosureRequirements)Regulations, 2015asamendedfrom time to time, pleasefind enclosedherewith the proceedingsofthe 36 AnnualGeneral Meetingheldon26 September,2026. Thisisfor yourinformation andrecords. End:a/a. INCAP LIMITED 4.PTS #1-58,NIDAMANUR, Phones:91-866-2842571,2842479 I VIJAYAWADA-521104. Assessment Process Transforms Systems ANDHRA PRADESH ISO9001:2015 StandardsAccreditalionCouncilfor INDIA Assessment Services Providers E-mail: vjwincap@hotmail.com www.incaplimited.in CINL32101AP1990PLC011311 PROCEEDINGSOFTHE36 ANNUAL GENERALMEETINGOFTHECOMPANY HELDON SATURDAY,THE26 DAY TH TH OF SEPTEMBER,2025 AT 12.00 NOON. AT THE REGISTEREDOFFICEAT INCAP LIMITED, 1-58, NIDAMANUR, VIJAYAWADA- 521104. Directors personally present at the registered office: 1. Sri. C.Bhagavantha Rao Executive Chairman, CFO 2. Smt. C.Neelima Managing Director 3. Sri. P.RamRao Director 4. Smt. P.Himabindu Director 5. Sri. C.Rakesh Independent Director Company Secretary 6. CSA.Ramesh, Company Secretary &Compliance Officer Others Present 7. CAHSYSarma, Mis. Umamaheswara Rao&Co,Statutory Auditors 8. CSB.L.Charndrasekhara Sarma, Mis. BLChandarasekhara Rao&Associates, Scrutinizer for E voting Process. Atotal of 98 members were present during the Annual General Meeting (AGM) physical meeting and e-voting facility. The Company Secretary of the Company welcomed all the Members and Directors of the Company who were present to the AGM. Sri C.Bhagavantha Rao, Director, CFO,of the Company occupied the Chair conducted the proceeding of the meetings and informed that the requisite quorum was present to the commence the proceedings: • Chairman requested Smt. C.Neelima, Managing Director, to read out the Chairman's speech. Accordingly, Managing Director presented the Chairman's speed to the Members. • The Chairman informed that with permission of the Members the notice convening the meeting, Board's Report and other reports were taken as read. The report of Statutory Auditors is unqualified and without any adverse observations or comments intheir report and the same was taken asread. TheChairmaninformed the membersthat the company hasprovided remote e-voting facility to the Members from 23,d September, 2026 (09:00 AM) to 25thSeptember, 2026 (05:00 PM) in order to exercisetheir right to vote for the itemsof businessof 36thAGM. Member who havenot availedthe removee-votingfacility, for thosememberse-votingduringthe AGMhasbeenprovided. Thefollowing itemsof businesswereconsideredattheAGM: ORDINARY BUSINESS' Toconsider andadopt the audited financial statements of the company for the financial year ended31'tMarch,2026andthe Reportsofthe Boardof DirectorsandAuditorsthereon. Toappoint a Director in placeof Sri.P.RamRao(DIN: 00137511)who retires at this meeting andbeingeligibleoffers himselffor re-appointment, ToDeclaredividend on equity sharesofthe companyfor the financialyearendedon March31, 2026. SPECIAL BUSINESS: 4. Re-AppointmentofSmt.C.Neelima(DIN: 02737481)asManagingDirectorofthe Company. Toconsiderandapprovethe following resolutionwith or without modification, asaSpecial Resolution: "RESOLVEDTHATpursuantto the provisionsofsections196,197,198,203 andother applicable provisionsof the CompaniesAct,2013andthe rulesmadethereunder (includinganystatutory modification or re-enactrnsnj thereof) readwith Schedule· Vof the CompaniesAct,2013and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 [including anystatutory modification(s) or re-enactmenns) thereof for the time beinginforce] andsubjectto the approvalof the CentralGovernment,andthe SecuritiesandExchangeBoard of India(listing Obligationsand DisclosureRequirements)Regulations,2015,if necessary,and such other approvals, permissions and sanctions, as may be required and subject to such conditions and modifications, asmaybeprescribedor imposed byanyof the authorities while granting such approvals, permissionsand sanctions,on recommendation of the Nomination and remuneration committee, consentof the members be and is hereby accordedto the re appointment of Smt. Neelima Challagulla, (DIN: 02737481 as Managing Director of the Companyfor aperiodof 3(Three)yearswith effect from OlstFebruary,2026upto andincluding 31stJanuary,2029onfollowing remuneration,termsand conditions: A. Salary: Monthly Remunerationof Rs.90,000j. B.Perks&Allowancesof Rs.60,000j. i.RentFreeAccommodation. ii. Medical expensesfor Self& Familysubject to Ceilingof one months's salary in year or 3 monthssalaryoveraperiodof 3years. iii. LTC· For self and family once in a year in accordance with any rules specified by the company. iv. ClubFee: Feeof clubssubject to a maxof one club, admissionand life membership not allowed. v.PersonalAccidentInsurance:Premiumnotto exceedRs.2000j.permonth. vi. Entertainment Expenses: Reimbursement of entertainment expenses not exceeding Rs.2000j·permonth. "RESOLVEDFURTHERTHAT the remuneration payable to Managing Director shall not exceed the overall ceiling of the total managerial remuneration as provide under section 197 of the Companies Act, 20130r such other limits asmay be prescribed from time to time. "RESOLVEDFURTHERTHATthe Board beand ishereby authorized to do all such acts, deeds and things and execute all such documents, instruments and writings as may be required to give effect to the aforesaid resolution". 5. Appointment of Sri C. BhagavanthaRao (DIN: 00218713) as Executive Chairperson of the Company. Toconsiderand,if thought fit, to pass,with or without modification(s), the following resolution asaSpecialResolution: "RESOLVEDTHAT pursuant to the provisions of Sections 196, 197, 198, 203 and all other applicableprovisions,if any,of the CompaniesAct,2013("Act"), readwith ScheduleVthereto, the Companies(Appointment and Remuneration of Managerial Personnel) Rules,2014, the applicable provisions of the Securitiesand ExchangeBoard of India (Listing Obligations and DisclosureRequirements)Regulations,2015,and other applicable laws, rules and regulations (includinganystatutory modification(s) or re-enactment(s)thereof for the time beinginforce), andpursuantto the recommendation ofthe NominationandRemunerationCommitteeandthe Boardof Directors,the consentofthe Membersbeandisherebyaccordedfor the appointment of Sri C. BhagavanthaRao(DIN: 00218713), who has attained the age of 75 years, asthe ExecutiveChairpersonofthe Companyfor aperiodofthree (3)years,with effect from the date ofthisAnnualGeneralMeeting,onthe following termsandconditions: A. Salary Monthly remuneration of Rs.l,31,450. B.PerquisitesandAllowances: Perquisitesand allowances not exceeding Rs.68,550per month, comprising, inter alia, the following: 1.Rent-freeaccommodationor HouseRentAllowance,asmaybedetermined bythe Board. 2. Reimbursementof medicalexpensesfor selfandfamily, subjectto aceilingof one month's salaryinayearorthree months' salaryoveraperiodofthree years. 3.LeaveTravelConcessionfor selfandfamilyonceinayearinaccordancewith the rulesofthe Company. 4.Clubmembershipfeefor oneclubonly,excludingadmissionfeeandlife membershipfee. 5.PersonalAccidentInsurancepremium notexceedingRs.2,000permonth. 6.Reimbursementof entertainment expensesnotexceedingRs.2,000permonth. RESOLVEDFURTHERTHATin view of Sri C. BhagavanthaRaohaving attained the ageof 75 years,the approval of the Members byway of this SpecialResolutionisaccordedpursuantto the first provisoto Section196(3)(a)ofthe CompaniesAct,2013. RESOLVEDFURTHERTHATthe remunera [Showing first 8,000 characters — download PDF for full document]