Shareholders meeting

SEC/SE/066/2026-27 Chennai, September 29, 2026 BSE Limited, National Stock Exchange of India Limited, Phiroze Jeejeebhoy Towers, Exchange Plaza, C-1, Block G, P J Towers, Dalal Street, Bandra Kurla Complex, Mumbai – 400 001 Bandra (East), Scrip Code: 533121 Mumbai - 400 051 Symbol: EXPLEOSOL Sub: Notice of Postal Ballot - Disclosure under Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("LODR Regulations"). Dear Sir/Madam, Pursuant to Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, please find enclosed a copy of Notice of Postal Ballot dated September 25, 2026, along with Explanatory Statement thereto to be dispatched to the Members of the Company, seeking approval in respect of the following ordinary resolution, only by way of remote electronic voting (“e-voting”). 1. Approval of limits for granting loans to Related Parties by Wholly Owned Subsidiary(ies) (“WOS”). In compliance with the General Circulars issued by the Ministry of Corporate Affairs from time to time, the Notice of Postal Ballot is being sent by electronic mode only to those Members whose names appear in the Register of Members / List of Beneficial Owners and whose e-mail addresses are registered with the Registrar and Share Transfer Agent of the Company, i.e., Cameo Corporate Services Limited and the Depositories, viz., National Securities Depository Limited (“NSDL”) and Central Depository Services (India) Limited (“CDSL”) as on the Cut-off date, i.e., Saturday, September 26, 2026. The Board of Directors of the Company has appointed Mr. V. Suresh, Senior Partner, (Membership No. FCS 2969 and CP No.6032) and failing him Mr. Udaya Kumar K R (Membership No. FCS 11533 and CP No. 21973) partner of M/s. V. Suresh Associates, Practising Company Secretaries, Chennai, as the Scrutinizer for conducting the Postal Ballot in a fair and transparent manner. The Company has engaged the services of Central Depository Services (India) Limited (“CDSL”) for facilitating remote e-voting to enable the Members to cast their votes electronically. The remote e-voting on the Resolutions set out in the Notice of Postal Ballot shall commence on Thursday, October 01, 2026, at 9.00 A.M. (IST) and shall end on Friday, October 30, 2026, at 5.00 P.M. (IST). The Notice of Postal Ballot will also be available on the website of the Company at https://investors.expleo.com and on the website of Central Depository Services (India) Limited (“CDSL”) at https://www.evotingindia.com/. The results of the Postal Ballot will be uploaded on the Stock Exchanges within two (2) working days from the conclusion of Postal Ballot and will also Expleo Solutions Ltd. 6A, Sixth Floor, Prince InfoCity II, No. 283/3 & 283/4, Rajiv Gandhi Salai (OMR) Kandanchavadi, Chennai 600096 • India • T. +91 44 4392 3200 Email: investor.expleosol@expleogroup.com • Website: https://investors.expleo.com CIN: L64202TN1998PLC066604 • GST No: 33AABCT0976G1ZG be placed on the Company’s website at https://investors.expleo.com and also on the website of Central Depository Services (India) Limited. You are requested to take the above information on record and oblige. Thanking you, Yours faithfully, For Expleo Solutions Limited S. Sampath Kumar Company Secretary and Compliance Officer Membership No. FCS 3838 Encl: As above Expleo Solutions Ltd. 6A, Sixth Floor, Prince InfoCity II, No. 283/3 & 283/4, Rajiv Gandhi Salai (OMR) Kandanchavadi, Chennai 600096 • India • T. +91 44 4392 3200 Email: investor.expleosol@expleogroup.com • Website: https://investors.expleo.com CIN: L64202TN1998PLC066604 • GST No: 33AABCT0976G1ZG EXPLEO SOLUTIONS LIMITED Registered Office: 6A, Sixth Floor, Prince Infocity II, 283/3 & 283/4, Rajiv Gandhi Salai (OMR), Kandanchavadi, Chennai – 600 096 Tel: 044-4392 3200; Email: investor.expleosol@expleogroup.com Website: https://investors.expleo.com/ CIN: L64202TN1998PLC066604 NOTICE OF POSTAL BALLOT [Pursuant to Section 108 and 110 of the Companies Act, 2013, read with Rule 20 & 22 of the Companies (Management and Administration), Rules, 2014] Dear Member(s), Notice is hereby given pursuant to Section 108 and Section 110 and other applicable provisions, if any, of the Companies Act, 2013, (“the Act”), read with Rule 20 & 22 of the Companies (Management and Administration) Rules, 2014 (including any statutory modification(s) or re-enactment(s) thereof, for the time being in force), General Circular No. 03/2025 dated September 22, 2025, read with other relevant General Circulars issued by the Ministry of Corporate Affairs (“MCA”) from time to time (collectively “MCA Circular”), Regulation 44 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, (“SEBI Listing Regulations’’), read with SEBI Master Circular No. HO/49/14/14(7)2025-CFD-POD2/I/3762/2026 dated January 30, 2026, and other applicable SEBI Circulars (collectively, “SEBI Circulars”) and the Secretarial Standard on General Meetings issued by The Institute of Company Secretaries of India, (“SS-2”) and any other applicable laws and regulations, that the resolution appended below is proposed to be passed as an Ordinary Resolution by means of Postal Ballot only through electronic voting facility (“remote e-voting”). An Explanatory Statement pertaining to the said resolution setting out the material facts and the reasons thereof forms part of this Notice of Postal Ballot (“the Notice”). In compliance with Regulation 44 of the SEBI Listing Regulations and pursuant to the provisions of Sections 108 and 110 of the Act read with the rules framed thereunder and the MCA Circulars, the manner of voting on the proposed resolution is restricted only to remote e-voting. The Notice and instructions for remote e-voting are being sent only through electronic mode to those Shareholders whose names appear in the Register of Members / List of Beneficial Owners as on Saturday, September 26, 2026 (“Cut-Off Date”) received from the Depositories and whose email addresses are registered with the Company/ Registrar and Share Transfer Agent (“RTA”)/ Depository Participant (“DPs”)/ Depositories. A copy of the Postal Ballot Notice, Explanatory Statement and remote e-voting instructions, can be downloaded from the following link: https://investors.expleo.com/corporate-governance/ - Postal Ballot - 2026-27 and the website of Central Depository Services (India) Limited (“CDSL” or “the platform providing e-voting facility”) (https://www.evotingindia.com/). The same is also available on the websites of National Stock Exchange of India Limited (“NSE”) (https://www.nseindia.com/) and BSE Limited (“BSE”) (https://www.bseindia.com/). SPECIAL BUSINESS: Item of business requiring consent of Shareholders through Postal Ballot: Item No.1 - Approval of limits for granting loans to Related Parties by Wholly Owned Subsidiary(ies) (“WOS”). To consider and pass following resolution as an Ordinary Resolution: Resolved that pursuant to the provisions of Section 188 and all other applicable provisions, if any, of the Companies Act, 2013 (“the Act”) and read with the Companies (Meetings of Board and its Powers) Rules, 2014 (including any statutory modification(s) or re-enactment(s) thereof for the time being in force) and Regulation 23 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, (“SEBI Listing Regulations”), as may be in force from time to time, and subject to such approvals, consents, sanctions and permissions of any regulatory authority as may be necessary, approval of the shareholders of the Company be and is hereby accorded to the Board of Directors of the Company including the Audit Committee to accord its approval for the transactions to be entered by its Wholly owned Subsidiary (“WOS”) with any other Subsidiaries or related parties by a way of to enter into a contract(s) / arrangement(s) / transaction(s) with parti [Showing first 8,000 characters — download PDF for full document]