Scrutinizer Report for 39th AGM held on 29th September 2026

SCRUTINIZER’S REPORT The Chairman, Goenka Business & Finance LTD 18, Rabindra Sarani, Poddar Court, Gate No. 4, 2nd Floor, Room No.17, Kolkata Wb 700001. Subject : Scrutinizer’s Report on E-voting pursuant to the provisions of Section 108 of the Companies Act, 2013 read with Rule 20 of the Companies (Management and Administration) Rules, 2014 as amended by Companies (Management and Administration) Amendment Rules, 2016 at the 39th Annual General Meeting of M/s. Goenka Business & Finance LTD held on Tuesday, 29th September, 2026 at 3:45 P.M through video conferencing ('VC') / other audio visual means ('OAVM'). I, Aanal Satyawadi, a Company Secretary in practice, have been appointed by the Board of Directors of M/s. Goenka Business & Finance LTD (the Company) as a Scrutinizer for the purpose of scrutinizing the e-voting at the 39th Annual General Meeting (AGM) venue and ascertaining the requisite majority, on the resolutions contained in the notice to the 39th Annual General Meeting (AGM) of the members of the Company, held on Tuesday, the 29th Day of September, 2026 through video conferencing ('VC') / other audio visual means ('OAVM'). The notice dated September, 19th 2026 as confirmed by the Company was sent to the shareholders in respect of the below mentioned resolutions passed at the AGM of the Company through electronic mode to those Members whose email addresses are registered with the Company/ Despositories in compliance with the MCA Circular dated May 5, 2020 read with circulars dated April 8, 2020 and April 13, 2020 (collectively referred to as "MCA Circulars") and SEBI Circular dated May 12, 2020. The Company had availed voting facility offered by National Securities Depository Limited ("NSDL") for conducting remote e-voting by the Shareholders of the Company. Registered Office: 504, Ratnanjali Square, Jodhpur Village Ahmedabad, Gujarat-380015 The voting period for remote e-voting commenced on Saturday, September 26, 2023 (9:00 a.m. IST) and ended on Tuesday, September 28, 2026 (5:00 p.m. IST). The Company had also provided remote e-voting facility to the shareholders present at the AGM through VC / OAVM and who had not casted their vote earlier. The management of the Company is responsible to ensure the compliance with the requirements of the Companies Act, 2013 and the Rules relating to voting on the resolutions contained in the Notice of 39th Annual General Meeting (AGM) of the members of the Company. My responsibility as a Scrutinizer for the voting process is restricted to presenting a Scrutinizer’s Report of the votes cast “in favour” or “against” or “abstained”, in respect of the resolutions stated below, based on the reports generated from the e-voting system provided by National Securities Depository Limited (NSDL), the authorized agency to provide e-voting facilities, engaged by the Company. The shareholders of the Company holding shares as on the "cut-off" date of Friday, September 23, 2026 were entitled to vote on the resolutions as contained in the Notice of the AGM. After the closure of remote e-voting at the AGM, the report on voting done at the AGM and the votes cast under remote e-voting facilitiy prior to the AGM were unblocked on 29th September,2026 at 4:20 P.M. and was witnessed by 1. Ms. Bansari Shah & 2. Mr. Punit who are not in the employment of the Company. They have signed below in confirmation of votes being unblocked in their presence. Registered Office: 504, Ratnanjali Square, Jodhpur Village Ahmedabad, Gujarat-380015 I have scrutinized and reviewed the remote e-voting prior and during the AGM and votes cast therein based on the data downloaded from the NSDL e-voting system. Thanking you, Yours Faithfully Date: 29-09-2026 For, Aanal Satyawadi & co. Place :Ahmedabad Practicing Company Secretary Aanal Satyawadi Proprietor FCS: 9505 COP: 11558 UDIN :F009505H001658152 Registered Office: 504, Ratnanjali Square, Jodhpur Village Ahmedabad, Gujarat-380015 ITEM NO. 1- ORDINARY RESOLUTION RESOLUTION: TO RECEIVE, CONSIDER AND ADOPT THE AUDITED FINANCIAL STATEMENTS OF THE COMPANY FOR THE FINANCIAL YEAR ENDED ON MARCH 31, 2026 TOGETHER WITH REPORTS OF THE DIRECTORS AND AUDITORS THEREON.: Votes in favour of the Votes against the Resolution Invalid Votes Resolution Total Valid No. of Voting Method % of Votes No. of No. of No. of No. of % of valid No. of Invalid valid Folios Shares Folios Shares votes Members votes cast votes by them E-Voting 620585 109 619572 99.84% 6 1013 0.00% 0 0 E-voting at 0 0 0 0.00 0 0 0.00 0 0 conducted through VC/OAVM Total 620585 109 619572 99.84 % 6 1013 0.00% 0 0 The Above Resolution is Passed With Requisite Majority. NOTE: THE % HAVE BEEN ROUNDED OFF TO TWO DECIMALS. Registered Office: 504, Ratnanjali Square, Jodhpur Village Ahmedabad, Gujarat-380015 Ordinary Business ITEM NO. 2- ORDINARY RESOLUTION RESOLUTION: TO APPOINT A DIRECTOR IN PLACE OF MR. YASIN GORI (DIN: 08221979),WHO RETIRES BY ROTATION AND BEING ELIGIBLE, OFFERS HIMSELF FOR RE‐APPOINTMENT. Votes in favour of the Votes against the Resolution Invalid Votes Resolution Voting Total Valid No. of % of Method Votes No. of No. of No. of No. of % of valid No. of Invalid valid Folios Shares Folios Shares votes Members votes cast votes by them E-Voting 620585 107 616564 99.35% 8 4021 0.00 % 0 0 E-voting at 0 0 0 0.00 0 0 0.00 0 0 conducted through VC/OAVM Total 620585 107 616564 99.35% 8 4021 0.00 % 0 0 The Above Resolution is Passed With Requisite Majority. NOTE: THE % HAVE BEEN ROUNDED OFF TO TWO DECIMALS. Registered Office: 504, Ratnanjali Square, Jodhpur Village Ahmedabad, Gujarat-380015 Ordinary Busines ITEM NO. 3 - ORDINARY RESOLUTION RESOLUTION: APPOINTMENT OF M/S V S S B AND ASSOCIATES, CHARTERED ACCOUNTANTS AS A STATUROTY AUDITOR OF THE COMPANY Votes in favour of the Votes against the Resolution Invalid Votes Resolution Voting Total Valid No. of % of Method Votes No. of No. of No. of No. of % of valid No. of Invalid valid Folios Shares Folios Shares votes Members votes cast votes by them E-Voting 620085 107 616072 99.35 % 7 4013 0.00% 0 0 E-voting at 0 0 0 0.00 0 0 0.00 0 0 conducted through VC/OAVM Total 620085 107 616072 99.35 % 7 4013 0.00% 0 0 The Above Resolution is Passed With Requisite Majority. NOTE: THE % HAVE BEEN ROUNDED OFF TO TWO DECIMALS. Registered Office: 504, Ratnanjali Square, Jodhpur Village Ahmedabad, Gujarat-380015 Special Busines ITEM NO. 4 - ORDINARY RESOLUTION RESOLUTION: DECLARATION OF FINAL DIVIDEND Votes in favour of the Votes against the Resolution Invalid Votes Resolution Voting Total Valid No. of % of Method Votes No. of No. of No. of No. of % of valid No. of Invalid valid Folios Shares Folios Shares votes Members votes cast votes by them E-Voting 620085 108 619072 99.83 % 6 1013 0.00% 0 0 E-voting at 0 0 0 0.00 0 0 0.00 0 0 conducted through VC/OAVM Total 620085 108 619072 99.83 % 6 1013 0.00% 0 0 The Above Resolution is Passed With Requisite Majority. NOTE: THE % HAVE BEEN ROUNDED OFF TO TWO DECIMALS. Registered Office: 504, Ratnanjali Square, Jodhpur Village Ahmedabad, Gujarat-380015 Special Busines ITEM NO. 5 - ORDINARY RESOLUTION RESOLUTION: TO REAPPOINT MS. CHARMI PARIKH AS INDEPENDENT DIRECTOR OF THE COMPANY FOR THE SECOND TERM: Votes in favour of the Votes against the Resolution Invalid Votes Resolution Voting Total Valid No. of % of Method Votes No. of No. of No. of No. of % of valid No. of Invalid valid Folios Shares Folios Shares votes Members votes cast votes by them E-Voting 620085 107 616072 99.35 % 7 4013 0.00% 0 0 E-voting at 0 0 0 0.00 0 0 0.00 0 0 conducted through VC/OAVM Total 620085 107 616072 99.35 % 7 4013 0.00% 0 0 The Above Resolution is Passed With Requisite Majority. NOTE: THE % HAVE BEEN ROUNDED OFF TO TWO DECIMALS. Registered Office: 504, Ratnanjali Square, Jodhpur Village Ahmedabad, Gujarat-380015 Special Busines ITEM NO. 6 - ORDINARY RESOLUTION RESOLUTION: TO CONFIRM THE APPOINTMENT OF MR. ATUL SHETH AS INDEPENDENT DIRECTOR: Votes in favour of the Votes against the Res [Showing first 8,000 characters — download PDF for full document]