GDL Leasing & Finance Limited has informed the Exchange regarding Proceedings of its 33rd Annual General Meeting held on September 30, 2026.

Date: September 30, 2026 BSE Limited Department of Corporate Services, P. J. Towers, Dalal Street, Fort, Mumbai- 400001 BSE Scrip Code - 530855 (GDL Leasing & Finance Ltd) Dear Sir/Madam, Subject: Summary of Proceedings of the 33rd Annual General Meeting of GDL Leasing & Finance Limited for the FY 2025-26 held on September 30, 2026, at 12:15 P.M. Ref.: 1. Regulation 30 read with Para A of Part A of Schedule III of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“the SEBI Listing Regulations”) 2. SEBI Master Circular HO/49/14/14(7)2025-CFD-POD2/I/3762/2026 as issued on July 11, 2023, and updated on January 30, 2026. Dear Sir, With reference to the captioned subject, we wish to inform you that pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, we hereby enclose the summary of proceedings of the 33rd Annual General Meeting (AGM) for the Financial Year 2025-26 of GDL Leasing & Finance Limited, held today, Wednesday, September 30, 2026, at 12:15 P.M. (IST) through Video Conferencing (“VC”)/Other Audio-Visual Means (“OAVM”), with the Registered Office of the Company situated at 206, Second Floor, Vardhman Diamod Plaza, Plot No. 3 DDA Community Centre, D.B Gupta Road, Motia Khan, Pahar Ganj, Central Delhi-110055, being deemed as the official venue for the Meeting. The Meeting was conducted in compliance with the circulars issued by the Ministry of Corporate Affairs (“MCA”) and the Securities and Exchange Board of India (“SEBI”) in this regard. Voting Particulars: • Remote E-Voting: The Company provided a remote e-voting facility which commenced on Sunday, September 27, 2026, at 09:00 A.M. (IST) and ended on Tuesday, September 29, 2026, at 05:00 P.M. (IST). • E-Voting at AGM: Members who attended the AGM and had not cast their votes through remote e-voting were provided with the facility to vote during the proceedings. Mr. Akash Goel, proprietor of M/s Akash & Co., Company Secretaries, a whole-time practicing Company Secretary who was appointed as the Scrutinizer in the Board Meeting held on Friday, September 04, 2026, is carrying out the scrutiny of remote e-voting and e-voting conducted during the meeting. The consolidated Scrutinizer’s Report and the final results of the meeting will be announced and submitted to the Exchange within two working days of conclusion of Meeting. Please find attached the Summary of Proceedings as Annexure-A and other required disclosures as Annexure-B. Kindly take the above information on your record. Thanking you, Yours faithfully For GDL Leasing & Finance Limited Prem Kumar Jain Managing Director DIN: 01151409 Encl: As above Annexure-A SUMMARY OF PROCEEDINGS OF THE 33rd ANNUAL GENERAL MEETING OF GDL LEASING & FINANCE LIMITED FOR THE FINANCIAL YEAR 2025‐ 26 HELD TODAY I.E. WEDNESDAY, SEPTEMBER 30, 2026, COMMENCED AT 12:15 P.M. THROUGH VIDEO CONFERENCING (“VC”)/OTHER AUDIO- VISUAL MEANS (“OAVM”). The 33rd Annual General Meeting (“AGM”) for the financial year 2025-26 of the Members of GDL Leasing & Finance Limited (“the Company”) was held on Wednesday, September 30, 2026, commenced at 12:15 P.M. and concluded at 12:41 P.M. through Video Conferencing (“VC”)/Other Audio-Visual Means (“OAVM”). MEMBERS PRESENT DURING THE MEETING: 14 (Fourteen) Members attended the Meeting as per the Records of attendance. DIRECTORS PRESENT DURING THE MEETING: The following Directors attended the 33rd Annual General Meeting (AGM) through Video Conferencing: Name Designation 1. Mr. Prem Kumar Jain Managing Director 2. Mr. Ashish Jain Director 3. Mr. Atul Jain Director & CFO 4. Mr. Prashant Kumar Jha Independent Director Special Attendees/ Other Representatives: S. No. Name Designation 1. CS Akash Goel for and on behalf of M/s. Scrutinizer and Secretarial Akash & Co., Company Secretaries Auditor 2. Mr. Akshay Jain for and on behalf of Jain Statutory Auditor Akshay & Associates., Chartered Accountants 3. CS Astha Gupta Moderator for the Meeting Upon ascertaining that the requisite quorum was present, the Moderator of the Company called the Meeting to order. Chairman of the Meeting: Mr. Prem Kumar Jain, Managing Director of the Company, chaired the proceedings of the meeting. He welcomed the members to the meeting and addressed them on the overall performance and business operations of the Company. Thereafter, Mr. Atul Kumar Jain, Director and CFO of the Company, addressed the Members and appraised them of the financial performance and financial position of the Company Proceedings of Annual General Meeting: The Moderator of the Company informed the Members that in compliance with the Companies Act, 2013 and SEBI (LODR) Regulations, 2015, the Company had provided a Remote E-voting facility through NSDL from Sunday, September 27, 2026, at 09:00 A.M.(IST) to Tuesday, September 29, 2026, at 05:00 P.M.(IST). The Notice convening the AGM was taken as read. The following items of Ordinary and Special Businesses as per the Notice were transacted: S. Type of Method Details of the agenda No. Resolution of voting To receive, consider and adopt the financial statements of the Company for the financial year ended on 31st March 2026, including audited Ordinary 1. Balance Sheet as at 31st March, 2026 and the E-voting Resolution Profit & Loss Account for the year ended on that date, together with the report of the Directors and Auditors thereon. To appoint a Director in place of Mr. Ashish Jain (DIN: 02196387) who retires by rotation and Ordinary 2. E-voting being eligible to offer himself for re- Resolution appointment. To appoint the Secretarial auditor of the Ordinarily 3. E-voting Company. Resolution To appoint Mr. Pankaj Bansal (DIN: 10394872) Special 4. E-voting as an Independent Director of the Company. Resolution To consider and approve revision of managerial remuneration payable to Mr. Prem Kumar Jain Special 5. E-voting (DIN: 01151409), Managing Director of the Resolution company. To consider and approve revision of managerial remuneration payable to Mr. Atul Jain S pecial 6. E-voting (DIN: 06608095), CFO & Director of the Resolution company. To increase the Authorised Share Capital of the Ordinary 7. company and alteration of capital clause of E-voting Resolution memorandum of association of the company Issuance of upto 30,00,000 Warrants convertible Special 8. into Equity Shares to the person belonging to E-voting Resolution Non- Promoter Group on a Preferential Basis Members who had registered themselves as Speakers were invited to express their views/raise questions, if any. However, no speaker shareholder was present for the purpose of the Meeting. Accordingly, no questions or queries were raised by the shareholder. The Moderator of the Company then informed the Members that those who had not cast their vote through remote e-voting could cast their vote during the AGM. The e-voting facility was kept open for 15 minutes to facilitate this. M/s. Akash & Co., Company Secretaries in Whole-time practice were appointed as the Scrutinizer by the Board at its meeting held on Friday, September 04, 2026, to scrutinize the e-voting process. The Moderator further noted that the consolidated results of the voting would be announced within two working days and submitted to the Stock Exchanges and uploaded on the Company's website. The Meeting concluded at 12:41 P.M. Kindly take the same on your record. Thanking you, Yours faithfully For GDL Leasing & Finance Limited Prem Kumar Jain Managing Director DIN: 01151409 Annexure-B Brief Details with Respect to the 33rd Annual General Meeting of the Company. (In accordance with Regulation 30 of SEBI (LODR) Regulations, 2015 read with SEBI Master Circular HO/49/14/14(7)2025-CFD-POD2/I/3762/2026 as issued on July 11, 2023, and updated on January 30, 2026) Particulars Details 1. Date of the meeting Wednesday, September 30, 2026 2. Brief details of items The consolidated results of the remote e-voting and e- deliberated and voting conducted d [Showing first 8,000 characters — download PDF for full document]