Special Resolution passed at the AGM held on 25th September, 2026 for Buyback of Equity Shares of the Company

SHARDUL SECURITIES LIMITED CIN : L50100MH1985PLC036937 G 12, Tulsiani Chambers, Nariman Point, Mumbai - 400 021. Tel. : 91 22 4603 2806 / 07 Email id : investors@ssl.ind.in Website : www.shardulsecurities.com Date: October 01, 2026 BSE Limited PJ Towers, Dalal Street, Mumbai 400 001, Maharashtra, India Scrip Code: 512393 Scrip ID: SHARDUL Sub.: Filing of copy of Special Resolution for Buy-back of Equity Shares of Shardul Securities Limited (the “Company”) pursuant to the provisions of the SEBI (Buy-Back of Securities) Regulations, 2018 (“Buy-back Regulations”) Dear Sir/Ma’am, With reference to the captioned subject, we are pleased to inform you that in accordance with Article 147 of the Article of Association of the Company and the provisions of Sections 68, 69 & 70 of the Companies Act, 2013 and rules framed thereunder and in compliance with the SEBI (Buy-Back of Securities) Regulations, 201 8, as amended from time to time, the shareholders of the Company have, by way of special resolution on September 25, 2026, approved the Buy-back of up to 1,92,00,000 (One Crore Ninety Two Lakhs) fully paid Equity Shares of face value of Z 2/- each at a price Z 60/- (Rupees Sixty Only) per Equity Share payable in cash for a total consideration not exceeding 2 115,20,00,000 /- (Rupees One Hundred Fifteen Crore Twenty Lakhs Only) excluding transaction costs through Tender Offer process using stock exchange mechanism as prescribed under the Buy-back Regulations. In compliance with the Buy-back Regulations, the certified true copy of shareholders’ resolution is enclosed herewith for your reference. We request you to kindly take the same on your record. Thanking you. Yours faithfully, For, Shardul Securities Limited Mrs. Daya Bhalia Company Secretary & Compliance Officer M. No.: A24205 SHARDUL SECURITIES LIMITED CIN : L50100MH1985PLC036937 G 12, Tulsiani Chambers, Nariman Point, Mumbai - 400 021. Tel. : 91 22 4603 2806/ 07 Email id : investors@ssl.ind.in Website : www.shardulsecurities.com CERTIFIED TRUE COPY OF THE RESOLUTION PASSED AT THE 415" ANNUAL GENERAL MEETING OF SHARDUL SECURITIES LIMITED HELD ON FRIDAY, 25™ SEPTEMBER 2026 HELD THROUGH VIDEO CONFERENCING (VC)/OTHER AUDIO-VISUAL MEANS TO BE HELD AT REGISTERED OFFICE OF THE COMPANY AT 12.00 P.M. APPROVAL FOR BUYBACK OF EQUITY SHARES: “RESOLVED THAT pursuant to Article 147 of the Articles of Association of the Company and the provisions of Sections 68, 69, 70, 108 and all other applicable provisions, if any, of the Companies Act, 2013 (the “Act”), as amended, and applicable rules made there under including the Companies (Share Capital and Debentures) Rules, 2014 (“Share Capital Rules”), and the Companies (Management and Administration) Rules, 2014, as amended (“Management Rules”), to the extent applicable and in compliance with the Securities and Exchange Board of India (Buy-Back of Securities) Regulations, 2018, as amended from time to time (“Buy-back Regulations”), the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended (‘Listing Regulations’),the RBI Master Direction — Reserve Bank of India (Non-Banking Financial Company — Scale Based Regulation) Directions, 2023, as applicable including any amendments, statutory modifications or re-enactments for the time being in force and subject to such other approvals, permissions, sanctions and exemptions of Securities and Exchange Board of India (“SEBI"), Reserve Bank of India (‘RBI") and/or Registrar of Companies (‘RoC"), lenders of the Company and/ or other authorities, institutions or bodies (together with SEBI, RBI and RoC, the (‘Appropriate Authorities”) as may be necessary and subject to such conditions and modifications, if any, as may be prescribed or imposed by the Appropriate Authorities while granting such approvals, permissions, sanctions and exemptions, which may be agreed by the Board of Directors of the Company (herein referred to as the “Board” which term shall be deemed to include any committee which the Board may constitute to exercise its powers, including the powers conferred by this resolution), consent of the Members, be and is hereby accorded for the buy-back of fully paid up equity shares of the Company having face value of ¥2/- each (“Equity Shares”) up to 1,92,00,000 (One Crore Ninety Two Lakhs) Equity Shares (representing of the total number of Equity Shares of the total paid-up Equity Share capital of the Company, as on date of Board Meeting) at a price of # 60/- (Rupees Sixty Only) (“Buy-back Price”) per Equity Share payable in cash for a total consideration not exceeding ¥ 1,15,20,00,000/- (Rupees One Hundred Fifteen Crore Twenty Lakhs Only), excluding transaction costs viz. fees, brokerage, other applicable taxes such as securities transaction tax, goods and service tax, stamp duty, filing fees to SEBI, stock exchange charges, advisors/legal fees, printing and dispatch expenses, if any, public announcement and letter of offer publication expenses, advertising expenses, and other incidental and related expenses and charges thereto (‘Transaction Costs”) (hereinafter referred to as “Buy-back Size”), which represents 24.92% and 14.16% of the aggregate of the total paid-up equity share capital and free reserves (including securities premium account) as per the standalone and consolidated audited financial statements of the Company as at March 31, 2026, respectively, whichever sets out a lower amount, to be sourced out of free reserves of the Company and/or such other source as may be permitted by the Buy-back Regulations or the Act, through the “Tender Offer” process as prescribed under the Buy-back Regulations (the process being referred hereinafter as “Buy-back”), on a proportionate basis, from the equity shareholders / beneficial owners of the Equity Shares of the Company including promoters, members of promoter group and persons acting in concert (it being understood that the “Promoter”, “Promoter Group” and “Persons Acting in Concert” will be such persons as have been disclosed under the shareholding pattern filed by the Company from time to time under the Listing Regulations and the Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011, as amended), as on the record date. The Buyback period shall commence from the date of shareholders resolution in the annual general meeting until the last date on which the payment of consideration for the Equity Shares bought back by the Company is made (“Buyback Period”), in accordance with, and consonance, with the provisions contained in the Buy-back Regulations, the Act, Share Capital Rules, the Management Rules and the Listing Regulations. RESOLVED FURTHER THAT the Company, to the extent legally permissible, implement the Buyback using the “Mechanism for acquisition of shares through Stock Exchange pursuant to Tender-Offers under Takeovers, Buyback and Delisting” notified by Securities and Exchange Board of India (“SEBI") vide circular CIR/CFD/POLICYCELL/1/2015 dated April 13, 2015 read with SEBI circular CFD/DCR2/ P/2016/131 dated December 9, 2016, SEBI circular EBI/HO/CFD/DCR-III/CIR/P/615 dated August 13, 2021 and SEBI circular SEBI/HO/CFD/ PoD-2/P/CIR/2023/35 dated March 8, 2023, and such other circulars or notifications, as may be applicable, including any amendments thereof as amended (“SEBI Circulars”), and the Company shall approach BSE Limited (“BSE”) for facilitating the same. RESOLVED FURTHER THAT the Company shall implement the Buyback out of its free reserves and securities premium account of the Company or such other source as may be permitted by the Buy-back Regulations or the Act, and the Buy- back shall be undertaken through the tender offer route through the BSE, on such terms and conditions as the Board may deem fit. RESOLVED FURTHER THAT the Company may buyback Equity Shares from all the existing Members holding Equity Shares of the Company on a proportiona [Showing first 8,000 characters — download PDF for full document]