Please find enclosed the Scrutinizer''s Report for the 33rd Annual General Meeting (AGM) of M/s. GDL Leasing & Finance Ltd held on September 30, 2026, for the Financial Year 2025-26.

GDL LEASING & FINANCE LTD. GIVING DREAM LOAN Date: October 3, 2026 BSE Limited Department of Corporate Services, P. J. Towers, Dalal Street, Fort, Mumbai- 400001 BSE Scrip Code: 530855 Sub: Submission of Scrutinizer’s Report Dear Sir/Madam, The 33rd Annual General Meeting (AGM) of the members of GDL Leasing & Finance Limited was held on Wednesday, September 30, 2026 at 12:15 P.M.(IST) through Video Conferencing mode. The members were informed that the remote e-voting period opened on Sunday, September 27,2026, at 09:00 A.M. (IST) and ended on Tuesday, September 29, 2026, at 05:00 P.M. IST). At the AGM of the Company held on Wednesday, September 30, 2026, company also provided voting facility to those members who attended the meeting through VC/OAVM but could not participate in the remote e-voting. Mr. Akash Goel of M/s. Akash & Co., Company Secretaries, the scrutinizer, has signed and submitted its report on October 3, 2026. A copy of scrutinizer’s report is attached herewith for your information and record. Kindly acknowledge the receipt of the same. This is for your dissemination and records. Thanking You, Yours Faithfully For GDL Leasing & Finance Limited Atul Jain Director & CFO DIN: 06608095 Head Office:- @ www.gdlleasing.com GDL Leasing & Finance Ltd. 206, Vardhman Diamond Plaza, Paharganj, New Delhi-110055 3% info@gdlleasing.com Ph. No. 011-69206216 gdigroup@yahoo.com CIN NO.-L74899DL 1994PLC057107 H-146/147, Ground Floor akash & co. Sec63t, oNoirda M: 491 93543 05758 REPORT OF SCRUTINIZER [Pursuant to the Section 108 of the Companies Act, 2013 and Rule 20(3)(xi) of the Companies (Management and Administration Rules, 2014)] Date: October 03, 2026 The Chairman GDL Leasing & Finance Limited CIN: L74899DL1994PLC057107 206, Second Floor, Vardhman Diamond Plaza, Plot No.3 DDA Community Centre, D.B Gupta Road, Motia Khan, Pahar Ganj, Central Delhi-10055 Subject: Consolidated Scrutinizer’s Report for the e-votin: 33rd Annual General Meeting (“AGM”) of the members of GDL Leasing & Finance Limited (“Company”) held on Wednesday, September 30, 2026, at 12:15 P.M. (IST) through Video Conferencing (“VC”) or Other Audio-Visual Means (“OAVM”) Dear Sir, Pursuant to Section 108 of the Companies Act, 2013 (“the Act”) read with Rule 20 of the Companies (Management and Administration) Rules, 2014, as amended, we M/s. Akash & Co., Company Secretaries, having office at H-146/147, Ground Floor, Sector-63, Noida, Uttar Pradesh-201301, have been appointed as the Scrutinizer to scrutinize the e-voting (including remote e-voting) process, in a fair and transparent manner for the 33" Annual General Meeting (“AGM™) of the Company and ascertaining the requisite majority on e-voting (including remote e-voting) in respect of the resolutions proposed at the AGM of the Company. We hereby submit our consolidated report on the results of e-voting (including remote e-voting) as under: 1. Pursuant to the General Circular No. 03/2025 dated September 22, 2025, and other circulars issued by the Ministry of Corporate Affairs (“MCA Circulars”) read with the Securities and Exchange Board of India (“SEBI”) Circular no. SEBI/HO/CFD/CFD-PoD-2/P/CIR/2024/133 dated October 03, 2024, the Notice of the AGM along with the Explanatory Statement were sent by electronic mode to those Members, whose ¢-mail addresses were registered with the Company/Depositories. 2. The Members whose names appear in the register of Members/ Beneficial Owners as on the record date (Cut Off date) i.c., Wednesday, September 23, 2026, and who were otherwise not barred to cast their vote, were entitled to vote on the proposed resolutions as set out in the Notice of the AGM. Akash& Co. Company Secrearies - ICSI Unique Firm No. S2019UP693700 Silioa ieet H-146/147, Ground Floor akash & co e v a 5 Uttar Pradesh - 201301 M 491 93543 05758 E: infoakashandco.com 3. The e-voting platform for remote e-voting and e-voting at the AGM was provided to the Members of the Company by NSDL. The remote e-voting platform was opened from Sunday, September 27, 2026, at 9:00 A.M. (IST) and ended on Tuesday, September 29, 2026, at 5:00 P.M. (IST). The members who were present in the AGM through VC / OAVM facility and had not cast their votes on the resolutions during the remote e-voting period and were otherwise not barred from doing so, were allowed to cast their votes through e-voting system during the AGM. After conclusion of the AGM and closure of e-voting at the AGM, the votes cast through e-voting (including remote e-voting) were unblocked and downloaded from the e-voting website of NSDL in the presence of two witnesses, Ms. Gurusha Tiwari and Ms. Riya Kumari who are not in the employment of the Company. The said witnesses have signed below to confirm that e-voting (including remote e-voting) was unblocked in their presence: (Gurusha Tiwari) (Riya Kumari) The e-voting (including remote e-voting) data as downloaded from the e-voting system of NSDL was scrutinized, thereafter, the votes were counted, and the results were prepared. 8. The Management of the Company is responsible to ensure compliance with the requirements of the Act and rules relating to remote e-voting prior to and during the AGM on the resolutions contained in the notice of the AGM. Our responsibility as scrutinizer for the remote e-voting is restricted to making a Scrutinizer’s Report of the votes cast in favour or against the resolutions. 9. We now submit our consolidated report as under on the result of the remote e-voting prior to and during the AGM in respect of the said resolutions, as per the data downloaded from NSDL e-voting system, summary of the total votes cast “In Favour” or “Against” all the resolutions proposed in the Notice of the AGM are as under: ‘Akash & Co. Company Sccrctaries - ICSI Unique Firm No. $2019UP693700 akash & co H-146/147, Ground Floor - Uttar Prad- e20s13h01 COMPANY SECRETARIES M: 491 93543 05758 E:i nfo@akashandco.com Ordinary Businesses: Resolution 1: To receive, consider and adopt the financial statements of the Company for the financial year ended on 31% March 2026, including audited Balance Sheet as at 31% March, 2026 and the Profit & Loss Account for the year ended on that date, together with the report of the Directors and Auditors thereon. [Ordinary Resolution] Consolidated Voting Results % of Total Particulars No. of Members Valid Votes No. of votes cast who veted Cast Valid votes in favour of the Resolution 20 3588156 99.9999% Valid votes against the Resolution 2 2 0.0001% Total 22 3588158 100% Invalid Votes NA NA NA On the basis of the voting results, the resolution set out in Item No. 1 has been duly passed with requisite majority. Resolution 2: To re-appoint Mr. Ashish Jain (DIN: 02196387), Director, who retires by rotation and being eligible, offers himself for re-appointment as Director. [Ordinary Resolution] Particulars Consolidated Voting Results % of Total No. of Members | No. of votes cast | Valid Votes who voted Cast Valid votes in favour of the Resolution 17 886581 99.9998% Valid votes against the Resolution 2 2 0.0002% Total 19 886583 100% Invalid Votes 3 2701575 NA On the basis of the voting results, the resolution set out in Item No. 2 has been duly passed with requisite majority. Akash& Co. Company Secretaries - ICSI Unique Firm No. S2019UP693700 H-146/147, Ground Floor akash & co. Sector 63, Noida Uttar Pradesh - 201301 M: 49193543 05758 CompANY sECRETARIES E:i nfo@akashandco.com Special Businesses: Resolution 3: Appointment of Secretarial Auditor of the Company. [Ordinary Resolution] r Particulars Consolidated Voting Results % of Total No. of Members | No. of votes cast | Valid Votes who voted Cast Valid votes in favour of the Resolution 20 3588156 99.9999% Valid votes against the Resolution 2 2 0.0001% Total 22 3588158 100% Invalid Votes NA NA NA On the basis of the voting results, the resolution set out in Item No. 3 has been duly passed with requisite majority. Resolution 4: To appoint Mr. Pankaj Bansal ( [Showing first 8,000 characters — download PDF for full document]