Shareholders meeting

Newgen Software Technologies Limited CIN: L72200DL 1992PLC049074, Registered Office: E-44/13, Okhla Phase II, New Delhi 110020, India Tel: +91 11 46533200, 26384060, 26384146 Fax:+91 11 26383963 Date: 29th June 2026 BSE Limited National Stock Exchange of India Limited Phiroze Jeejeebhoy Towers, Exchange Plaza, Plot No. C/1, G Block, Dalal Street, Bandra- Kurla Complex Mumbai – 400001 Bandra (E), Mumbai – 400051 Ref.: Newgen Software Technologies Limited Ref.: Newgen Software Technologies Limited (NEWGEN/INE619B01017) (NEWGEN/INE619B01017) Scrip Code – 540900 Sub: Notice of the 34th Annual General Meeting (‘AGM’) of the Company for financial year 2025-26 Dear Sir/Ma’am, This is to inform you that the 34th Annual General Meeting (“AGM”) of the Company will be held on Friday, 24th day of July 2026 at 11.00 A.M. (IST) through Video Conferencing (“VC”) or Other Audio-Visual Means (“OAVM”) facility in accordance with the relevant circulars issued by Ministry of Corporate Affairs (“MCA”) and Securities and Exchange Board of India (“SEBI”). Pursuant to Regulation 30 read with Para A of Part A of Schedule III of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, please find enclosed herewith the Notice of AGM along with the Annual Report for the financial year 2025-26. The Notice of AGM and Annual report are also available on the Company’s website at: https://newgensoft.com. You are requested to kindly take the same on record. Thanking you, For Newgen Software Technologies Limited Aman Mourya Company Secretary & Head-Legal Encl.: a/a NEWGEN SOFTWARE TECHNOLOGIES LIMITED CIN: L72200DL1992PLC049074 Registered Office: E-44/13, Okhla Phase II, New Delhi, DL-110020 IN Email: investors@newgensoft.com URL: https://newgensoft.com Tel.: (+91)-11-46533200, (+91)-11-26384060, Fax: (+91)-11-2638 3963 NOTICE OF THE 34TH ANNUAL GENERAL MEETING Notice is hereby given that the 34th Annual General Meeting (“AGM”) 2013, Mrs. Priyadarshini Nigam (DIN: 00267100), who retires of Newgen Software Technologies Limited (“the Company”) will be by rotation at this meeting, be and is hereby re-appointed as a held on Friday, the 24th day of July 2026, at 11:00 A.M. (IST) through Director of the Company, liable to retire by rotation.” Video Conferencing (VC) or Other Audio-Visual means (OAVM) to transact the businesses mentioned below. The deemed venue of 5. To re-appoint M/s Walker Chandiok & Co LLP, Chartered the AGM shall be the Registered Office of the Company situated at Accountants (Firm Registration No. 001076N/N500013) as E-44/13, Okhla Phase II, New Delhi, DL-110020. Statutory Auditors of the Company for the Second Term of Five (5) Years: ORDINARY BUSINESS: To consider and if thought fit, to pass the following resolution as 1. To receive, consider and adopt the Audited Standalone Financial an Ordinary Resolution: Statements of the Company for the financial year ended 31st March 2026 and the reports of the Board of Directors and “RESOLVED THAT pursuant to the provisions of Sections Auditors thereon and, in this regard, to consider and if thought 139, 141, 142 and other applicable provisions, if any, of the fit, to pass the following resolution as an Ordinary Resolution: Companies Act, 2013 (“the Act”) read with the Companies (Audit and Auditors) Rules, 2014 and applicable provisions of the SEBI “RESOLVED THAT the Audited Standalone Financial Statements (Listing Obligations and Disclosure Requirements) Regulations, of the Company together with the report of Board of Directors 2015 (“SEBI Listing Regulations”), including any statutory and Auditors’ thereon for the financial year ended 31st March modification(s), amendment(s) or re-enactment(s) thereof for 2026, as circulated to the Members, be and are hereby the time being in force, and pursuant to the recommendation of considered and adopted.” the Audit Committee and the Board of Directors of the Company, M/s Walker Chandiok & Co LLP, Chartered Accountants (Firm 2. To receive, consider and adopt the Audited Consolidated Registration No. 001076N/N500013), be and are hereby Financial Statements of the Company for the financial year re-appointed as the Statutory Auditors of the Company for the ended 31st March 2026 and the report of Auditors thereon second term of 5 (five) consecutive years, to hold office from and, in this regard, to consider and if thought fit, to pass the the conclusion of the 34th Annual General Meeting (‘AGM’) till following resolution as an Ordinary Resolution: the conclusion of the 39th AGM of the Company to be held in the year 2031. “RESOLVED THAT the Audited Consolidated Financial Statements of the Company including Auditors’ Report thereon for the financial RESOLVED FURTHER THAT the Board of Directors of the Company year ended 31st March 2026, as circulated to the Members, be and be and is hereby authorized to fix remuneration of the Statutory are hereby considered and adopted.” Auditors during their tenure, to reimburse their travelling and out of pocket expenses and to finalize & approve incremental fee, time 3. To declare a final dividend of Rs. 6/- (Rupees Six only) per Equity to time, based on the nature & volume of work given to Statutory Share having a Face value of Rs. 10/- (Rupees Ten) each of the Company for the financial year ended 31st March 2026 and, in Auditors, and on such other terms as may be mutually agreed between the Statutory Auditors and the Board of Directors of the this regard, to consider and if thought fit, to pass the following Company. resolution as an Ordinary Resolution: “RESOLVED THAT a final dividend at the rate of Rs. 6/- (Rupees RESOLVED FURTHER THAT the Board of Directors of the Company (hereinafter referred to as the ‘Board’, which term shall be deemed Six only) per Equity Share having a face value of Rs. 10/-(Rupees Ten) each, as recommended by the Board of Directors of the to include any Committee thereof or any person(s) authorized by Company, for the financial year ended 31st March 2026, be and the Board in this behalf) be and is hereby authorized to do all such is hereby declared, and the same be paid to those Members acts, deeds, matters and things as may be considered necessary, whose names appear on the Company’s Register of Members proper or expedient to give effect to this Resolution and for and in the Register of Beneficial Owners maintained by the matters connected therewith or incidental thereto.” Depositories as on the Record Date i.e. 17th July 2026.” 4. To appoint a director in place of Mrs. Priyadarshini Nigam By order of the Board (DIN: 00267100), who retires by rotation and being eligible, For Newgen Software Technologies Limited offers herself for re-appointment and, in this regard, to consider and if thought fit, to pass the following resolution as an Ordinary Date: 26.06.2026 Sd/- Resolution: Registered Office: E-44/13 Aman Mourya “RESOLVED THAT in accordance with the provisions of Section Okhla Phase II, New Delhi, Company Secretary 152 and other applicable provisions of the Companies Act, DL-110020 India FCS: 9975 ( 1 ) NOTES: 6. Since this AGM is being held pursuant to the MCA Circulars through VC/OAVM, physical attendance of Members has been 1. The Notice of Annual General Meeting (AGM) was approved by dispensed with. Accordingly, the facility for appointment of the Board of Directors at its meeting held on 29th May 2026. proxies by the Members will not be available for the AGM and hence the Proxy Form is not annexed to this Notice. 2. Explanatory Statements pursuant to Section 102 of the However, Body Corporates are entitled to appoint authorized Companies Act, 2013 and Regulation 36 of the SEBI (Listing representatives to attend the AGM through VC/OAVM and Obligations and Disclosure Requirements) Regulations, 2015, participate thereat and cast their votes through e-voting. which sets out details of material facts of the resolution to be transacted at this AGM, are annexed hereto. Further the 7. Body Corporate/Insti [Showing first 8,000 characters — download PDF for full document]