Cholamandalam Financial Holdings Limited has informed the exchange regarding annual report and notice of annual general meeting

CHOLAMANDALAM FINANCIAL HOLDINGS LIMITED Registered Office: “Dare House”, No. 234, N S C Bose Road, Chennai - 600 001. Phone: 044 - 4090 7638 / 2530 6486 CIN: L65100TN1949PLC002905 E-mail: investorservices@cfhl.murugappa.com; Website: www.cholafhl.com NOTICE TO MEMBERS NOTICE is hereby given that the 77th Annual General Meeting (‘AGM’) of the members of Cholamandalam Financial Holdings Limited (‘the Company’) will be held at 2.30 pm IST on Friday, the 14th August 2026 through video conference to transact the following businesses: ORDINARY BUSINESS ITEM NO. 1 - To consider and if deemed fit, to pass the following as an ORDINARY RESOLUTION: RESOLVED THAT the Audited Standalone Financial Statements of the Company for the financial year ended March 31, 2026, together with the Reports of the Board of Directors and the Independent Auditors’ thereon, be and are hereby considered, approved and adopted. ITEM NO. 2 - To consider and if deemed fit, to pass the following as an ORDINARY RESOLUTION: RESOLVED THAT the Audited Consolidated Financial Statements of the Company for the financial year ended March 31, 2026, together with the Independent Auditors’ Report thereon, be and are hereby considered, approved and adopted. ITEM NO. 3 - To consider and if deemed fit, to pass the following as an ORDINARY RESOLUTION: RESOLVED THAT a final dividend of `1.30/- per equity share (130% on the face value of `1/- each) on the paid-up equity share capital of the Company, as recommended by the Board of Directors, be and is hereby declared for the financial year ended March 31, 2026, and that the same be paid to the shareholders whose names appear in the Register of Members of the Company or in the records of the Depositories as at the close of business hours on August 7, 2026. ITEM NO. 4 - To consider and if deemed fit, to pass the following as an ORDINARY RESOLUTION: RESOLVED THAT Mr. Vellayan Subbiah (holding DIN: 01138759), who retires by rotation and being eligible has offered himself for re-appointment, be and is hereby re-appointed as a director of the Company liable to retire by rotation. SPECIAL BUSINESS ITEM NO. 5 - To consider and if deemed fit, to pass, the following as an ORDINARY RESOLUTION: RESOLVED THAT pursuant to the provisions of Sections 196, 197, 203 read with Schedule V of the Companies Act, 2013, the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 and other applicable provisions of the Companies Act, 2013, the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, (including any statutory modification(s) or re-enactment thereof for the time being in force), and extant notifications, guidelines and circulars issued by relevant statutory authorities and subject to such approvals as may be necessary, approval of the Company be and is hereby accorded for the appointment of Mr. Shyam Shankar as the Manager of the Company for a term of five (5) consecutive years with effect from June 15, 2026 to June 14, 2031 (both days inclusive) on such terms and conditions as set out in the explanatory statement annexed to this Notice. RESOLVED FURTHER THAT the Board of Directors or any Committee thereof, be and is hereby authorised to do all such acts, deeds, matters and things as they may be deemed necessary, proper, desirable or expedient to give effect to the aforesaid resolution including alteration and variation in such terms of appointment as may be deemed fit and in the best interests of the Company, subject to applicable laws. By Order of the Board Place : Chennai E Krithika Date : May 8, 2026 Company Secretary NOTES: 1. In continuation to the earlier circulars issued by the Ministry of Corporate Affairs (‘MCA’) with regard to holding of Annual General Meeting (‘AGM’) through Video Conferencing (‘VC’) or Other Audio Visual Means (‘OAVM’), MCA vide its General Circular No. 3/2025 dated September 22, 2025 have allowed companies to conduct their AGMs through VC or OAVM till further orders in accordance with the requirements mentioned therein. Accordingly, the 77th AGM of the Company is being held in an electronic mode through VC. 2. Since the 77th AGM is being conducted through VC, physical attendance of members has been dispensed with. Accordingly, the facility for appointment of proxies by the members will not be available for the 77th AGM and hence the Proxy Form, Attendance Slip and Route Map are not annexed to this Notice. 3. VC facility is being provided by the Company through National Securities Depository Limited (‘NSDL’) for participation of members in the AGM. Instructions for participation in the AGM through VC are provided in ‘instructions to members’ section of this Notice. 4. Members attending the AGM through VC shall be counted for the purpose of quorum for the meeting under section 103 of the Companies Act, 2013 (‘the Act’). 5. The businesses set out in the Notice will be transacted through electronic voting (‘e-voting’) system and the Company is providing facility for voting by electronic means. Pursuant to SEBI Circular No. SEBI/HO/CFD/CMD/CIR/P/2020/242 dated December 9, 2020, e-voting facility is being enabled for all individuals holding shares in demat accounts, by way of single login credential, through their demat accounts / websites of Depositories / Depository Participants (‘DPs’) in order to increase the efficiency of the voting process. Members are advised to update their mobile number and e-mail addresses with their DPs to access e-voting facility. Instructions and other information relating to e-voting are provided in ‘instructions to members’ section of this Notice. 6. In case of joint holders attending the meeting, only such joint holder who is higher in the order of names will be entitled to vote. 7. A statement pursuant to the provisions of section 102(1) of the Act relating to the special business to be transacted at this AGM, is annexed to the Notice. Further, disclosures with respect to re-appointment of director and appointment of Manager, as required under regulation 36(3) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘the SEBI Listing Regulations’) are furnished in the annexure to the Notice. 8. The Notice convening the 77th AGM along with the Annual Report for FY 2025-26 are being sent only through electronic mode to members whose e-mail addresses are registered with the Company / DPs. Members who have not yet registered their e-mail addresses are requested to follow the procedure provided in the ‘instructions to members’ section of this Notice. Members may also note that the Notice and the Annual Report will also be available on the Company’s website, www.cholafhl.com and on the websites of stock exchanges: www.bseindia.com and www.nseindia.com and also on the website of service provider, NSDL, www.evoting.nsdl.com. Further, in accordance with regulation 36(1)(b) of the SEBI Listing Regulations, a letter is also being sent to members whose e-mail addresses are not registered with Company/DPs, providing the weblink of company’s website from where the Annual Report can be accessed. For any clarification in this regard, members are requested to contact the secretarial department of the Company at: investorservices@cfhl.murugappa.com. 9. The Board of Directors have appointed Ms. Srinidhi Sridharan of M/s. Srinidhi Sridharan & Associates, Company Secretaries as the scrutiniser to scrutinise e-voting and conduct the voting process at the AGM in a fair and transparent manner. The scrutinizer shall, immediately after the conclusion of voting at the AGM, unblock the votes cast through e-voting (votes cast through remote e-voting and votes cast during the AGM) and will submit a consolidated Scrutinizer’s Report. The voting results will be announced on or before August 18, 2026. The voting results along with the Scrutinizer’s Report will also be placed on the Company’s website www.cholafhl.com and on the website of NSDL [Showing first 8,000 characters — download PDF for full document]