Shareholders meeting

Ref: CE/NSEBSE/PB/09112026 9th November, 2026 Listing Department, Department of Corporate Services – Listing, National Stock Exchange of India Limited, BSE Limited, Exchange Plaza, P. J. Towers, Bandra Kurla Complex, Dalal Street, Bandra (East), Mumbai – 400 051 Mumbai – 400 001 Re: Scrip Symbol: CENTUM/ Scrip Code: 517544 Dear Sir/Madam, Sub: Postal Ballot Notice – Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 Pursuant to Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, ('Listing Regulations') as amended from time to time, we attach herewith a copy of the Postal Ballot Notice (‘Notice’) of Centum Electronics Limited (‘the Company’) along with the Explanatory Statement pursuant to the applicable provisions of the Companies Act, 2013 ('the Act') read with the Listing Regulations, for seeking approval of the Members of the Company on the Resolutions forming part of the Notice. In compliance with the various General Circulars issued by the Ministry of Corporate Affairs as disclosed in the Notice, this Notice is being sent only through electronic mode to those, whose names appear in the Register of Members / list of Beneficial Owners as received from National Securities Depository Limited and Central Depository Services (India) Limited and whose email IDs are registered with the Company / Depositories as on Friday, November 6, 2026 and pre- paid business reply envelope, are not being sent to the Members for this Postal Ballot. The remote e-voting period will commence from Tuesday, November 10, 2026 at 9:00 a.m (IST) and ends on Wednesday, December 9, 2026 at 5:00 p.m. (IST). We request you to take the same on record. Yours faithfully, For Centum Electronics Limited Indu H S Company Secretary & Compliance Officer Encl: as above Centum Electronics Limited # 44, KHB Industrial Area, Yelahanka New Town, Bangalore - 560 064, Karnataka, India Tel +91-(0)80-4143-6000 Fax +91-(0)80-4143-6005 Website www.centumelectronics.com E-mail info@centumelectronics.com CIN - L85110KA1993PLC013869 CENTUM ELECTRONICS LIMITED CIN: L85110KA1993PLC013869 Registered Office: No.44, KHB Industrial Area, Yelahanka New Town, Bangalore – 560 064 Telephone: 080 4143 6000, Fax: 080 4143 6005, website: www.centumelectronics.com NOTICE OF POSTAL BALLOT (Pursuant to Section 110 and Section 108 of the Companies Act, 2013 read with Rule 20 and Rule 22 of the Companies (Management and Administration) Rules, 2014) To the Shareholders of Centum Electronics Limited, Dear Member(s), NOTICE is hereby given that the resolutions set out below are proposed to be passed by the Members of Centum Electronics Limited (“the Company”) by means of Postal Ballot, only by way of remote e-Voting process (“e-Voting”), pursuant to Section 110 and Section 108 of the Companies Act, 2013 (“the Act”) read with Rule 20 and 22 of the Companies (Management and Administration) Rules, 2014 (“the Rules”) and other applicable provisions of the Act and the Rules, Circulars and Notifications thereunder issued by the Ministry of Corporate Affairs (“MCA Circulars”), Regulation 44 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“Listing Regulations”), Secretarial Standard on General Meetings (“SS-2”) issued by The Institute of Company Secretaries of India and other applicable laws, rules and regulations (including any statutory modification or re-enactment thereof for the time being in force and as amended from time to time). The Company has engaged the services of KFin Technologies Limited as its agency for providing e-Voting facility to the Shareholders of the Company. In compliance with the circular issued by Ministry of Corporate Affairs (‘MCA’) no. 14/2020 dated April 8, 2020, 17/ 2020 dated April 13, 2020, read with other relevant circulars issued in this regard, the latest being General Circular No. 03/2025 dated September 22, 2025 (collectively referred to as ‘MCA Circulars’), this Postal Ballot Notice (“Notice”) is being sent by email only, to the members whose e-mail addresses are registered with the Company/ Depository Participants (‘DP’)/ Depository/ Registrar & Share Transfer Agent of the Company. Further, the assent/ dissent of the members on the resolutions proposed in this Notice will be considered only through the remote e-Voting system. An explanatory statement pursuant to Section 102 of the Act and other applicable provisions of the Act, pertaining to the resolutions setting out the material facts and reasons thereof, is appended to this Notice. Pursuant to Rule 22(5) of the Rules, the Board of Directors of your Company has appointed Mr. S.P. Nagarajan, Practicing Company Secretary (CP No. 4738), Bangalore who will act as the scrutinizer (the “Scrutinizer”), to conduct the Postal Ballot through remote e-Voting process in a fair and transparent manner. The remote e-Voting period commences from 09:00 a.m. (IST) on Tuesday, November 10, 2026 and ends at 05:00 p.m. (IST) on Wednesday, December 9, 2026. The Scrutinizer will submit his report to the Chairman of the Company, or any person authorized by him upon completion of the scrutiny of the votes cast through remote e-Voting. The results of the Postal Ballot will be announced not later than 2 working days of the conclusion of the e-Voting. The said results along with the Scrutinizer’s Report will be uploaded on the Company’s website https://www.centumelectronics.com and intimated to BSE Limited (the “BSE”) and National Stock Exchange of India Limited (the “NSE”) (the NSE together with the BSE are referred to as the “Stock Exchanges”) where the Equity Shares of the Company are listed and shall also be intimated to KFin Technologies Limited, the registrar and share transfer agents of the Company. SPECIAL BUSINESSES: 1. Item No.1 – Increasing the Borrowing Limits from Rs. 500 crore (Rupees five hundred crore) to Rs. 1,000 crore (Rupees one thousand crore): To consider and, if deemed fit, to pass through Postal Ballot, the following Resolution as a Special Resolution: “RESOLVED THAT in supersession of resolution passed by the shareholders through postal ballot on February 2, 2016 on the matter and pursuant to the provisions of Section 180(1)(c) of the Companies Act, 2013 (“Act”) and other applicable provisions of the Act and rules made thereunder (including any statutory modification or re-enactment hereof), all other applicable provisions, if any, and the Articles of Association of the Company, the consent of the Company be and is hereby accorded to the Board of Directors (hereinafter referred to as the “Board” which term shall be deemed to include any committee thereof) of the Company, to borrow, from time to time, any sum or sums of money (including non-fund based banking facilities), in any currency whether Indian or foreign, as may be required for the purpose of the business of the Company, from one or more Banks, Financial Institutions and other persons, firms, bodies corporates, whether in India or abroad, with or without security, notwithstanding that the monies so borrowed together with the monies already borrowed (apart from temporary loans obtained from the Company's Bankers in the ordinary course of business) may at any time exceed the aggregate of the paid up Capital of the Company, its Free Reserves (reserves not set apart for any specific purpose) and securities premium provided that the total amount that may be borrowed by the Board and outstanding at any point of time, shall not exceed the sum of Rs. 1,000 Crore (Rupees One Thousand Crore only) and the Board be and is hereby authorized to decide all terms and conditions in relation to such borrowing, at their absolute discretion and to do all such acts, deeds and things and to execute all such documents, instruments and writings as may be required.” 2. Item No.2 – Creation of Charges on the movable and immo [Showing first 8,000 characters — download PDF for full document]