Shareholders meeting

July 28, 2026 To, To, The Manager, The Manager, Listing Department, Listing Department, BSE Limited, The National Stock Exchange of India Ltd., Phiroze Jeejeebhoy Tower, Exchange Plaza, 5th Floor, Plot C/1, G Block, Dalal Street, Bandra - Kurla Complex, Bandra (E), Mumbai - 400 001. Mumbai - 400 051. BSE Scrip Code: 540776 NSE Symbol: 5PAISA Dear Sir / Madam, Sub: Notice of Postal Ballot – Compliance under Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“Listing Regulations”) Pursuant to Regulation 30 read with Schedule III of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, and in accordance with the provisions of section 108, 110 of the Companies Act, 2013, and all other applicable provisions of the Companies Act, 2013, together with Rule 20 and 22 of the Companies (Management and Administration) Rules, 2014, together with the Circulars issued by the Ministry of Corporate Affairs (“MCA Circulars”), enclosed herewith is the Postal Ballot Notice (the “Notice”) dated July 28, 2026, along with the Explanatory Statement seeking approval of the Members of the Company on following resolutions through the process of Postal Ballot by voting through electronic means i.e., Remote e-Voting: Sr. No. Type of Resolution Description of Resolution 1. Special Resolution To consider and approve issuance of equity shares on a preferential basis for consideration other than cash pursuant to a share swap arrangement and other matters incidental thereto. In compliance with the Companies Act, 2013 and MCA Circulars, the Notice is being sent only through electronic mode to those Members whose email addresses are registered with the Company or its Registrar to an Issue and Share Transfer Agent of the Company or with the Depository(ies)/ Depository Participant(s) and whose name appear in the Register of Members or in the list of Beneficial Owners of the Company provided by the Depositories as on the Cut-off Date i.e. Friday, July 24, 2026. The Remote e-Voting facility will be available during the following period: Commencement of Remote e-Voting: From 9:00 a.m. (IST) on Wednesday, July 29, 2026 End of Remote e-Voting: Till 5:00 p.m. (IST) on Thursday, August 27, 2026 The Company has engaged the services of Central Depository Services (India) Limited (CDSL) as the agency to provide the facility of Remote e-Voting for the purpose of conducting this Postal Ballot. This intimation is also being uploaded on the Company’s website at https://www.5paisa.com/investor-relations. Kindly take the same on record and oblige. Thanking You, For 5paisa Capital Limited Gourav Munjal Whole Time Director & CFO DIN: 06360031 Place: Thane Email: csteam@5paisa.com Encl: as above 5paisa Capital Limited Registered Office: IIFL House, Sun Infotech Park, Road No.16V, Plot No. B-23, Wagle Estate, Thane - 400604 Tel.: +91 22 41035000 I E-mail: support@5paisa.com I Website: www.5paisa.com I CIN: L67190MH2007PLC289249 5PAISA CAPITAL LIMITED CIN: L67190MH2007PLC289249 Registered Office: IIFL House, Sun Infotech Park, Road No. 16V, Plot No. B-23, MIDC, Thane Industrial Area, Wagle Estate, Thane – 400604. Telephone: (+91) 22 4103 5000 / (+91) 22 2580 6654 E-mail: csteam@5paisa.com Website: www.5paisa.com POSTAL BALLOT NOTICE [Pursuant to Section 110 read with Section 108 of the Companies Act, 2013, read with Rule 20 and Rule 22 of the Companies (Management and Administration) Rules, 2014] Dear Member(s), Notice is hereby given that pursuant to the provisions of Section 110, Section 108 and other applicable provisions, if any, of the Companies Act, 2013 (including any statutory modification(s) or re-enactment(s) thereof for the time being in force) (the “Act”), read with Rules 20 and 22 of the Companies (Management and Administration) Rules, 2014 (including any statutory modification(s) or re-enactment(s) thereof for the time being in force) (the “Rules”), Secretarial Standard on General Meetings (“SS–2”) issued by the Institute of Company Secretaries of India, as amended from time to time and in accordance with the guidelines prescribed by the Ministry of Corporate Affairs (“MCA”) vide General Circular Nos. 14/2020 dated April 08, 2020; 17/2020 dated April 13, 2020; and subsequent circulars issued in this regard, including the latest General Circular No. 03/2025 dated September 22, 2025 (collectively referred to as the “MCA Circulars”) and Regulation 44 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (the “Listing Regulations”) and all other applicable laws, rules and regulations (including any statutory modification(s) or re- enactment(s) thereof for the time being in force), the resolution(s) set out below is proposed to be passed by the Members of 5paisa Capital Limited (“the Company”) by means of Postal Ballot, only by voting through electronic means (“remote e-voting”). In compliance with the aforesaid MCA Circulars, this Postal Ballot Notice ("Notice") is being sent only through electronic mode to those Members whose email addresses are registered with the Company/ Registrar to an Issue and Share Transfer Agent (“RTA”) of the Company or with the Depository(ies)/ Depository Participant(s), as the case may be and whose names appear in the Register of Members/ List of Beneficial Owners of the Company provided by the Depositories as on Friday, July 24, 2026 (i.e. the “Cut-off Date”). Members may note that the Notice shall be available on the website of the Company i.e. https://storage.googleapis.com/5paisa-prod- storage/files/investor_relations/2026-07/Postal%20Ballot%20Notice.pdf, website of BSE Limited and National Stock Exchange of India Limited (“Stock Exchanges”) at www.bseindia.com and www.nseindia.com, respectively, website of Central Depository Services (India) Limited (“CDSL”) at www.evotingindia.com, and website of MUFG Intime India Private Limited (formerly known as Link Intime India Private Limited) (“MUFG Intime”), RTA of the Company at https://in.mpms.mufg.com. An Explanatory Statement pursuant to the provisions of Section 102(1) and all other applicable provisions of the Act pertaining to the proposed resolution(s) setting out all the material facts and additional information as required under the Listing Regulations and SS-2, is annexed to this Notice. Members holding Equity Shares of the Company as on the Cut-off Date specified in this Notice are entitled to vote on the proposed resolution(s) and to record their assent (“FOR”) or dissent (“AGAINST”) through remote e-voting. The communication of assent, dissent or abstention by the Members on the resolution(s) proposed in the Notice will only take place through the remote e- voting system only i.e., by casting votes electronically. Members are requested to read the instructions provided in the Notes to this Notice to cast their votes electronically. The Company has engaged the services of CDSL to provide the remote e-voting facility to its Members. The remote e-voting facility shall be available during the following period and shall be disabled by the CDSL thereafter: Commencement of remote e-voting: From 9:00 a.m. (IST) on Wednesday, July 29, 2026. End of remote e-voting: Till 5:00 p.m. (IST) on Thursday, August 27, 2026. A person who is not a member as on the cut-off date should treat this Notice for information purpose only. In the case of joint holders, only such joint holders who are higher in the order of names will be entitled to vote. Pursuant to Rule 22 of the Companies (Management and Administration) Rules, 2014, as amended from time to time, the Board of Directors of the Company at its Meeting held on July 28, 2026, have appointed CS Swapneel Vinod Patel (Membership No. A41106 / CP No. 15628), Partner, M/s. Shah Patel and Associates, Practising Company Secretaries, Mumbai, as Scrutinizer for conducting the remote e-voti [Showing first 8,000 characters — download PDF for full document]