As per Attached Notice of EOGM

Date: 29th July, 2026 The Corporate Relationship Department BSE Limited Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai – 400 001 Scrip Code: 540515 Scrip ID: KANUNGO Sub: Submission of Notice of Extra-Ordinary General Meeting of the Company Pursuant to the applicable provisions of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, please find enclosed herewith the Notice convening the Extra-Ordinary General Meeting ("EGM") of the Members of Kanungo Financiers Limited, scheduled to be held on Friday, August 21, 2026 at 03:00 P.M. (IST) through Video Conferencing ("VC") / Other Audio-Visual Means ("OAVM"), to transact the business as set out in the Notice. The Notice of the EGM is being circulated to the Members of the Company in accordance with the applicable provisions of the Companies Act, 2013 and the Rules made thereunder, read with the relevant circulars issued by the Ministry of Corporate Affairs and the Securities and Exchange Board of India. Kindly take the same on your records. For Kanungo Financiers Limited Mahenda Kumar Jagdeesh Patel Director DIN: 10782956 KANUNGO FINANCIERS LIMITED CIN: L65100GJ1982PLC086450 B-7, Ajanta Complex, 5th floor, Income Tax, Ahmedabad, Gujarat, 380009 Phone: 079-48002688; Email: kanungofinanciers@gmail.com; Website: www.kanungofinanciers.com NOTICE IS HEREBY GIVEN THAT AN EXTRA-ORDINARY GENERAL MEETING (‘EGM’) OF THE MEMBERS OF KANUNGO FINANCIERS LIMITED WILL BE HELD ON FRIDAY, AUGUST 21, 2026 AT 03:00 PM THROUGH VIDEO CONFERENCING (“VC”)/OTHER AUDIO-VISUAL MEANS (“OAVM”) TO TRANSACT THE FOLLOWING BUSINESS: SPECIAL BUSINESS: ITEM NO. 1: INCREASE IN AUTHORIZED SHARE CAPITAL OF THE COMPANY AND CONSEQUENTIAL ALTERATION IN THE MEMORANDUM OF ASSOCIATION OF THE COMPANY: To consider and, if thought fit, to pass, with or without modification(s), the following resolution as an Ordinary Resolution: “RESOLVED THAT pursuant to the provisions of Sections 13, 61, 64 and all other applicable provisions, if any, under the Companies Act, 2013 (“the Act”), and the rules made thereunder (including any amendment thereto or re- enactment thereof), the relevant provisions of the Articles of Association of the Company or any other applicable laws for the time being in force and subject to all other necessary approvals, permissions, consents and sanctions, if any, the approval of the Members of the Company be and is hereby accorded to increase the existing Authorized Share Capital of the Company from Rs. 5,24,00,000/- (Rupees Five Crores Twenty-Four Lakh Only) divided into 52,40,000 (Fifty-Two Lakh Forty Thousand) equity shares of Rs. 10/- (Rupees Ten Only) each to Rs. 50,00,00,000/- (Rupees Fifty Crores Only) divided into 5,00,00,000/- (Five Crores Only) Equity shares of Rs. 10/- (Rupees Ten Only) each by addition of Rs. 44,76,00,000/- (Rupees Forty-four Crores Seventy-Six Lakh Only) divided into 4,47,60,000 (four Crores Forty-Seven Lakh Sixty Thousand) Equity Shares of Rs. 10/- (Rupees Ten Only) each. RESOLVED FURTHER THAT subject to the provisions of Section 13, 61 and other applicable provisions of the Companies Act, 2013 and subject to such other approval(s) from the concerned Statutory Authority(ies), the Memorandum of Association of the Company be and is hereby altered by substituting the existing Clause V i.e. Capital Clause thereof by the following new Clause V as under: “V. The Authorised Share Capital of the Company is Rs. 50,00,00,000/- (Rupees Fifty Crores Only) divided into 5,00,00,000/- (Fifty Crore) Equity Shares of Face Value of Rs. 10/- (Rupees Ten Only) each.” RESOLVED FURTHER THAT to give effect to this resolution, the Board of Directors (‘the Board’, which term shall include any Committee authorized by the Board to exercise its powers including powers conferred on the Board by this resolution) be and is hereby severally authorized to do all deeds, matters, things, acts, and to execute any agreements, documents and writings, as may be deemed necessary, but not limited to making correspondences with Stock Exchanges or any other regulatory authority and/or to settle all questions, difficulties or doubts that may arise in this regard.” ITEM NO. 2: ACQUISITION OF 11,18,150 EQUITY SHARES OF M/S. STARTECH INFRALOGISTICS PRIVATE LIMITED ("SIPL") To consider and if thought fit, to pass with or without modification(s), the following resolution as a Special Resolution: “RESOLVED THAT pursuant to the provisions of Sections 179(3)(j), 186 and other applicable provisions, if any, of the Companies Act, 2013 (the "Act") and rules made thereunder, the consent of the Members be and is hereby accorded for the acquisition of 11,18,150 equity shares representing 19.50% of the equity shareholding in M/S. Startech Infralogistics Private Limited ("SIPL") for a total purchase consideration of Rs. 42,48,97,000/- (Rupees Forty-Two Crores Forty-Eight Lakhs Ninety-Seven Thousand Only) at a price of Rs. 380/- (Rupees Three Hundred Eighty Only) per equity share. RESOLVED FURTHER THAT in consideration of the above acquisition, the consent of the Members be and is hereby accorded for the issuance and allotment of up to 2,12,44,850 (Two Crore Twelve Lakhs Forty-Four Thousand Eight Hundred Fifty) fully paid-up equity shares of the Company having a face value of Rs. 10/- (Rupees One Only) each at a price of Rs. 20/- (Rupees Twenty Only) per equity share, including a premium of Rs. 10/- Only per share to the shareholders of SIPL by way of share swap, thereby discharging the entire purchase consideration for the acquisition of SIPL. RESOLVED FURTHER THAT upon the allotment of the said equity shares, SIPL shall become an Associate Company of Kanungo Financiers Limited, and the Board of Directors of the Company be and is hereby authorized to take all necessary steps to give effect to this resolution, including but not limited to filing of necessary forms with the Registrar of Companies, making necessary disclosures, and obtaining any approvals as may be required. RESOLVED FURTHER THAT any Director of the Company, be and is hereby authorized to sign and submit the necessary application and forms with appropriate authorities and to perform all such acts, deeds and things as he may in his absolute discretion deem necessary or desirable for and on behalf of the Company for the purpose of giving effect to aforesaid resolution.” ITEM NO. 3: ACQUISITION OF 10,21,960 EQUITY SHARES OF M/S. PEEPAL MINING AND LOGISTICS PRIVATE LIMITED ("PMLPL") To consider and if thought fit, to pass with or without modification(s), the following resolution as a Special Resolution: “RESOLVED THAT pursuant to the provisions of Sections 179(3)(j), 186 and other applicable provisions, if any, of the Companies Act, 2013 (the "Act") and rules made thereunder, the consent of the Members be and is hereby accorded for the acquisition of 10,21,960 equity shares representing 19.50% of the equity shareholding in M/S. Peepal Mining and Logistics Private Limited ("PMLPL") for a total purchase consideration of Rs. 38,83,44,800/- (Rupees Thirty-Eight Crores Eighty-Three Lakhs Forty-four Thousand Eight Hundred Only) at a price of Rs. 380/- (Rupees Three Hundred Eighty Only) per equity share. RESOLVED FURTHER THAT in consideration of the above acquisition, the consent of the Members be and is hereby accorded for the issuance and allotment of up to 1,94,17,240 (One Crore Ninety-Four Lakhs Seventeen Thousand Two Hundred Forty) fully paid-up equity shares of the Company having a face value of Rs. 10/- (Rupees One Only) each at a price of Rs. 20/- (Rupees Twenty Only) per equity share, including a premium of Rs. 10/- Only per share to the shareholders of PMLPL by way of share swap, thereby discharging the entire purchase consideration for the acquisition of SIPL. RESOLVED FURTHER THAT upon the allotment of the said equity shares, PMLPL shall become an associate Company of Kanungo Financiers Limited, and the Board of Directors of the Company be and is hereby authorized to [Showing first 8,000 characters — download PDF for full document]