Shareholders meeting

Date: 1st July, 2026 To To The Deputy General Manager The Listing Manager BSE Limited National Stock Exchange of India Ltd. 1st Floor, New Trading Ring Exchange Plaza Rotunda Building, P.J. Towers Bandra (East) Dalal Street, Mumbai – 400001 Mumbai – 400051 Maharashtra, India Maharashtra, India Scrip Code: 532486 Symbol: POKARNA Subject: Notice of the 35th Annual General Meeting - Compliance under Regulations 30 and 34 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 Reference the captioned subject, please find enclosed herewith the Annual Report of the Company for the Financial Year 2025-26 along with the Notice convening the 35th Annual General Meeting (“AGM”) scheduled to be held on Monday, 27th July, 2026 at 11:00 a.m. (IST) through Video Conferencing/ Other Audio Visual Means in accordance with relevant circulars issued by the Ministry of Corporate Affairs and SEBI. In compliance with the aforesaid circulars, the Annual Report along with the Notice of the AGM is being sent only by electronic mode to those shareholders whose e- mail addresses are registered with the Company/ Registrar and Transfer Agent of the Company/Depository Participants. The aforesaid Notice is also available on the website of the Company i.e www.pokarna.com . This is for your information and record. Thanking You, Yours Faithfully, For Pokarna Limited Pratima Khandu Gulankar Company Secretary & Compliance Officer ACS:66794 CIN: L14102TG1991PLC013299 Registered and Corporate Office: Surya Towers, 105, Sardar Patel Road, Secunderabad 500 003, Telangana, India. Phone: +91 40 6631 0111, Email: contact@pokarna.com, Web: www.pokarna.com Notice Notice of the Thirty-Fifth Annual General Meeting NOTICE IS HEREBY GIVEN THAT THE 35th ANNUAL GENERAL 2. To declare Dividend on Equity Shares for the Financial Year MEETING OF THE MEMBERS OF POKARNA LIMITED (THE 2025-26. COMPANY) WILL BE HELD ON MONDAY, 27TH JULY, 2026 AT To consider and if thought fit, to pass, with or 11:00 A.M IST THROUGH VIDEO CONFERENCING (“VC”) / without modification(s), the following resolutions as OTHER AUDIO-VISUAL MEANS (“OAVM”) TO TRANSACT THE Ordinary Resolutions: FOLLOWING BUSINESSES: “RESOLVED THAT a dividend at the rate of H 0.60 per Ordinary Business equity share of H 2/- each fully paid-up of the Company, as recommended by the Board of Directors, be and is hereby 1. To receive, consider and adopt: declared for the financial year ended March 31, 2026.” (a) the Audited Standalone Financial Statements of the Company consisting of the Balance Sheet as at 31st 3. To appoint a director in place of Mr. Prakash Chand Jain (DIN: 00084490), who retires by rotation and being eligible, March, 2026, the Statement of Profit and Loss, Cash Flow offers himself for re-appointment: Statement and Statement of Changes in Equity for the year ended on that date and the Explanatory Notes annexed to, To consider and if thought fit, to pass, with or and forming part of, any of the said documents together without modification(s), the following resolutions as with the reports of the Board of Directors and the Auditor’s Ordinary Resolutions: report thereon; “RESOLVED THAT in accordance with the provisions of Section To consider and if thought fit, to pass, with or 152 and other applicable provisions of the Companies Act, without modification(s), the following resolutions as 2013, Mr. Prakash Chand Jain (DIN: 00084490), who retires by Ordinary Resolutions: rotation at this meeting, be and is hereby appointed as a Director of the Company.” “RESOLVED THAT the audited Standalone financial statements of the Company consisting of the Balance Sheet as at 31st March, 2026, the Statement of Profit and Loss, SPECIAL BUSINESS: Cash Flow Statement and Statement of Changes in Equity 4. Re-Appointment of Mr. Gautam Chand Jain (DIN: 00004775), for the year ended on that date and the Explanatory Notes as the Chairman and Managing Director of the Company. annexed to, and forming part of, any of the said documents To consider and if thought fit, to pass with or without together with the reports of the Board of Directors and the modification(s), the following Resolution as a Special Resolution: Auditor’s report, as circulated to the Members, be and are hereby considered and adopted.” “RESOLVED THAT pursuant to the provisions of Sections 196, 197, 203 and other applicable provisions, if any, of the (b) the Audited Consolidated Financial Statements of the Companies Act, 2013, read with Schedule V thereto, the Company consisting of the Balance Sheet as at 31st Companies (Appointment and Remuneration of Managerial March, 2026, the Statement of Profit and Loss, Cash Flow Personnel) Rules, 2014 [including any statutory modification(s) Statement and Statement of Changes in Equity for the year or re-enactment(s) thereof for the time being in force], and based ended on that date and the Explanatory Notes annexed to, on the recommendation of the Nomination & Remuneration and forming part of, any of the said documents together Committee and subject to such other approvals, permissions with the Auditor’s Report thereon; and sanctions as may be required, consent of the Members of To consider and if thought fit, to pass, with or the Company be and is hereby accorded for re-appointment without modification(s), the following resolutions as of Mr. Gautam Chand Jain (DIN: 00004775) as Chairman & Ordinary Resolutions: Managing Director of the Company for a period of five (5) years from 01 July 2026 to 30 June 2031, not liable to retire “RESOLVED THAT the audited Consolidated financial by rotation, upon the terms and conditions as set out in the statements of the Company consisting of the Balance Sheet Explanatory Statement annexed to this Notice and without any as at 31st March, 2026, the Statement of Profit and Loss, remuneration, salary, commission, perquisites, allowances or Cash Flow Statement and Statement of Changes in Equity other monetary benefits from the Company unless specifically for the year ended on that date and the Explanatory Notes approved by the Board and the Members in accordance with annexed to, and forming part of, any of the said documents the applicable provisions of the Companies Act, 2013 and SEBI together with the reports of the Board of Directors and the (Listing Obligations and Disclosure Requirements) Regulations. Auditors report, as circulated to the Members, be and are hereby considered and adopted.” POKARNA LIMITED Annual Report 2025-26 RESOLVED FURTHER THAT the Directors and Company permissions and sanctions as may be required, consent of the Secretary be and are hereby severally authorized to file the Members of the Company be and is hereby accorded to the re- necessary returns with Registrar of Companies and to do all appointment of Mr. Rahul Jain (DIN: 00576447) as the Managing such acts, deeds, matters and things as may be necessary to give Director of the Company for a period of five (5) years from May effect to this resolution.” 02, 2026 to May 01, 2031, upon the terms and conditions set out in the Explanatory Statement annexed to this Notice, without any 5. Re-appointment of Mr. Rahul jain (DIN: 00576447) as a remuneration, salary, commission, perquisites, allowances or Managing Director of the Company. other monetary benefits from the Company unless specifically To consider and if thought fit, to pass with or without approved by the Board and the Members in accordance with modification(s), the following Resolution as a Special Resolution: the applicable provisions of the Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure Requirements) “RESOLVED THAT pursuant to the provisions of Sections Regulations, 2015. 196, 197, 203 and other applicable provisions, if any, of the Companies Act, 2013 (‘the Act’), read with Schedule V and other RESOLVED FURTHER THAT the Directors and Company applicable provisions of the Act, the Companies (Appointment Secretary be and are hereby severally author [Showing first 8,000 characters — download PDF for full document]