Shareholders meeting

August 7, 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, Subject: Notice of the 19th (Nineteenth) Annual General Meeting of 5paisa Capital Limited for FY 2025-26. Pursuant to Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, (“SEBI Listing Regulations”), we hereby enclose, Notice of the 19th (Nineteenth) Annual General Meeting (“AGM”) of the Company scheduled to be held on Tuesday, September 1, 2026 at 11:30 A.M. (IST) through Video Conferencing (“VC”) / Other Audio-Visual Means (“OAVM”) in compliance with the applicable provisions of the Companies Act, 2013 and rules framed thereunder read with Circulars issued by the Ministry of Corporate Affairs (“MCA”) and the Securities and Exchange Board of India (“SEBI”) in this regard, from time to time. The Notice is being sent through electronic mode to all the Members of the Company, whose e-mail addresses are registered with the Company / Depository(ies) / Registrar & Share Transfer Agent (“RTA”) and is also available on the website of the Company at https://www.5paisa.com/investor-relations. Further, in accordance with Regulation 36 of the SEBI Listing Regulations, a letter providing the weblink and Quick Response (“QR”) Code for accessing the Notice along with Annual Report for FY 2025-26 is being sent to all those Members who have not registered their email addresses with the Company/Depository Participant(s)/RTA. Kindly take the above on record and oblige. Thanking You, For 5paisa Capital Limited Mehul Somaiya Company Secretary & Compliance Officer ACS - 43026 Email: csteam@5paisa.com Place: Thane 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 Annual Report 2025-26 AGM Notice 5PAISA CAPITAL LIMITED CIN: L67190MH2007PLC289249 Regd. Office – IIFL House, Sun Infotech Park, Road No. 16V, Plot No. B-23, Thane Industrial Area Wagle Estate, Thane – 400 604 Tel: (91-22) 4103 5000, Fax: (91-22) 2580 6654 E-mail: csteam@5paisa.com, Website: www.5paisa.com NOTICE NOTICE IS HEREBY GIVEN THAT THE 19TH (NINETEENTH) “RESOLVED THAT Mr. Gourav Munjal (DIN: 06360031), who ANNUAL GENERAL MEETING (“AGM”) OF THE MEMBERS retires by rotation from the Board of Directors pursuant to OF 5PAISA CAPITAL LIMITED (THE “COMPANY”) WILL the provisions of Section 152 of the Companies Act, 2013 BE HELD ON TUESDAY, 1ST DAY OF SEPTEMBER, 2026, AT and Articles of Association of the Company, and being 11:30 A.M. THROUGH VIDEO CONFERENCING (“VC”) / eligible, offers himself for re-appointment, be and is hereby OTHER AUDIO-VISUAL MEANS (“OAVM”) TO TRANSACT THE re-appointed as the Director of the Company, whose office FOLLOWING BUSINESSES: shall be liable to retirement by rotation.” ORDINARY BUSINESSES: SPECIAL BUSINESSES: 1. To receive, consider and adopt: 3. To approve material related party transactions with IIFL (a) The Audited Standalone Financial Statement(s) Finance Limited, and in this regard, to consider and if of the Company for the Financial Year ended thought fit to pass with or without modification(s) the March 31, 2026, together with the Reports of the following resolution as an Ordinary Resolution: Board of Directors and the Statutory Auditors thereon. “RESOLVED THAT pursuant to the provisions of Regulation To consider and if thought fit, to pass the following 2(1)(zc) and Regulation 23 and all other applicable resolution as an Ordinary Resolution: provisions, if any, of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) “RESOLVED THAT the Audited Standalone financial Regulations, 2015 (hereinafter called “Listing Regulations”), statement(s) of the Company for the Financial Year and the Company’s Policy on Related Party Transaction(s), ended March 31, 2026, along with the reports of the and all applicable provisions of the Companies Act, Board of Directors and Auditors thereon, be and are 2013 (hereinafter called “Act”) and rules framed hereby received, considered and adopted.” thereunder, (including any statutory modification(s) or re-enactment(s) thereof for the time being in force) and (b) The Audited Consolidated Financial Statement(s) based on recommendation of the Audit Committee and of the Company for the Financial Year ended Board of Directors, the approval of the Members be and March 31, 2026, together with the Report of the is hereby accorded to the Board of Directors (“the Board” Statutory Auditors thereon. which term shall be deemed to include a Committee of the Board) to enter into and/or execute new contract(s)/ To consider and if thought fit, to pass the following arrangement(s)/transaction(s) and/ or to continue with resolution as an Ordinary Resolution: the existing contract(s)/arrangement(s)/ transaction(s) if any, or otherwise with IIFL Finance Limited, a Related Party “RESOLVED THAT the Audited Consolidated financial as defined in Listing Regulations, relating to transactions statement(s) of the Company for the Financial Year as detailed in the explanatory statement, (whether by way ended March 31, 2026, along with the reports of of an individual transaction or a series of transactions the Auditors thereon, be and are hereby received, taken together), on such terms and conditions as the considered and adopted.” Board in its absolute discretion may deem fit provided however that the aggregate amount / value of all such 2. To appoint a Director in place of Mr. Gourav Munjal arrangements / transactions / contracts that may be (DIN: 06360031), who retires by rotation and being eligible, entered into by the Company with IIFL Finance Limited offers himself for re-appointment. and remaining outstanding at any one point in time shall not exceed the limit as prescribed in the table provided in To consider and if thought fit, to pass the following the Explanatory statement below, for a period up to the resolution as an Ordinary Resolution: 20th Annual General Meeting of the Company to be held in 01 5paisa Capital Limited the year 2027, wherein fresh approval of the shareholders RESOLVED FURTHER THAT for the purpose of giving shall be obtained in this regard; effect to the above resolution, the Board be and is hereby authorized to do all such acts, deeds, matters RESOLVED FURTHER THAT for the purpose of giving and things as may be necessary, expedient or desirable effect to the above resolution, the Board be and is including any negotiation(s) / re-negotiation(s) / hereby authorized to do all such acts, deeds, matters modification(s) / ratification(s) / amendment(s) to or and things as may be necessary, expedient or desirable termination(s) thereof, of the subsisting arrangement(s) / including any negotiation(s) / re-negotiation(s) / transaction(s) / contract(s) or any future arrangement(s) modification(s) / ratification(s) / amendment(s) to or / transaction(s) / contract(s) and to make or receive / termination(s) thereof, of the subsisting arrangement(s) / pay monies or to perform all other obligations in terms of transaction(s) / contract(s) or any future arrangement(s) such arrangement(s) / transaction(s) / contract(s), filing / transaction(s) / contract(s) and to make or receive / of necessary forms / documents with the appropriate pay monies or to perform all other obligations in terms of authorities and to execute all such deeds, documents, such arrangement(s) / transaction(s) / contract(s), filing agreements, letters, instruments and writings as it may of necessary forms / documents with th [Showing first 8,000 characters — download PDF for full document]