Appointment of M/s. Martinho Ferrao & Associates, Practicing Company Secretaries, as Secretarial Auditor of the Company for a term of 5 (five) consecutive years

Date: August 07, 2026 To, To, Sr. General Manager Sr. General Manager Listing Department Listing Department BSE Limited National Stock Exchange of India Limited Phiroze Jeejeebhoy Towers Exchange Plaza, C-1, Block G, Bandra Kurla Dalal Street, Mumbai – 400 001 Complex, Bandra (E), Mumbai – 400 051 Scrip Code: 544744 Symbol: POWERICA Sub: Outcome of the Board Meeting held on August 07, 2026 Ref: Disclosures pursuant to Regulation 30 and 33 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ('SEBI Listing Regulations') Dear Sir/ Madam, This is to inform you that the Board of Directors of Powerica Limited ("the Company") at its meeting held today, i.e. Friday, August 07, 2026, have inter-alia, considered and approved the following: 1. Unaudited Financial Results (Standalone and Consolidated) for the quarter ended June 30, 2026 along with the Limited Review Report of the Statutory Auditors thereon, as recommended by the Audit Committee, is enclosed herewith as 'Annexure A'. 2. The statement of Deviation(s) or Variation(s), pursuant to Regulation 32 of the SEBI Listing Regulations, regarding the utilization of funds raised through Initial Public Offer (“IPO”) for the quarter ended June 30, 2026, is enclosed herewith as ‘Annexure B’ 3. Based on the recommendation of Nomination & Remuneration Committee and subject to approval of the shareholders of the Company at the ensuing Annual General Meeting, the Board has approved the following: I. Re-appointment of Ms. Renu Naresh Oberoi (DIN: 00114588) as a Whole-time Director of the Company for a further term of 3 (three) consecutive years, with effect from April 1, 2027; II. Re-appointment of Mr. Pradeep Gupta (DIN: 00013424) as a Whole-time Director of the Company, for a further term of 3 (three) consecutive years, with effect from April 1, 2027; III. Re-appointment of Mr. Udaya Jena (DIN: 09613584) as an Independent Director of the Company, for a second term of 5 (five) consecutive years, with effect from June 24, 2027. POWERICA LIMITED Registered & Corporate Office: 9th Floor, Bakhtawar, Nariman Point, Mumbai - 400021 C IN: L31100MH1984PLC032825 | Tel: 022 66562525 | Email: investorrelations@powericaltd.com | Web: www.powericaltd.com Mr. Jena has confirmed that he meets the criteria of 'Independence' under Section 149 of the Companies Act, 2013 and Regulation 16 of the SEBI Listing Regulations. Further, he has also confirmed that he has not been debarred from holding the office of Director by virtue of any Order passed by the Securities and Exchange Board of India or any other such authority; IV. Re-appointment of Mr. Sunil Lobo (DIN: 06477020) as an Independent Director of the Company, for a second term of 5 (five) consecutive years, with effect from June 27, 2027. Mr. Lobo has confirmed that he meets the criteria of 'Independence' under Section 149 of the Companies Act, 2013 and Regulation 16 of the SEBI Listing Regulations. Further, he has also confirmed that he has not been debarred from holding the office of Director by virtue of any Order passed by the Securities and Exchange Board of India or any other such authority; V. Appointment of Mr. Maheswar Sahu (DIN: 00034051) as an Additional Director in the category Non-Executive, Non-Independent Director of the Company with effect from August 07, 2026. The details as required under Regulation 30 read with Schedule III of SEBI Listing Regulations read with SEBI Master Circular No. HO/49/14/14(7)2025-CFD-POD2/I/ 3762/2026 dated January 30, 2026 are enclosed herewith as 'Annexure C'. 4. Based on the recommendation of the Audit Committee and subject to approval of the shareholders of the Company at the ensuing Annual General Meeting, the Board has approved the appointment of M/s. Martinho Ferrao & Associates, Practicing Company Secretaries (Membership No. FCS 6221 / C.P. No. 5676), Mumbai, a Peer Reviewed Firm, as the Secretarial Auditors of the Company, for a term of 5 (five) consecutive years commencing from FY 2026-27 to FY 2030-31. The details as required under Regulation 30 read with Schedule III of SEBI Listing Regulations read with SEBI Master Circular No. HO/49/14/14(7)2025-CFD-POD2/I/ 3762/2026 dated January 30, 2026 is enclosed herewith as 'Annexure D'. 5. Based on the recommendation of the Audit Committee, the Board has approved the appointment of M/s. V.J. Talati & Co., Cost Accountants (FRN: R00213), as Cost Auditors of the Company for the Financial Year 2026-27. The details as required under Regulation 30 read with Part A of Schedule III of SEBI Listing Regulations read with SEBI Master Circular No. HO/49/14/14(7)2025-CFD-POD2/I/3762 /2026 dated January 30, 2026 is enclosed herewith as 'Annexure E'. 6. Incorporation and investment in two (2) Wholly Owned Subsidiaries (“WOS”) of the Company under the provisions of the Companies Act, 2013 (the “Act”). The details as required under Regulation 30 read with Part A of Schedule III of SEBI Listing POWERICA LIMITED Registered & Corporate Office: 9th Floor, Bakhtawar, Nariman Point, Mumbai - 400021 C IN: L31100MH1984PLC032825 | Tel: 022 66562525 | Email: investorrelations@powericaltd.com | Web: www.powericaltd.com Regulations read with SEBI Master Circular No. HO/49/14/14(7)2025-CFD-POD2/I/3762 /2026 dated January 30, 2026 is enclosed herewith as 'Annexure F'. The Board meeting commenced at 04.43 p.m. and concluded at 06:07 p.m. The above information will also be available on the website of the Company at www.powericaltd.com You are requested to kindly take the same on record. For Powerica Limited Anita Renuse Company Secretary & Compliance Officer ACS: 25102 POWERICA LIMITED Registered & Corporate Office: 9th Floor, Bakhtawar, Nariman Point, Mumbai - 400021 C IN: L31100MH1984PLC032825 | Tel: 022 66562525 | Email: investorrelations@powericaltd.com | Web: www.powericaltd.com Annexure A Annexure B Statement of Deviation or Variation for proceeds of Public Issues 1. Name of listed entity Powerica Limited 2. Mode of Fund Raising Public Issues 3. Date of Raising Funds March 30, 2026 4. Amount Raised 700 crores 5. Report filed for Quarter ended June 30, 2026 6. Monitoring Agency Applicable 7. Monitoring Agency Name, if applicable Crisil Ratings Limited 8. Is there a Deviation / Variation in use of No funds raised 9. If yes, whether the same is pursuant to - change in terms of a contract or objects, which was approved by the shareholders 10. If Yes, Date of shareholder Approval - 11. Explanation for the Deviation / Variation - 12. Comments of the Audit Committee after - review 13. Comments of the auditors, if any - Objects for which funds have been raised and where there has been a deviation, in the following table: Sr. Original Object Modifie Original Modified Funds Amount of Remarks No. d Object, Allocation allocation, Utilised Deviation/V if any if any (Rs. In if any ariation for crores) the quarter according to applicable object 1. Prepayment/ NA 525.00 0.00 525.00 0.00 - repayment of certain outstanding borrowings availed by our Company, in part or full 2. General corporate NA 136.51 136.54 29.31 0.00 - purposes* 3. Issue related NA 38.49 38.46 31.27 0.00 - expenses* POWERICA LIMITED Registered & Corporate Office: 9th Floor, Bakhtawar, Nariman Point, Mumbai - 400021 C IN: L31100MH1984PLC032825 | Tel: 022 66562525 | Email: investorrelations@powericaltd.com | Web: www.powericaltd.com *During the reported quarter, the estimated IPO expenses at the time of filing of Prospectus were Rs 38.49 crore whereas after the IPO, the same have been revised to Rs 38.46 crore. Remaining amount of Rs 0.03 crore from issue expenses is added to the General corporate purposes, accordingly cost of General corporate purposes is revised from Rs 136.51 crore as mentioned in the Prospectus to Rs 136.54 crore. POWERICA LIMITED Registered & Corporate Office: 9th Floor, Bakhtawar, Nariman Point, Mumbai - 400021 C IN: L31100MH1984PLC032825 | Tel: 022 66562525 | Email: i [Showing first 8,000 characters — download PDF for full document]