Enclosed 39th Annual Report of the COmpany

To, Date: 21.07.2026 The Secretary BSE Limited Dalal PJ Tower, Fort, Mumbai-400001 Dear Sir, Ref: Company Code No.540904 Sub: Submission of 39th Annual Report of the Company including Notice of 39th Annual General Meeting in terms of regulation 34 of the SEBI (LODR) Regulations, 2015 In terms of regulation 34 of the SEBI (LODR) Regulations, 2015 we are hereby submitting the softcopy of 39th Annual Report of the company for the Financial Year 2025-2026 including Notice of 39th Annual General Meeting ("AGM") of the Company to be held on Thursday 20th August, 2026 at 03.30 PM through Video Conferencing ("VC") or Other Audio Video Means ("OVAM"). Please take on note. For, Tirupati Foam Ltd CS Aksha Memon Company Secretary and Compliance Officer Mem No A46288S Tirupati Foam Limited ANNUAL REPORT 2025-2026 CIN NO: L25199GJ1986PLC009071 BOARD OF DIRECTORS : MR. VENIBHAI B PUROHIT CHAIRMAN MR. MANHARLAL A MEHTA VICE CHAIRMAN & WHOLETIME DIRECTOR MR. ROSHAN P SANGHAVI MANAGING DIRECTOR MR. SATISHKUMAR A MEHTA WHOLE-TIME DIRECTOR MR. DEEPAK T MEHTA WHOLE-TIME DIRECTOR MR. MUKESH B SHAH NON- EXECUTIVE DIRECTOR MRS. MINABEN R SANGHAVI NON- EXECUTIVE WOMEN DIRECTOR MR. VIRAL S MEHTA INDEPENDENT DIRECTOR MR. ARVINDBHAI T GANDHI INDEPENDENT DIRECTOR MR. DIPAKKUMAR B KOTADIA INDEPENDENT DIRECTOR MR. AVANISH R SHAH INDEPENDENT DIRECTOR MR. PARESH D KOTHARI INDEPENDENT DIRECTOR MR. MUKESHKUMAR M SHAH INDEPENDENT DIRECTOR MR. MANISHKUMAR R PATEL INDEPENDENT DIRECTOR AUDITORS : F. P. & ASSOCIATES CHARTERED ACCOUNTANTS, 708, MAHAKANT, OPP. V.S. HOSPITAL, ELLISBRIDGE, CHIEF FINANCIAL OFFICER : MR. GOPALSINH RATANSINH ZALA COMPANY SECRETARY : MRS. MEMON AKSHA M.SHOAEB ACS 46288 BANKERS : BANK OF INDIA ELLISBRIDGE BRANCH AHMEDABAD – 380 006 AXIS BANK LTD CORPORATE BANKING BRANCH, C G ROAD, AHMEDABAD - 380 006 REGISTERED OFFICE : TIRUPATI HOUSE, 4TH FLOOR, NR. TOPAZ RESTAURANT, UNIVERSITY ROAD, POLYTECHNIC CHAR RASTA, AMBAWADI, AHMEDABAD – 380 015 FACTORY UNIT 1 : PLOT NO. 4, BLOCK NO. 65, KHATRAJ, KALOL, GANDHINAGAR, GUJARAT 382721 UNIT 2 : PLOT NO. 4 & 5, ECHOTECH I, EXTENSION GREATER NODIA IND AREA DIST: GAUTAMBUDDH NAGAR, UTTAR PRADESH 201308 REGISTRAR : MUFG INTIME INDIA PRIVATE LIMITED (EARLIER LINK INTIME INDIA PRIVATE LIMITED) 5TH FLOOR AMARNATH BUSINESS CENTRE – 1(ABC-1) , BESIDES GALA BUSINESS CENTRE, NR. ST. XAVIERS COLLEGE CORNER, OFF C G ROAD, ELLISBRIDGE, AHMEDABAD, 380006 GSTIN : KHATRAJ : 24AAACT5741NIZ4 NOIDA : 09AAACT5741NIZW ISD : RO: 24AAACT5741N2Z3 ISIN : INE115G01015 NOTICE NOTICE is hereby given that 39TH Annual General Meeting of the Members of Tirupati Foam Limited, will be held on Thursday, 20th August, 2026 at 03.30 P.M. through Video Conferencing (“VC”) or Other Audio Visual Means (“OVAM”) and deemed venue will be considered as registered office of the company at TIRUPATI HOUSE, 4TH FLOOR, NR. TOPAZ RESTAURANT, UNIVERSITY ROAD, POLYTECHNIC CHAR RASTA, AMBAWADI, AHMEDABAD – 380 015 to transact following business. ORDINARY BUSINESS 1. TO RECEIVE, CONSIDER AND ADOPT THE AUDITED FINANCIAL STATEMENT OF THE COMPANY FOR THE FINANCIAL YEAR ENDED MARCH 31, 2026, AND THE REPORTS OF THE DIRECTORS AND AUDITORS THEREON; 2. RE-APPOINTMENT OF DIRECTOR WHO RETIRE BY ROTATION To appoint a Director in place of MR. ROSHAN P SANGHAVI (DIN: 010069896), who retires by rotation in terms of Section 152(6) of the Companies Act, 2013 and being eligible, offers himself for reappointment. 3. RE-APPOINTMENT OF DIRECTOR WHO RETIRE BY ROTATION To appoint a Director in place of MR. DEEPAK T MEHTA (DIN: 00156096), who retires by rotation in terms of Section 152(6) of the Companies Act, 2013 and being eligible, offers himself for reappointment 4. RE-APPOINTMENT OF DIRECTOR WHO RETIRE BY ROTATION To appoint a Director in place of MR. SATISH A MEHTA (DIN: 01007020), who retires by rotation in terms of Section 152(6) of the Companies Act, 2013 and being eligible, offers himself for reappointment 5. TO DECLARE DIVIDEND FOR THE FINANCIAL YEAR ENDED MARCH 31, 2026. 6. TO RATIFY THE REMUNERATION OF COST AUDITOR B.R. & ASSOCIATES: 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 Section 148(3) and other applicable provisions, if any, of the Companies Act, 2013 and The Companies (Audit and Auditors) Rule, 2014(including any statutory modification(s) or re-enactment(s) thereof, for the time being enforce), M/s. B R & ASSOCIATES, Cost Accountants, appointed by the Board of Directors of the Company to conduct the Audit of the cost records of the Company, for the Financial Year 2025- 26, be paid Rs. 35,000/- (Rupees Thirty-Five Thousand only) plus applicable tax subject to TDS if applicable.” SPECIAL BUSINESS: 7. RE-APPOINTMENT OF INDEPENDENT DIRECTOR MR. MANISH R PATEL (DIN: 09547012) AND PASS FOLLOWING RESLUTION WITH OR WITHOUT MODIFICATION: “RESOLVED that in partial modification of the resolution passed by the members at the Thirty Fifth Annual General Meeting of the Company held on September 20th, 2022 and pursuant to Section 149, 150, 152, Schedule IV and other applicable provisions, if any, of the Companies Act, 2013 read with the relevant rules made thereunder (including any statutory modifications or re-enactment thereof for the time being in force) and on the recommendation of the Nomination and Remuneration Committee and the approval of the Board of Directors, the consent of the members of the Company be and is hereby accorded for modification of the date of expiry of the Second term of 5 years MR. MANISH R PATEL (DIN: 09547012) as Independent Director of the Company. “FURTHER RESOLVED THAT for the purpose of giving effect to this resolution, ROSHAN P SANGHAVI (DIN: 01006989) Managing Director of the Company &/or AKSHA MEMON (Mem. No. A46288) Company Secretary & Compliance Officer of the Company be and are hereby authorized, severally, to digitally sign and submit all necessary e forms with the registrar of the Company and to do all acts, deeds, matters and things as deemed necessary.” 8. APPROVAL FOR SALE / DISPOSAL OF SURPLUS LAND & BUILDING PARCEL OF THE COMPANY SITUATED AT NOIDA 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 Section 180(1)(a) 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), read with the relevant Rules framed thereunder, the Memorandum and Articles of Association of the Company, and subject to Regulation 24 or any other applicable regulations of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI LODR”), and subject to such other approvals, consents, permissions, and sanctions as may be necessary from appropriate statutory or regulatory authorities, the consent of the Members of the Company be and is hereby accorded to the Board of Directors of the Company (hereinafter referred to as the “Board”, which term shall include any Committee constituted/to be constituted by the Board for this purpose) to sell, transfer, convey, or otherwise dispose of the Company’s Surplus land parcel admeasuring approximately 9325 Sq. Meters, situated at PLOT NO.5, ECHOTECH I, EXTENSION GREATER NODIA IND AREA DIST: GAUTAMBUDDH NAGAR, UTTAR PRADESH 201308 (hereinafter referred to as the “Property”), along with all structures, rights, and easements attached thereto, to NEUMANN COMPONENTS PVT LTD having CIN: U25202DL2002PTC116011 and Register Office at Office at No. 1/22 2nd Floor, Asaf Ali Road, New Delhi, New Delhi, Delhi, India, 110002, “an independent third-party buyer(s) through a competitive and transparent monetization process”] for a total consideration not less than Rs. 30 Crore (Rupees Thirty Crore only), or on such terms and conditions as the Board may [Showing first 8,000 characters — download PDF for full document]