Annual Report for the Financial Year 2025-26.

48 T H ANNUAL REPORT 2025 – 2026 D H O O T INDUSTRIAL FINANCE LIMITED 504, Raheja Centre, 214, Nariman Point, Mumbai 400 021 Tel.: (022) 2284 5050 / 2283 5152 Email: cosecdifl@gmail.com Website: www.dhootfinance.com D I F L HOOT NDUSTRIAL INANCE IMITED BOARD OF DIRECTORS Mr. Rajgopal Dhoot : Chairman Mr. Rohit Rajgopal Dhoot : Managing Director Mr. Bhairav Surendra Sheth : Independent, Non- Executive Director Mr. Vishal Jain : Independent, Non- Executive Director Mrs. Vaidehi Rohit Dhoot : Non-Executive Director Mrs. Pallavi Parikh : Independent, Non- Executive Director Ms. Priyanka Munjal Kothari : Independent, Non- Executive Director AUDITORS M/s. Pulindra Patel and Co. Chartered Accountants Mumbai REGISTERED OFFICE 504, Raheja Centre, 214, Nariman Point, Mumbai - 400 021 Members are requested to send transfer Name and Address of the Stock and all the communications relating to Exchange in which the shares of the notification of change in address, Company are listed: enquiries regarding transfer of shares, Bombay Stock Exchange Ltd. dividend, etc. to the Registrar & Share Transfer Agents of the Company at the Phiroze Jeejeebhoy Towers, Dalal Street, following address: Mumbai 400 001 MUFG Intime India Private Limited (Previously known as Link Intime India Company had paid Annual Listing Fees Private Limited) for the financial year 2025-26 to Bombay C101, 247 Park, L.B.S. Marg, Stock Exchange Ltd. ISIN No. - Vikhroli (West) Mumbai - 400 083, INE313G01016 Maharashtra, India. Investors Complaint: cosecdifl@gmail.com Company's Web site: www.dhootfinance.com D I F L HOOT NDUSTRIAL INANCE IMITED NOTICE NOTICE is hereby given that the Forty Eighth (48th) Annual General Meeting of the Members of Dhoot Industrial Finance Limited will be held on Thursday, 10th September, 2026 at 02:30 P.M. through other audio-visual means to transact the following businesses: ORDINARY BUSINESS: 1. To receive, consider and adopt the Audited Balance Sheet of the Company as at 31st March, 2026 and Profit and Loss Account for the year ended on that date and the Reports of the Director’s and Auditor’s thereon. 2. To declare Final Dividend of 15% (i.e. INR Rs. 1.50/-) per Equity Share of the face value of Rs. 10/- each for the financial year ended March 31, 2026. 3. To appoint a Director in place of Mr. Rajgopal Ramdayal Dhoot (DIN: 00043844), who retires by rotation and being eligible, offers himself for re-appointment. Registered Office: By Order of the Board 504, Raheja Centre, For DHOOT INDUSTRIAL FINANCE LIMITED 214, Nariman Point, Mumbai – 400 021. Sd/- Sneha Shah Place: Mumbai Company Secretary Date: 20/05/2026 Membership No.-28734 D I F L HOOT NDUSTRIAL INANCE IMITED NOTES: 1. The Ministry of Corporate Affairs (“MCA”) has vide its General Circular nos. 14/2020 dated 08th April, 2020; 17/2020 dated 13th April, 2020; 20/2020 dated 05th May, 2020; and subsequent circulars issued in this regard, including latest circular no. 09/2024 dated 19th September, 2024, read with the Securities and Exchange Board of India (“SEBI”) Circular no. SEBI/HO/CFD/CMD1/CIR/P/2020/79 dated 12th May, 2020 and other relevant circulars including circular no. SEBI/HO/CFD/PoD-2/P/CIR/2023/4 dated 05th January, 2023 and Circular No. SEBI/HO/CFD/CFD-PoD-2/P/CIR/2024/133 dated 03rd October, 2024 (hereinafter collectively referred to as “Circulars”), and in compliance with the provisions of the Companies Act, 2013 (“the Act”) and the SEBI (Listing Obligations and Disclosure Requirement) Regulation, 2015 (“Listing Regulations”), permitted the holding of the Annual General Meeting (AGM) through Video Conferencing (VC) or Other Audio Visual Means (OAVM), without the physical presence of the members at a common venue. 2. In compliance with the provisions of the Act read with the Circulars, the 48th Annual General Meeting of the Company (“AGM/the Meeting”) is being held through VC/OAVM only. Further, in accordance with the Secretarial Standard-2 (“SS-2”) on General Meetings issued by the Institute of Company Secretaries of India (“ICSI”) read with Guidance/Clarification dated 15th April, 2020 issued by ICSI, the proceedings of the AGM shall be deemed to be conducted at the Registered Office of the Company, which shall be the deemed venue of the AGM. 3. The relevant details, pursuant to Regulations 36(3) of the SEBI Listing Regulations and Secretarial Standard on General Meetings issued by the Institute of Company Secretaries of India, in respect of Director seeking appointment/re-appointment at this AGM is annexed. 4. Pursuant to the provisions of the Act, a Member entitled to attend and vote at the AGM is entitled to appoint a proxy to attend and vote on his/her behalf and the proxy need not be a Member of the Company. Since this AGM is being held pursuant to the MCA Circulars through VC / OAVM, physical attendance of Members has been dispensed with. Accordingly, the facility for appointment of proxies by the Members will not be available for the AGM and hence the Proxy Form, Attendance Slip and Route Map are not annexed to this Notice. 5. Institutional / Corporate Shareholders (i.e. other than individuals / HUF, NRI, etc.) are required to send a scanned copy (PDF/JPG Format) of its Board or governing body Resolution/Authorization etc., authorizing its representative to attend the AGM through VC / OAVM on its behalf and to vote through remote e-voting. The said Resolution/Authorization shall be sent to the Scrutinizer by email through its registered email address to cs@spassociates.co with a copy marked to evoting@nsdl.co.in. 6. As per Regulation 40 of SEBI Listing Regulations, as amended, securities of listed companies can be transferred only in dematerialized form with effect from, April 1, 2019, except in case of request received for transmission or transposition of securities. In view of this and to eliminate all risks associated with physical shares and for ease of portfolio management, members holding shares in physical form are requested to consider converting their holdings to dematerialized form. Members can contact the Company or Company’s Registrars and Transfer Agents for assistance in this regard. 7. To support the ‘Green Initiative’, Members who have not yet registered their email addresses are requested to register the same with their DPs in case the shares are held by them in electronic form and with MUFG Intime India Private Limited in case the shares are held by them in physical form. D I F L HOOT NDUSTRIAL INANCE IMITED 8. Members are requested to intimate changes, if any, pertaining to their name, postal address, email address, telephone/ mobile numbers, Permanent Account Number (PAN), mandates, nominations, power of attorney, bank details such as, name of the bank and branch details, bank account number, MICR code, IFSC code, etc., to their DPs in case the shares are held by them in electronic form and to MUFG Intime India Private Limited in case the shares are held by them in physical form. 9. As per the provisions of Section 72 of the Act, the facility for making nomination is available for the Members in respect of the shares held by them. Members who have not yet registered their nomination are requested to register the same by submitting Form No. SH-13. Members are requested to submit the said details to their DP in case the shares are held by them in electronic form and to MUFG Intime India Private Limited in case the shares are held in physical form. 10. Members holding shares in physical form, in identical order of names, in more than one folio are requested to send to the Company or MUFG Intime India Private Limited, the details of such folios together with the share certificates for consolidating their holdings in one folio. A consolidated share certificate will be issued to such Members after making requisite changes. 11. In case of joint holders, the Member whose name appears as the first holder in the order of names as per the Register of Members of the Company will be e [Showing first 8,000 characters — download PDF for full document]