Pursuant to Regulation 34 read with Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, We hereby submit the ....

August 17, 2026 The Manager, The Manager, Listing Department, Listing Department, BSE Limited, The National Stock Exchange of India Ltd., Phiroze Jeejeebhoy Tower, Exchange Plaza, 5 Floor, Plot C/1, G Block, Dalal Street, Bandra - Kurla Complex, Mumbai 400 001 Bandra (E), Mumbai 400 051 Tel No.: 22721233 Tel No.: 2659 8235 Fax No.: 22723719/22723121/22722037 Fax No.: 26598237/ 26598238 BSE Scrip Code: 542773 NSE Symbol: IIFLCAPS Dear Sir/Madam, Sub: Notice of the 31st Annual General Meeting and Annual Report of the Company for Financial Year 2025-26 Pursuant to Regulation 34 read with Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("SEBI Listing Regulations"), we hereby submit the following: a) Notice of the 31st Annual General Meeting ("AGM") of the Company scheduled to be held on Wednesday, September 09, 2026 at 11:30 a.m. (IST) through Video Conferencing ("VC") / Other Audio Visual Means ("OAVM"); and b) Annual Report of the Company for the financial year 2025–26, including the Business Responsibility and Sustainability Report ("BRSR"). The Notice of the 31st AGM and the Annual Report for FY 2025–26 are also available on the Company's website at www.iiflcapital.com and on the website of Central Depository Services (India) Limited ("CDSL") at www.evotingindia.com. Kindly take the same on record. Yours faithfully, For IIFL Capital Services Limited (Formerly IIFL Securities Limited) Meghal Shah Company Secretary Encl: As above Notice IIFL Capital Services Limited (Formerly known as IIFL Securities Limited) CIN: L99999MH1996PLC132983 Regd. Office: IIFL House, Sun lnfotech Park, Road No. 16V, Plot No. B-23, MIDC, Thane Industrial Area, Wagle Estate, Thane - 400 604 Tel: (91-22) 4103 5000  Fax: (91-22) 2580 6654 E-mail: secretarial@iiflcapital.com  Website: www.iiflcapital.com NOTICE OF THE THIRTY-FIRST ANNUAL GENERAL MEETING Notice is hereby given that the Thirty-First (31st) Annual General Item No. 2 Meeting (“AGM”) of the Members of IIFL Capital Services Re-appointing Mr. R. Venkataraman (DIN: 00011919), Limited (Formerly known as IIFL Securities Limited) (“the who retires by rotation and being eligible, offers himself Company”) will be held on Wednesday, September 09, for re-appointment: 2026, at 11:30 a.m. (IST) through Video Conferencing To consider and if thought fit, to pass the following Resolution (‘VC’)/Other Audio Visual Means (‘OAVM’) to transact the as an Ordinary Resolution: business(es) as mentioned below. “RESOLVED THAT pursuant to the provisions of Section 152(6) The proceedings of the AGM shall be deemed to be conducted of the Companies Act, 2013 (“the Act”) read with Articles of at the Registered Office of the Company, which shall be the Association of the Company and other applicable provisions, deemed venue of the AGM. if any, of the Act, Mr. R. Venkataraman (DIN: 00011919), who retires by rotation at this meeting and being eligible, offers ORDINARY BUSINESS(ES): himself for re-appointment, be and is hereby re-appointed as Item No. 1 the Director of the Company, liable to retire by rotation.” Receiving, considering and adopting: SPECIAL BUSINESS(ES): a. The Audited Standalone Financial Statement(s) of the Company for the financial year ended March 31, 2026, Item No. 3 together with the reports of the Board of Directors and Approving material related party transactions with IIFL Auditor’s thereon. Finance Limited To consider and if thought fit, to pass the following To consider and, if thought fit, to pass the following Resolution resolution as an Ordinary Resolution: as an Ordinary Resolution: “RESOLVED THAT the Audited Standalone Financial “RESOLVED THAT pursuant to Regulation 23(4) and other Statement(s) of the Company for the financial year ended applicable Regulations of the Securities and Exchange Board March 31, 2026 together with the Reports of the Board of India (Listing Obligations and Disclosure Requirements) of Directors and Auditors thereon, be and are hereby Regulations, 2015 (“SEBI Listing Regulations”), the received, considered and adopted.” applicable provisions of the Companies Act, 2013 read with the b. The Audited Consolidated Financial Statement(s) of the rules made thereunder (including any statutory modification(s), Company for the financial year ended March 31, 2026, amendment(s) or re-enactment(s) thereof for the time being in together with Auditor’s report thereon. force), the Company’s Policy on Related Party Transactions, and based on the approval of the Audit Committee and the To consider and if thought fit, to pass the following recommendation of the Board of Directors, approval of the Resolution as an Ordinary Resolution: Members be and is hereby accorded to the Board of Directors “RESOLVED THAT the Audited Consolidated Financial of the Company (hereinafter referred to as “the Board”, which Statement(s) of the Company for the financial year ended term shall be deemed to include any Committee thereof) to enter March 31, 2026 together with the report of the Auditors’ into and/or continue transaction(s)/contract(s)/arrangement(s)/ thereon, be and are hereby received, considered and agreement(s) or modification(s) thereto with IIFL Finance Limited, adopted.” being a Related Party as per SEBI Listing Regulations, on the terms and conditions as set out in the Explanatory Statement annexed to this Notice, provided that all such transaction(s)/ annexed to this Notice, provided that all such transaction(s)/ contract(s)/arrangement(s)/agreement(s) or modification(s) shall contract(s)/arrangement(s)/agreement(s) or modification(s) shall be carried out in the ordinary course of business and on an be carried out in the ordinary course of business and on an arm’s length basis from 31st Annual General Meeting (AGM) of arm’s length basis from 31st Annual General Meeting (AGM) of the Company till the 32nd AGM of the Company, for a period the Company till the 32nd AGM of the Company, for a period not exceeding fifteen months; not exceeding fifteen months; RESOLVED FURTHER THAT the Members of the Company RESOLVED FURTHER THAT the Members of the Company do hereby authorise the Board to sign and execute all such do hereby authorise the Board to sign and execute all such documents, deeds, and writings, including the filing of documents, deeds, and writings, including the filing of necessary forms and documents with regulatory authorities, and necessary forms and documents with regulatory authorities, and to do all such acts, deeds, matters, and things, and take such to do all such acts, deeds, matters, and things, and take such steps as may be deemed necessary, desirable, or expedient steps as may be deemed necessary, desirable, or expedient by the Board in its absolute discretion to give effect to this by the Board in its absolute discretion to give effect to this Resolution and to resolve any questions, difficulties, or doubts Resolution and to resolve any questions, difficulties, or doubts that may arise in this regard or be incidental thereto, without that may arise in this regard or be incidental thereto, without requiring any further approval or consent of the Members requiring any further approval or consent of the Members or otherwise to the end and intent that the Members shall be or otherwise to the end and intent that the Members shall be deemed to have given their approval thereto expressly by the deemed to have given their approval thereto expressly by the authority of this Resolution; authority of this Resolution; RESOLVED FURTHER THAT the Board be and is hereby RESOLVED FURTHER THAT the Board be and is hereby authorised to delegate all or any of the powers conferred under authorised to delegate all or any of the powers conferred under this Resolution to any Director(s), the Chief Financial Officer, this Resolution to any Director(s), the Chief Financial Officer, the Company Secretary, or any other Officer(s) or Authorised t [Showing first 8,000 characters — download PDF for full document]