Dear Sir/Maam, We would like to inform that the 32nd AGM of the members of the Company will be held on Thursday, 17th September, 2026 at 11:00 AM IST at the registered office of the ....

v ~ n® VARDHAN CAPITAL & FINANCE liMITED G r 0 u p SINCE 1965 CIN: L67120MH1995PLC084465 19th August, 2026 Corporate Relations Department Bombay Stock Exchange Limited Phiroze Jeejeebhoy Towers, Dalal Street, Fort Mumbai-400001 Sub: Intimation of 32nd Annual General Meeting of the Company. Dear Sir/ Madam, We would like to inform that the 32 Annual General Meeting (AGM) of the members of the Company will be held on Thursday, 17th September, 2026 at 11.00 AM 1ST at the Registered Office of the Company at 113 Commerce House, 140 N.M. Marg, Fort, Mumbai _ 400 001 pursuant to the provisions of the Companies Act, 2013 and Rules framed thereunder and the SEBl (Listing Obligations and Disclosure Requirements) Regulations, 2015 read with relevant circulars issued by the Ministry of Corporate Affairs and the Securities and Exchange Board of India to transact the businesses stated out in the notice of the 32nd AGM annexed herewith. Please take the same on your records. Yours Faithfully, For Vardhan Capital and Finance Limited Ramesh Vardhan Director DIN: 00207488 Ene!: As stated above Corporate Office: 58/64, Han Chambers, 1st Floor, Shahid Bhagat Singh Marg. Fort. Mumbai • 400 00 I. Tel: 022-4322 6100 /2267 2268/ 2267 1375 • Fax: 2262 5742 E.: info@Vardhmandevelopers.com W.: www.vardhmandevelopers.com Regd. Office: 113. Commerce House. 140 N. M. Road. Fort, Mumbai -400 023. VARDHAN CAPITAL AND FINANCE LIMITED 32nd Annual Report CIN: L67120MH1995PLC084465 Notes: 1. The route map showing directions to reach the venue of the 32nd AGM is annexed. 2. The Explanatory Statement pursuant to Section 102 of the Companies Act, 2013 (‘the Act’), in respect of the Special Business mentioned under Item No. 3, 4, 5 and 6 is annexed hereto. 3. As required under Regulation 36(3) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and pursuant to the provisions of Secretarial Standard- 2 on General Meetings the relevant information in respect of the Director’s seeking appointment and re-appointment forms an integral part of this Notice and Explanatory Statement as Annexure I. 4. A Member entitled to attend and vote at the Annual General Meeting (the meeting) is entitled to appoint a proxy to attend and vote instead of herself/himself and a proxy need not be a Member of the Company. 5. The proxy form should be deposited at the Registered Office of the Company not less than 48 (Forty-Eight) hours before the commencement of the AGM and in default, the instrument of proxy shall be treated as invalid. Proxies shall not have any right to speak at the meeting. 6. A person can act as a proxy on behalf of members not exceeding fifty and holding in the aggregate not more than ten percent of the total share capital of the Company carrying voting rights. A member holding more than ten percent of the total share capital of the Company carrying voting rights may appoint a single person as proxy and such person shall not act as a proxy for any other person or shareholder. 7. Corporate Members are requested to send a duly certified copy of the Board Resolution authorizing their representatives to attend and vote at the meeting. 8. In case of joint holders attending the AGM, only such joint holder who is higher in order of names will be entitled to vote. 9. The members who hold shares in electronic form are requested to write their Client ID and DP ID and those who hold shares in physical form are requested to write their Folio Number, in attendance slip for attending AGM. 10. For the convenience of the Members, an Attendance Slip is annexed to the Proxy Form. Members are requested to affix their signature at the space provided and fill up the particulars and hand over the attendance slip at the place of the Meeting. 11. The Ministry of Corporate Affairs (MCA), Government of India as a part of its Green Initiatives had issued Circular No. 17/2011 and 18/2011, dated 21st April 2011 and 29th April 2011 VARDHAN CAPITAL AND FINANCE LIMITED 32nd Annual Report CIN: L67120MH1995PLC084465 respectively, allowing Companies to send official documents to their shareholders electronically as part of its green initiatives in Corporate Governance. In this behalf, we are confident that you would appreciate the “Green Initiative” taken by MCA. We solicit your cooperation in helping the Company to implement the e-governance initiatives of the Government. 12. Shareholders holding physical shares are requested to dematerialize their Shares. The Company has appointed M/s. Purva Share Registry (India) Private Limited, Mumbai for handling Share transfer service and also for maintaining electronic connectivity with NSDL and CDSL who have allotted ISIN ACTIVATION NUMBER AS – ISIN No – INE128G01018. Shareholders who have not updated their email ID till date are requested to update their email address with their depository participant for demat holding of shares and with the Registrar & Share Transfer Agents of the Company, Link Intime India Private Limited and for physical holding of shares the shareholders are requested to contact the Registrar & Share Transfer Agents, Link Intime India Private Limited for receiving all communication including Annual Report, Notices, Circulars, etc. from the Company electronically and quote their folio numbers / client ID / DP ID in all correspondence. 13. Members are requested to notify immediately any change in their address: • to their Depository Participants (DPs) in respect of their electronic Share accounts; and • to Registrar & Share Transfer Agent @ support@purvashare.com of the Company in respect of their physical Shares folios along with Bank particulars. 14. Members desirous of making nomination in terms of Section 72 of the Companies Act, 2013 in respect of their shareholding may approach the Registrar for assistance. Shareholders holding shares in electronic form may approach their DP with whom they maintain their account for nomination. Shareholders desirous of making nominations are requested to send their requests in Form SH 13 (which will be made available on request) to the RTA in case the shares are held in physical form and to their DP in case the shares are held by them in electronic form. 15. Members are requested to notify immediately any change in their address i. to their Depository Participants (DPs) in respect of their electronic share accounts; and ii. to the Registrar and Share Transfer Agent of the Company in respect of their physical shares folios along with Bank particulars. 16. Members desiring any information on the accounts are requested to write to the Company at least one week before the meeting to enable the Management to keep the information ready & replies will be provided at the meeting. 17. SEBI has mandated listed companies to issue securities in dematerialized form only, while processing service requests for issue of duplicate securities certificate; claim from unclaimed suspense account; renewal/ exchange of securities certificate; endorsement; sub division/splitting VARDHAN CAPITAL AND FINANCE LIMITED 32nd Annual Report CIN: L67120MH1995PLC084465 of securities certificate; consolidation of securities certificates / folios; and transmission and transposition. In this regard, members are requested to make request in Form ISR – 4. It may be noted that any service request can be processed only after the folio is KYC Compliant. 18. Any person, who acquires shares of the Company and becomes member of the Company after dispatch of the notice and holding shares as of the cut-off date i.e. Thursday, 10th September, 2026 may obtain the login ID and password by sending a request at helpdesk.evoting@cdslindia.com or Issuer/RTA. 19. Voting at Annual General Meeting-The Company shall conduct vote by means of poll process for the resolutions to be discussed at the AGM. Further the members who would have already voted by means of remote e-voting shall not be allowed to vote by ballot / poll at the AGM. Pursuant to provisio [Showing first 8,000 characters — download PDF for full document]