Notice of 42nd Annual General Meeting

Corporate Relations Department, PML/BSE/AGM/2026/362 BSE Limited, Date: August 20, 2026 Phiroze Jeejeebhoy Towers Dalal Street Mumbai- 400001 SUBJECT:- NOTICE OF THE 42ND ANNUAL GENERAL MEETING SCRIP CODE: 539113 Dear Sir/ Madam, This is for your information that the 42nd Annual General Meeting of the Company is scheduled to be held on Friday, the 18th day of September, 2026 at 12.00 Noon (IST) through Video Conferencing (VC)/ Other Audio Visual Means (OAVM) in compliance with the Ministry of Corporate Affairs (MCA) General Circular No. 03/2025 dated September 22, 2025 read over with its earlier Circulars with particular reference to Circular no. 20/2020 dated May 5, 2020, Circular no. 17/2020 dated April 13, 2020 and Circular no. 14/2020 dated April 8, 2020 on the subject. Please find attached herewith the Notice convening the 42nd Annual General Meeting of the Company. The said Notice is also available on the website of the Company at https://www.paulmerchants.net/paulmerchants/wp-content/uploads/2026/08/PML- AGM-Notice-2026.pdf You are requested to take the same on your records. Thanking You. Yours faithfully, For PAUL MERCHANTS LIMITED, (HARDAM SINGH) COMPANY SECRETARY & COMPLIANCE OFFICER FCS 5046 Encl: Notice of the 42nd AGM CC to: National Securities Depository Limited, Central Depository Services (India) Ltd, Trade World, A wing, 4th Floor, Kamala Marathon Futurex, A-Wing, 25th floor, Mills Compound, Lower Parel, Mumbai - NM Joshi Marg Lower Parel, Mumbai 400013 400013 NOTICE NOTICE is hereby given that 42nd Annual General Meeting of the Members of M/s Paul Merchants Limited (“the Company”) will be held on Friday, 18th Day of September, 2026 at 12.00 Noon (IST) through Video Conferencing (“VC”) / Other Audio Visual Means (“OAVM”) to transact the following business:- ORDINARY BUSINESS: 1. To receive, consider and adopt the Audited Standalone Financial Statements of the Company for the Financial Year ended March 31, 2026 and the Reports of the Board of Directors and Auditors thereon, and in this regard, pass the following resolution as an ORDINARY RESOLUTION:- “RESOLVED THAT the Audited Standalone Financial Statements of the Company for the Financial Year ended March 31, 2026 and the reports of the Board of Directors and Auditors thereon, as circulated to the members, be and are hereby received, considered and adopted.” 2. To receive, consider and adopt the Audited Consolidated Financial Statements of the Company for the Financial Year ended March 31, 2026 and the Report of the Auditors thereon, and in this regard, pass the following resolution as an ORDINARY RESOLUTION:- “RESOLVED THAT the Audited Consolidated Financial Statements of the Company for the Financial Year ended March 31, 2026, and the reports of the Auditors thereon, as circulated to the members, be and are hereby received, considered and adopted.” 3. To re-appoint a Director in place of Mr. Ritesh Vaid (DIN: 09433856), who retires by rotation and being eligible, offers himself for re-appointment, and in this regard, pass the following resolution as an ORDINARY RESOLUTION:- “RESOLVED THAT pursuant to the provisions of Section 152 and other applicable provisions of the Companies Act, 2013 and applicable Rules framed thereunder, applicable SEBI Regulations (including any Statutory modification(s) or re- enactment thereof for the time being in force), the extant Rules / Regulations / Guidelines / Notifications and Circulars prescribed by any relevant authorities including but not limited to Reserve Bank of India / Securities And Exchange Board of India, pursuant to the Nomination and Remuneration Policy of the Company, as per the provisions of Articles of Association of the Company, on the recommendation of the Nomination and Remuneration Committee and the Board of Directors of the Company, the approval of the Members of the Company, be and is hereby accorded for the re-appointment of Mr. Ritesh Vaid (DIN 09433856), who retires by rotation at this Annual General Meeting and who offers himself for re-appointment, as Director of the Company, liable to retire by rotation.” SPECIAL BUSINESS 4. To re-appoint Mr. Ritesh Vaid (DIN: 09433856) as Designated Whole Time Director of the Company and in this regard, pass the following resolution as a SPECIAL RESOLUTION:- “RESOLVED THAT pursuant to the provisions of Section 152, 196, 197, 198 and all other applicable provisions, if any, of the Companies Act, 2013 (‘Act’) read with Schedule V to the said Act, the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 and all other applicable Rules made under the Act, Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (including any Statutory modification(s) or re- enactment thereof for the time being in force), the extant Rules / Regulations / Guidelines / Notifications and Circulars prescribed by any relevant authorities including but not limited to Reserve Bank of India / Securities and Exchange Board of India, and as per the provisions of Articles of Association of the Company, on the recommendation of the Nomination and Remuneration Committee, Audit Committee and the Board of Directors of the Company and subject to such other approvals and compliances as per the applicable provisions of the Act and other applicable Statutes, as may be necessary and subject to the Nomination and Remuneration Policy of the Company, the approval of the Members of the Company be and is hereby accorded to the re-appointment of Sh. Ritesh Vaid (DIN 09433856) as Designated Whole Time Director of the Company, liable to retire by rotation, w.e.f. 01-10-2026, for a term of 5 (Five) years ending on 30-09-2031, on the following additional terms and conditions:- a. Annual Remuneration within the range of Rs. 30.00 Lakhs to Rs. 50.00 Lakhs b. Benefits:- Annual Performance Bonus within the above range, as may be decided by Nomination and Remuneration Committee of the Board. c. Other Benefits:- Leave Encashment within the above range as per the Company’s Policy and Gratuity as per Payment of Gratuity Act; d. Performance Linked Incentive:- Performance Linked Incentive within the above range, as may be decided by the Managing Director; e. Except for the benefits as provided in this resolution, no other benefits, stock options, pension etc. will be payable to him during his term. f. Service Contract period:- From 01-10-2026 till 30-09-2031 g. Remuneration period :- From 01-10-2026 till 30-09-2029 h. Notice period for resignation or termination from service:- Three Months’ notice or equivalent remuneration for short notice. i. Severance Fee:- No severance fee is payable to him; j. Fixed Component: Fixed component is his salary; k. Increment:- An increment in his remuneration may be given by the Managing Director of the Company as per the recommendation of the Nomination and Remuneration Committee, subject however, that the total annual remuneration shall remain within the range of Rs. 30.00 Lakhs to Rs. 50.00 Lakhs only. l. The Nomination and Remuneration Committee may allow him an advance against salary up to an amount equal to his six months’ net salary, in accordance with the Company’s policy, as amended from time to time m. Expenses incurred by him in the discharge of his official duties shall be reimbursed in accordance with the Company’s policy RESOLVED FURTHER THAT in the event of absence or inadequacy of profits in any financial year, Sh. Ritesh Vaid (DIN: 09433856) will be paid the Remuneration as specified above, subject to compliance with the applicable provisions of the Act and Schedule V to the Act. RESOLVED FURTHER THAT the above remuneration of Sh. Ritesh Vaid (DIN: 09433856) shall be subject to Section 197 and other relevant Sections and Rules framed under the Companies Act, 2013 and the payment of Remuneration as above to Sh. Ritesh Vaid (DIN: 09433856), Designated Whole Time Director shall be irrespective of amount of profits of the [Showing first 8,000 characters — download PDF for full document]