Shareholders meeting

Date: August 21, 2026 BSE Limited, National Stock Exchange of India Limited, 20th Floor, P.J. Towers, Exchange Plaza, C-1, Block G, Dalal Street, Bandra Kurla Complex, Bandra (E), Mumbai - 400001. Mumbai – 400 051 BSE Scrip Code: 544606 NSE Scrip Symbol: PINELABS Sub: Notice of the Twenty-Eighth Annual General Meeting of Pine Labs Limited ("the Company") Dear Sir/ Madam, Pursuant to Regulation 30 read with Para A, Part A of Schedule III of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (SEBI Listing Regulations), and in continuation of our intimation dated August 18, 2026, please find enclosed herewith Notice of the Twenty-Eighth Annual General Meeting (‘AGM’) of the Company scheduled to be held on Wednesday, September 16, 2026 at 12:00 P.M. (IST) through Video Conference / Other Audio Visual Means (VC / OAVM), in accordance with the applicable circulars issued by the Ministry of Corporate Affairs (MCA) and the Securities and Exchange Board of India (SEBI). The Company is providing e-voting facility to its members in respect of resolutions to be passed at the AGM. The Company has engaged the services of KFin Technologies Limited (“KFin”) as the agency to provide remote e-voting facility to the Members. The remote e-voting facility shall be kept open from Saturday, September 12, 2026, at 9:00 A.M (IST) to Tuesday, September 15,2026, at 5:00 P.M (IST) for members to cast their votes electronically. The cut-off date for voting (including remote e-voting) shall be Wednesday, September 9, 2026. The detailed instructions with respect to voting have been mentioned in the Notice of AGM. The Annual Report for the Financial Year 2025-26 along with the Notice of Twenty-Eighth AGM is being sent to members through email whose email addresses are registered with the Company/its Registrar and Share Transfer Agent (“RTA”) / Depository Participants (“DPs”). Further, a letter containing the exact link of the website of the Company for accessing the Annual Report of the Company for FY 2025-26 is also being sent to those Members who have not registered their email addresses, at their address registered in the records of the Company/ KFin/ DP. The said Notice forms part of the Annual Report of the Company for the FY 2025-26 and will also be available on the website of the Company at www.pinelabs.com/investor-relations/ and the Stock Exchanges i.e. BSE Limited and National Stock Exchange of India Limited at www.bseindia.com and www.nseindia.com, respectively. We request you to kindly take the above on your records. Thanking you, For Pine Labs Limited Neerav Mehta Company Secretary and Compliance Officer Membership Number: A20949 Encl. a/a CONTENTS 1-55 166-389 CORPORATE OVERVIEW FINANCIAL STATEMENTS Our market debut 1 Standalone financial statements 167 A Letter from our CEO 2 Consolidated financial statements 272 About us 6 Our performance in numbers 10 Scaling our platform 15 Glossary 390 The engines behind long- 16 List of acronyms 392 term value creation (Our businesses) Enabling growth for our partners 26 Technology and innovation 31 Re-wiring the organisation 38 for the AI era Our growth strategy 40 Our people, our strength 43 Environmental stewardship in motion 48 Community engagement 50 Investor’s connect 51 Awards 52 Corporate information 53 Scan the QR code to know more about our company or visit our website www.pinelabs.com 56-165 STATUTORY REPORTS Management discussion and analysis 56 Board’s report 74 Report on corporate governance 105 Notice of annual general meeting 133 OUR MARKET DEBUT Our listing at BSE Limited and the NSE Limited marked a watershed moment in Pine Labs’ evolution as an institution. The strong response to our public offering, reflected in its oversubscription, highlighted investor confidence in the resilience of our business model, the scale of our opportunity and our ability to create enduring value as a public company. Our ~ 3900 Crores IPO, structured as a fresh issue reflected the expanded recognition of Pine Labs of 2,080 Crores alongside an Offer for Sale of as a category-defining commerce infrastructure 1,819.9 Crores expanded our shareholder base platform. The listing was a collective endorsement of and also drew participation from some of most our technology-driven business and our ambition to respected institutional investors, demonstrating scale across India and beyond. The proceeds from strong conviction in our growth story. The breadth the fresh issue would be channelled into deepening of participation spanning domestic mutual funds, our technology infrastructure and accelerating foreign institutional investors, long-only funds, international expansion, laying a firm foundation for high-net-worth individuals and retail investors the next phase of purposeful, sustainable growth. Corporate Overview Statutory Reports Financial Statements A LETTER FROM OUR CEO Dear Members, Winning transactions sounds simple. But it is the hardest thing to do consistently, at scale, across merchants, markets, banks, and rails that are constantly changing underneath. It is also the belief that has shaped every decision we have made at Pine Labs, and every layer of infrastructure we have built beneath it. Every transaction is a vote of confidence, from a consumer, a merchant, a brand, or a financial institution. Our journey has therefore been about continuously increasing the number of transactions we win, while expanding the value we create around each one. B. Amrish Rau Chairman, Managing Director, and Chief Executive Officer, Pine Labs FY 2025-26 was another important step in that journey — and our first full year of profitability. Our platforms processed $194 Billion of GTV, up 50% year on year, across 740 Crores+ transactions. Revenue from operations grew 19% to ₹2,711 Crores, Adjusted EBITDA grew 57% to ₹559 Crores with margins expanding to 21%, and we delivered PAT of ₹113 Crores compared with a loss of ₹145 Crores in FY 2024-25. Operating cash flow increased eight- fold to ₹395 Crores. That swing to profitability demonstrates the operating leverage inherent in the platform we have built: as our businesses scale, technology and infrastructure investments support significantly greater volumes without a proportionate increase in our cost base. We now serve more than 11 Lakhs Merchants, with over 20 Lakhs+ digital checkout points across our markets. But for us, these numbers are not the destination. They are the foundation on which we are building the next phase of Pine Labs. This is also our first annual report since our IPO, and I want to use it to explain the architecture of what we are building, and why it matters more now than at any point since we started. FROM PAYMENTS TO FULL STACK COMMERCE You may still think of us as an offline payments company. We’ll take that—that’s where you first saw us win. But that’s not the whole picture: we don’t see online or offline. We only see the transaction. And we’ve built to win it, wherever it happens. Annual Report 2025-26 | 2 Corporate Overview Statutory Reports Financial Statements We started with payments acceptance. We then built capabilities around the transaction: affordability, EMI, offers, loyalty, issuing, prepaid, online payments, transaction processing, and fintech infrastructure. Today, our offerings are increasingly full stack. Banks want to keep their merchant relationships. Merchants want faster, simpler payment systems. Brands want to hold the money that keeps a customer coming back. Pine Labs sits inside all three relationships at once, which is why the stack matters more than any single layer in it. FINANCIAL PLATFORMS USER INTERFACE ORCHESTRATION CONTROL PANEL PROCESSING INFRASTRUCTURE CORE ENGINE PAYMENT RAILS FOUNDATION Banks want to keep their We view that stack as a four-layered architecture: payment rails at the foundation, merchant relationships. processing infrastructure above it, orchestration Merchants want faster, above that, and financ [Showing first 8,000 characters — download PDF for full document]