PFL Annual report 2025-26 along with Notice, Director''s report, Secretarial Audit report, Independent Auditor''s report, Financials, Notes on accounts is attached

POPULAR FOUNDATIONS LIMITED ANNUAL REPORT 2025-26 POPULAR FOUNDATIONS LIMITED DIRECTORS Mr A S Venkatesh Managing Director Mrs Vinita Venkatesh Whole Time Director Mr V Sridhar Independent Director Mr N Venkatesan Independent Director Ms Umaa Sharvani Independent Director CHIEF FINANCIAL OFFICER Mr N Chellappa COMPANY SECRETARY & COMPLIANCE OFFICER Mrs Soniya Sharma AUDITORS INTERNAL AUDITORS M/s. Krishaan & Co., M/s. Srinivasan & Srivatsan Chartered Accountants Chartered Accountants Chennai Chennai SECRETARIAL AUDITOR STOCK EXCHANGE Mr R Mukundan BSE Limited (Bombay Stock Exchange) Chennai BANKERS Indian Bank Ethiraj Salai Branch, Chennai REGISTRAR & SHARE TRANSFER AGENTS BTS Consultancy Services Pvt Ltd 17, Thirumoorthi Street, T Nagar, Chennai 600 017 REGISTERED OFFICE 32/1, 32/2, Kamatchi Apartments 10th Avenue, Ashok Nagar, Chennai 600 083 Popular Foundations Limited Regd. Office: 32/1, 32/2, Kamatchi Apartments, 10th Avenue, Ashok Nagar, Chennai 600 083 CIN: L45201TN1998PLC041504 NOTICE Notice is hereby given that the 28th Annual General Meeting (AGM) of the Members of the Popular Foundations Limited (“the Company”) will be held on Tuesday, 22nd September 2026, at 11.00 a.m. by means of Video Conferencing [VC] / Other Audio- Visual Means [OAVM], to transact the following business: ORDINARY BUSINESS: 1. To receive, consider and adopt the Audited Financial Statements of the Company for the year ended on March 31, 2026 and the Report of the Directors’ and of the Auditor’s thereon and to pass the following Resolution as an Ordinary Resolution: “RESOLVED that Audited Financial Statements of the Company which consists of Statement of Profit and Loss for the year ended on March 31, 2026, the Balance Sheet as on that date and annexure thereto, the Cash Flow Statement for the year ended on March 31, 2026, the Report of Auditors and Directors thereon be and are hereby received and adopted.” 2. To elect a Director in place of Mrs Vinita Venkatesh (DIN 01736279), who retires by rotation and being eligible, offers herself for re-election and to pass the following Resolution as an Ordinary Resolution: “RESOLVED that Mrs Vinita Venkatesh (DIN 01736279), who retires by rotation from the Board pursuant to the provisions of Section 152 of the Companies Act, 2013 be and is hereby re-elected as a Director of the Company.” For and on behalf of the Board of Directors SONIYA SHARMA Company Secretary & Compliance Officer Place: Chennai Date: 27/05/2026 Notes: 1. Pursuant to the General Circular No. 03/2025 dated September 22, 2025, issued by the Ministry of Corporate Affairs (MCA) and circular issued by SEBI vide circular no. SEBI/ HO/ CFD/ CFDPoD-2/ P/ CIR/ 2024/ 133 dated October 3, 2024 (“SEBI Circular”) and other applicable circulars and no3fica3ons issued (including any statutory modifica3ons or re-enactment thereof for the 3me being in force and as amended from 3me to 3me, companies are allowed to hold EGM/AGM through Video Conferencing (VC) or other audio visual means (OAVM), without the physical presence of members at a common venue. In compliance with the said Circulars, EGM/AGM shall be conducted through VC / OAVM. 2. Pursuant to the Circular No. 14/2020 dated April 08, 2020, issued by the Ministry of Corporate Affairs, the facility to appoint proxy to a:end and cast vote for the members is not available for this EGM/AGM. However, the Body Corporates are en3tled to appoint authorised representa3ves to a:end the EGM/AGM through VC/OAVM and par3cipate there at and cast their votes through e-vo3ng. 3. The Members can join the EGM/AGM in the VC/OAVM mode 15 minutes before and a=er the scheduled 3me of the commencement of the Mee3ng by following the procedure men3oned in the No3ce. The facility of par3cipa3on at the EGM/AGM through VC/OAVM will be made available for 1000 members on first come first served basis. This will not include large Shareholders (Shareholders holding 2% or more shareholding), Promoters, Ins3tu3onal Investors, Directors, Key Managerial Personnel, the Chairpersons of the Audit Commi:ee, Nomina3on and Remunera3on Commi:ee and Stakeholders Rela3onship Commi:ee, Auditors etc. who are allowed to a:end the EGM/AGM without restric3on on account of first come first served basis. 4. The a:endance of the Members a:ending the EGM/AGM through VC/OAVM will be counted for the purpose of reckoning the quorum under Sec3on 103 of the Companies Act, 2013. 5. Pursuant to the provisions of Sec3on 108 of the Companies Act, 2013 read with Rule 20 of the Companies (Management and Administra3on) Rules, 2014 (as amended) the Secretarial Standard on General Mee3ngs (SS-2) issued by the ICSI and Regula3on 44 of SEBI (Lis3ng Obliga3ons & Disclosure Requirements) Regula3ons 2015 (as amended), and the Circulars issued by the Ministry of Corporate Affairs from 3me to 3me the Company is providing facility of remote e-Vo3ng to its Members in respect of the business to be transacted at the EGM/AGM. For this purpose, the Company has entered into an agreement with Na3onal Securi3es Depository Limited (NSDL) for facilita3ng vo3ng through electronic means, as the authorized agency. The facility of cas3ng votes by a member using remote e-Vo3ng system as well as e-vo3ng on the date of the EGM/AGM will be provided by NSDL. 6. In line with the Ministry of Corporate Affairs (MCA) Circular No. 17/2020 dated April 13, 2020, the No3ce calling the EGM/AGM has been uploaded on the website of the Company at www.grouppopular.com. The No3ce can also be accessed from the websites of the Stock Exchanges i.e. BSE Limited and Na3onal Stock Exchange of India Limited at www.bseindia.com / www.nseindia.com respec3vely and the EGM/AGM No3ce is also available on the website of NSDL (agency for providing the Remote e-Vo3ng facility) i.e. www.evo3ng.nsdl.com. 7. EGM/AGM has been convened through VC/OAVM in compliance with applicable provisions of the Companies Act, 2013 read with MCA Circular issued from 3me to 3me THE INSTRUCTIONS FOR MEMBERS FOR REMOTE E-VOTING AND JOINING GENERAL MEETING ARE AS UNDER: The remote e-vo(cid:30)ng period begins on 19.09.2026 at 9.00 A.M. and ends on 21.09.2026 @ 5.00 P.M. The remote e-vo(cid:30)ng module shall be disabled by NSDL for vo(cid:30)ng therea4er. The Members, whose names appear in the Register of Members / Beneficial Owners as on the record date (cut-off date) i.e. 15.09.2026 may cast their vote electronically. The vo(cid:30)ng right of shareholders shall be in propor(cid:30)on to their share in the paid-up equity share capital of the Company as on the cut-off date, being 15.09.2026. How do I vote electronically using NSDL e-Vo(cid:30)ng system? The way to vote electronically on NSDL e-Vo(cid:22)ng system consists of “Two Steps” which are men(cid:22)oned below: Step 1: Access to NSDL e-Vo(cid:30)ng system A) Login method for e-Vo(cid:30)ng and joining virtual mee(cid:30)ng for Individual shareholders holding securi(cid:30)es in demat mode In terms of SEBI circular dated December 9, 2020 on e-Vo3ng facility provided by Listed Companies, Individual shareholders holding securi3es in demat mode are allowed to vote through their demat account maintained with Depositories and Depository Par3cipants. Shareholders are advised to update their mobile number and email Id in their demat accounts in order to access e-Vo3ng facility. Login method for Individual shareholders holding securi3es in demat mode is given below: Type of Login Method shareholders Individual 1. For OTP based login you can click Shareholders on h:ps://eservices.nsdl.com/SecureWeb/evo3ng/evo3nglogin.jsp. You holding securi3es will have to enter your 8-digit DP ID,8-digit Client Id, PAN No., Verifica3on in demat mode code and generate OTP. Enter the OTP received on registered email with NSDL. id/mobile number and click on login. A=er successful authen3ca3on, you will be redirected to NSDL Depository site wherein you can see e-Vo3ng page. Click on company name or e-Vo(cid:30)ng service provider i [Showing first 8,000 characters — download PDF for full document]