Shareholders meeting

CIN: L74899DL1992PLC051462 August 27, 2026 National Stock Exchange of India Limited BSE Limited Exchange Plaza, C-1, Block-G, Bandra Kurla Phiroze Jeejeebhoy Towers, Dalal Street, Complex, Bandra (E), Mumbai – 400051. Mumbai-400001 NSE Symbol: CSLFINANCE BSE Script Code: 530067 Sub: Notice of the 34th Annual General Meeting along with intimation of Record Date Dear Sir/Ma’am, It is hereby informed that the 34th Annual General Meeting (‘AGM’) of the Company is scheduled to be held on Saturday, September 19, 2026 at 12.30 P.M. through Video Conferencing (‘VC’)/Other Audio-Visual Means (“OAVM’). A copy of the notice convening the AGM is attached herewith. Pursuant to Regulation 42 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“Listing Regulations”), and in continuation to our disclosure dated May 26, 2026, wherein the Company had informed that the Board of Directors had recommended a (cid:976)inal dividend of ₹10/- per equity share of face value of ₹10/- each for the (cid:976)inancial year ended March 31, 2026, we hereby inform that the Company has (cid:976)ixed Saturday, September 12, 2026, as the Record Date for determining the entitlement of Members to the (cid:976)inal dividend, if declared by the Members at the ensuing Annual General Meeting. The aforesaid information is being made available on the Company’s website at www.csl(cid:976)inance.in This is for your kind information and record. Thanking You. Yours Faithfully, For CSL Finance Limited Rohit Gupta (Managing Director) DIN: 00045077 Encl: A/a Reg. off.: Of(cid:976)ice No. 301-302, 8/19, 3rd Floor, W.E.A, Pusa Lane, Karol Bagh, New Delhi – 110005, Corp off.: 714-717, 7th Floor, Tower – B, World Trade Tower, Sector – 16, Noida,201301, Uttar Pradesh, Ph.: +91 120 4290650/52/53/54/55, Email: info@csl(cid:976)inance.in, Web.: www.cslfinance.in Notice 01 Notice of 34th Annual General Meeting NOTICE IS HEREBY GIVEN that the 34th General Meeting (“AGM”) of the Members of CSL Finance Limited (“the Company”) will be held on Saturday, September 19, 2026 at 12:30 PM (IST) through Video Conferencing and Other Audio-Visual Means (“VC/OAVM”), in conformity with the regulatory provisions and circulars issued by the Ministry of Corporate Affairs, Government of India to transact the following business. ORDINARY BUSINESS: Nomination & Remuneration Committee and approval of the Board of Directors of the 1. Adoption of Audited Financial Statements. Company, Mr. Rohit Gupta (DIN:00045077) be To receive, consider and adopt the Audited and is hereby re-appointed as the Managing Financial Statements of the Company for the Director of the Company with effect from August financial year ended March 31, 2026, together 10, 2027 to August 09, 2032 at a remuneration with the Directors’ Report and Auditors’ Report for an amount not exceeding ` 84 lakh (Rupees thereon. Eighty Four lakh only) per annum as “minimum remuneration” within the meaning of Schedule 2. Declaration of dividend for the financial V of the Act for the said period with liberty to the year 2025-26. Board/Committee to alter and vary the terms and conditions of the said appointment including To declare a dividend of ` 10.00/- per equity share remuneration in such manner as may be agreed of ` 10 each (100%) for the financial year ended between the Board and Mr. Rohit Gupta within March 31, 2026. such overall ceiling. 3. Re-appointment of Ms. Rachita Gupta RESOLVED FURTHER THAT the Board (including (DIN: 09014942), whole-time director, any Committee thereof) or the Company who retires by rotation. Secretary of the Company be and are hereby To appoint a Director in place of Ms. Rachita Gupta authorized severally to do all such acts, deeds, (DIN: 09014942), who retires by rotation and matters and things as may be considered being eligible offers herself for re-appointment. necessary, desirable or expedient to give effect to this resolution and for matters connected therewith or incidental thereto.” SPECIAL BUSINESS: 4. To approve the re-appointment of 5. Alteration in Articles of Association of the Mr. Rohit Gupta (DIN: 00045077) as a Company for appointment of Nominee Managing Director of the Company and in Director by Debenture Trustee and in this regard to consider and if thought fit, this regard to consider and if thought fit, to pass, with or without modification(s), to pass, with or without modification(s), the following resolution as an Ordinary the following resolution as a Special Resolution: Resolution: “RESOLVED THAT pursuant to the provisions of Sections 152, 196, 197, 203 and other applicable “RESOLVED THAT pursuant to the provisions provisions, if any, of the Companies Act, 2013 (the of Section 5, Section 14 and other applicable “Act”), read with the Companies (Appointment provisions, if any, of the Companies Act, 2013 and Qualification of Directors) Rules, 2014 and read with the applicable rules framed thereunder Schedule V of the Act and in accordance with (including any statutory amendment(s), Regulation 17 and other applicable provisions modification(s) or re-enactment(s) thereof, for the of the SEBI (Listing Obligations and Disclosure time being in force), the provisions of the Securities Requirements) Regulations, 2015 (including and Exchange Board of India (Issue and Listing of any statutory modification(s) or re-enactment(s) Non-Convertible Securities) Regulations, 2021 thereof for the time being in force and relevant and other applicable laws, regulations, circulars, circulars/guidelines issued by the Reserve Bank directions and guidelines issued by the Reserve of India (“RBI”) from time to time, (including Bank of India, Securities and Exchange Board of any amendments, modifications, variations India and other statutory authorities, the approval or re-enactments thereof), the provisions of of the members of the Company be and is hereby the Articles of Association of the Company accorded to alter the Articles of Association of the and pursuant to the recommendation of the Company by including the following clause after Article number 107: 02 CSL Finance Limited / Notice 2025-26 107A: Right of debenture trustee(s) to b. A nominee director appointed by the Board appoint nominee director as per clause (a) above, shall ipso facto vacate such office immediately upon the a. Notwithstanding anything to the contrary default specified under Regulation 15(1)(e) contained in these Articles, and subject to of the Securities and Exchange Board of India the terms and conditions agreed inter alia (Debenture Trustees) Regulations, 1993 has between the Company and the debenture been made good by the Company. trustee(s), on receipt of nomination from the debenture trustee(s) for appointment of RESOLVED FURTHER THAT the Board (including any person as a nominee director pursuant any Committee thereof) or the Company to Regulation 15(1)(e) of the Securities Secretary of the Company be and are hereby and Exchange Board of India (Debenture authorized severally to do all such acts, deeds, Trustees) Regulations, 1993 read with the matters and things as may be considered Securities and Exchange Board of India (Issue necessary, desirable or expedient to give effect and Listing of Non-Convertible Securities) to this resolution and for matters connected Regulations, 2021, as amended from time therewith or incidental thereto.” to time, the Board shall appoint such person as a nominee director on the Board of the Company. 6. To approve Material Related Party Transactions with CSL Capital Private Limited and in this regard to consider and if thought fit, to pass, with or without modification(s), the following resolution as an Ordinary Resolution: “RESOLVED THAT pursuant to the provisions of Section 2(76), of the Companies Act, 2013, read with rules made thereunder and Regulations 2(1)(zc) and Regulation 23 of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 read with SEBI Mas [Showing first 8,000 characters — download PDF for full document]