Notice of 41st Annual General Meeting

Date:-27-08-2026 The General Manager, Department of Corporate Services, BSE Limited Phiroze Jeejeebhoy Towers, Dalal Street, Fort Mumbai-400 001 Scrip code: 511144 Sub:- Notice of the 41st Annual General Meeting of Axis Solutions Limited (the Company) for FY 2025-26 Dear Sir/Madam, Pursuant to Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, please find enclosed Notice along with Explanatory Statement of the 41st Annual General Meeting of the Company to be held on Saturday, 19th September, 2026 at 03.30 P.M. (IST) through Video Conferencing (VC)/ Other Audio Visual Means (OAVM). The said Notice forms part of the Annual Report FY 2025-26. The Annual Report is also available on the website of the Company at www.axisindia.in. This is for your information and records. Thanking you, Your faithfully, For. Axis Solutions Limited (Formerly Known as Asya Infosoft Limited) Dipesh A. Panchal Company Secretary Memb. No.- ACS34443 Annual Report 2025-2026 021 Statutory Reports Notice of Annual General Meeting Notice is hereby given that the Forty-First (41st) Annual general meeting (to be held for the F.Y 2025-26) until the General Meeting (“AGM”) of the Members of Axis Solutions conclusion of the 46th AGM (to be held for the F.Y. 2030- Limited (Formerly Known as Asya Infosoft Limited) (“the 31) at such remuneration plus applicable taxes and out Company”) will be held on Saturday, 19th September, 2026 of pocket expenses, as stated in the explanatory at 03.30 P.M. (IST) through Video Conferencing (“VC”)/ statement, with the authority to the Audit Committee Other Audio-Visual Means (“OAVM”), to transact the and Board of Directors of the Company to vary the said following businesses: remuneration in consultation with the Auditors and duly approved by the Board of Directors of the Company, from time to time. ORDINARY BUSINESS: 1. To receive, consider and adopt: RESOLVED FURTHER THAT the Board or any duly constituted Committee of the Board, be and is hereby a. the Audited Standalone Financial Statements of authorized to do all acts, deeds, matters and things as the Company for the financial year ended 31st may be deemed necessary and/or expedient in March, 2026, and reports of the Board of Directors connection therewith or incidental thereto, to give and Auditors thereon; and effect to the foregoing resolution.” b. the Audited Consolidated Financial Statements of SPECIAL BUSINESS: the Company for the financial year ended 31st March, 2026, and the report of the Auditors 5. Re-appointment of M/s. Utkarsh Shah & Co., thereon. Company Secretaries (Firm Registration No.S2022GJ889900) as Secretarial Auditor of the 2. To declare a final dividend of Rs. 0.60 (Rupees sixty Company: paisa) per equity share for the Financial Year ended 31st March, 2026. To consider and, if thought fit, to pass the following resolution as an Ordinary Resolution: 3. To appoint a Director in place of Mr. Anand Shah (DIN: 09567072), who retires by rotation and being “RESOLVED THAT pursuant to the provisions of eligible, offers his candidature for re-appointment. Section 204 and 179(3) of the Companies Act, 2013 read with the Companies (Appointment and 4. Re-appointment of M/s. Chandabhoy & Jassoobhoy, Remuneration of Managerial Personnel) Rules, 2014 Chartered Accountants (Firm Registration No. framed thereunder, Regulation 24A of SEBI (Listing 101648W) as Statutory Auditors of the Company Obligations and Disclosure Requirements) Regulations, 2015 (including any statutory To consider and, if thought fit, to pass the following modification(s), re-enactment thereof for the time resolution as an Ordinary Resolution: being in force) and circulars issued thereunder from time to time, and based on the recommendation of “RESOLVED THAT pursuant to Section 139(1), 141, the Audit Committee and the Board of Directors, M/s 142, 143 and other applicable provisions of the Utkarsh Shah & Co, Company Secretaries (Firm Companies Act, 2013 read along with the Companies Registration No.S2022GJ889900), be and are hereby (Audit and Auditors) Rules, 2014 (including any re-appointed as the Secretarial Auditors for the statutory modification(s), clarifications, exemptions Company, to hold office for a second term of five or re-enactment thereof for the time being in force); consecutive years i.e from financial year 2026-27 to and pursuant to the recommendation of the Audit financial year 2030-31, on such remuneration as may Committee and the Board of Directors of the be mutually agreed between the Board of Directors Company, approval of the Members of the Company and the Secretarial Auditors. be and is hereby accorded for the re-appointment of M/s. Chandabhoy & Jassoobhoy (Firm Registration . RESOLVED FURTHER THAT the Board or any duly No. 101648W), as Statutory Auditors of the Company constituted Committee of the Board, be and is hereby to hold office for the second term of five consecutive authorized to do all acts, deeds, matters and things as years, commencing from the conclusion of 41st annual may be deemed necessary and/or expedient in 022 Annual Report 2025-2026 Statutory Reports connection therewith or incidental thereto, to give -01988242), Managing Director (“MD”) of the effect to the foregoing resolution.” Company, effective from 1st April, 2026 till completion of the remaining tenure as MD i.e till 5th Ratification of Remuneration payable to Cost September, 2029, such that the annual remuneration Auditor for FY 2026-27: payable shall not exceed Rs. 1,65,60,000/- (Rupees One Crore Sixty Five Lakh Sixty Thousand Only) To consider and, if thought fit, to pass the following inclusive of fixed and variable components. resolution as an Ordinary Resolution: RESOLVED FURTHER THAT the terms and conditions “RESOLVED THAT pursuant to the provisions of of remuneration as set out in the Explanatory Section 148(3) and other applicable provisions, if any, Statement annexed hereto which shall be deemed to of the Companies Act, 2013 (including any statutory form part hereof and in the event of inadequacy or modification(s) or re-enactment(s) thereof for the absence of profits during his tenure, the time being in force) and the Companies (Audit and remuneration comprising salary, perquisites, other Auditors) Rules, 2014, as amended from time to time, benefits and emoluments if any, within the ceiling the Company be and hereby ratifies the remuneration specified above be continued to be paid as minimum of Rs. 90,000 (Rupees Ninety Thousand) plus remuneration to Mr. Bijal Sanghvi (DIN-01988242). applicable taxes and reimbursement of out-of-pocket expenses incurred in connection with the audit, RESOLVED FURTHER THAT the Board of Directors of payable to M/s G G & Associates., Cost Accountants the Company (hereinafter referred to as the ‘Board’ (Firm Registration No.005228), who are appointed as which term shall be deemed to include any committee Cost Auditors to conduct the audit of the cost records which the Board may have constituted or hereinafter maintained by the Company for the financial year constitute to exercise its power including the powers 2026-27. conferred by this Resolution) be and is hereby authorized to vary and/or revise the remuneration of RESOLVED FURTHER THAT the Board or any duly Mr. Bijal Sanghvi (DIN: 01988242) as the Managing constituted Committee of the Board, be and is hereby Director within the overall limits under this resolution authorized to do all acts, deeds, matters and things as and to take such steps as may be necessary for may be deemed necessary and/or expedient in obtaining necessary approvals (statutory, connection therewith or incidental thereto, to give contractual or otherwise), in relation to the above and effect to the foregoing resolution.” to settle all matters arising out of and incidental thereto and to sign and execute deeds, applications, 7. Revision in Remuneration of Mr. Bijal Sanghvi (DIN- document [Showing first 8,000 characters — download PDF for full document]