Submission of Annual Report for FY 2025-26

CELLA SPACE LIMITED 35th Annual Report 2025-26 CONTENTS BOARD OF DIRECTORS Particulars Page No Mr. N. Subramanian, Chairman & Non- Executive Independent Director Corporate Information 1 Mr. S. Rajkumar, Vice Chairman & Managing Director Financial Highlights 2 Mr. Kul Bhushan Jain, Non- Executive Independent Director Mr. V Manoharan, Non- Executive Independent Director AGM Notice 3-33 Mr. Akhilesh Agarwal – Non- Executive Non-Independent Director Mr. Visakh Rajkumar, Non-Executive Promoter Director Board’s Report, 34-73 Ms. Rajee Rajkumar, Non-Executive Promoter Director Management Discussion Mr. S. Subramoniam, Non- Executive Promoter Director & Analysis Report & Ms. E. Kamalam, Non- Executive Promoter Director Annexures Mr. Benny John, Non- Executive Independent Director (w.e.f 23.07.2026) Certificate on Non- 74-75 Ms. Kolluru Bala Naga Manimala, Non- Executive Independent Disqualification of Director (w.e.f 23.07.2026) Directors Mr. Vignesh Rajkumar, Non- Executive Non-Independent Director Compliance Certificate on 76-77 (w.e.f 23.07.2026) Corporate Governance CHIEF FINANCIAL OFFICER Independent Auditor’s 78-91 Mr. V.N. Sridharan Report on Standalone Financial Statements COMPANY SECRETARY Mr. Vinod Kumar M (up to 08.08.2025) Standalone Financial 92-121 Ms. Shreya Ramkrishnan (from 07.11.2025 upto 13.03.2026) Statements Mr. Adith. K. L (w.e.f 26.05.2026) Independent Auditor’s 122-131 STATUTORY AUDITOR Report on Consolidated M/s. KPR & Co., Chartered Accountants Financial Statements 66/4952, Family Welfare Centre Building, 2nd Floor, M.G. Road, Kochi - 682 035 Consolidated Financial 132-163 Statements SECRETARIAL AUDITOR Ms. N. Srividhya, Practicing Company Secretary. BANKERS HDFC Bank Limited, Chennai REGISTERED OFFICE 57/2993, “Sree Kailas” Paliam Road Ernakulam, Cochin - 682 016, Kerala Tel: 0484-2382182 E-mail: secretary@sreekailas.com, Website: www.sreekailas.com REGISTRAR AND SHARE TRANSFER AGENT Bigshare Services Private Limited S6-2, 6th Floor, Pinnacle Business Park Next to Ahura Centre, Mahakali Caves Road Andheri (East), Mumbai -40009 FINANCIAL HIGHLIGHTS (8 YEARS) Rs. In lakhs Particulars 2018-19 2019-20 2020-21 2021-22 2022-23 2023-24 2024-25 2025-26 Total Income 393.34 331.55 393.62 554.19 781.51 848.95 550.63 1072.48 Profit before tax 162.93 85.91 38.07 103.41 116.94 24.74 5381.15 526.13 Profit after tax 190.71 85.91 38.07 103.41 113.64 23.58 5140.26 453.90 Earnings per Share 0.99 0.46 0.20 0.54 0.56 0.12 25.51 2.25 - - - - - - - - Dividend Rate (%) Reserves & Retained Earnings -4,329.82 -4,369.74 -4,337.18 -4,234.16 -4,117.57 -4,092.66 1049.81 1508.88 Equity Share Capital 1,820.12 1,915.12 1,915.12 1,915.12 2,015.12 2,015.12 2015.12 2015.12 Equity Shareholders’ Funds -2,509.70 -2,454.62 -2,422.06 -2,319.04 -2,102.45 -2,077.54 3064.93 3524 Fixed Assets(Gross Block) 1,348.21 1373.87 3,206.52 4,591.28 4,712.24 4,712.69 47.75 47.75 Fixed Assets(Net Block) 930.74 916.28 2,666.85 3,933.32 3,906.14 3,775.91 2.64 2.63 NOTICE Notice is hereby given that the 35th (Thirty Fifth) Annual General Meeting of the shareholders of the Company will be held on Saturday, 26 September, 2026 at 12:30 PM through Video Conferencing (VC) or Other Audio Visual Means (OAVM) to transact the following businesses. ORDINARY BUSINESS 1. To receive, consider and adopt the audited Standalone and Consolidated Financial Statements for the Financial year ended 31st March 2026 and the reports of Board of Directors and Statutory Auditors thereon. 2. To appoint a Director in place of Mr. Subramoniam Sivathanu Pillai (DIN:- 01790968), who retires by rotation in accordance with Section 152 of the Companies Act, 2013 and Articles of Association of the company, being eligible offers himself for reappointment. SPECIAL BUSINESS 3. Appointment of Ms. Kolluru Bala Naga Manimala as Director of the Company in Independent Category To consider and if thought fit, to pass with or without modification the following resolution as a Special Resolution: “RESOLVED THAT pursuant to the provisions of Sections 149, 160 and other applicable provisions, if any, of the Companies Act, 2013 read with Schedule IV and pursuant to requisite Regulations of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“LODR Regulations”) (including any statutory modification(s) or re-enactment thereof for the time being in force), based on the recommendations of Nomination and Remuneration Committee and consent of the Board of Directors of the Company, the approval of the Members be and is hereby accorded for the appointment of Ms. Kolluru Bala Naga Manimala (DIN: 06395324), who was appointed by the Board of Directors as an Additional Director of the Company in the Independent Category with effect from July 23, 2026 pursuant to Section 161(1) of the Act and who holds office up to the date of this General Meeting, and in respect of whom the Company has received a notice in writing proposing her candidature for the office of Director, be and is hereby appointed as an Independent Director of the Company for a term of 5 consecutive years, not liable to retire by rotation . RESOLVED FURTHER THAT any of Directors of the Company be and are hereby authorised to do all such acts, deeds, matters and things as may be necessary, proper or expedient to effectuate the above resolution including filing of necessary forms and disclosures with the Registrar of Companies, the Stock Exchanges and such other regulatory or statutory authorities as may be required.” 4. Appointment of Mr. Benny John as Director of the Company in Independent Category To consider and if thought fit, to pass with or without modification the following resolution as a Special Resolution: “RESOLVED THAT pursuant to the provisions of Sections 149,160 and other applicable provisions, if any, of the Companies Act, 2013 read with Schedule IV and pursuant to requisite Regulations of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“LODR Regulations”) (including any statutory modification(s) or re-enactment thereof for the time being in force), based on the recommendations of Nomination and Remuneration Committee and consent of the Board of Directors of the Company, the approval of the Members be and is hereby accorded for the appointment of Mr. Benny John (DIN: 11843059), who was appointed by the Board of Directors as an Additional Director of the Company with effect from July 23, 2026 pursuant to Section 161(1) of the Act and who holds office up to the date of this General Meeting, and in respect of whom the Company has received a notice in writing proposing his candidature for the office of Director, be and is hereby appointed as an Independent Director of the Company for a term of 5 consecutive years, not liable to retire by rotation. RESOLVED FURTHER THAT the any of Directors of the Company be and are hereby authorised to do all such acts, deeds, matters and things as may be necessary, proper or expedient to effectuate the above resolution including filing of necessary forms and disclosures with the Registrar of Companies, the Stock Exchanges and such other regulatory or statutory authorities as may be required.” 5. Appointment of Mr. Vignesh Rajkumar (DIN:02565284) as Non- Executive and Non-Independent Director of the Company To consider and if thought fit, to pass with or without modification the following resolution as an Ordinary Resolution: “RESOLVED THAT pursuant to the provisions of Sections 149, 152, 160 and other applicable provisions, if any, of the Companies Act, 2013 read with the Companies (Appointment and Qualification of Directors) Rules, 2014, and pursuant to requisite Regulations of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“LODR Regulations”) (including any statutory modification(s) or re- enactment thereof for the time being in force), based on the recommendations of Nomination and Remuneration Committee and consent of the Board of Directors of th [Showing first 8,000 characters — download PDF for full document]