AccelerateBS India Limited
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AccelerateBSi

Date: May 28, 2026

To
BSE Limited
Phiroze Jeejeebhoy Towers,
Dalal Street, Fort Mumbai - 400 001

Scrip Code: 543938
Scrip Id: ACCELERATE

Dear Sir/Madam,

Subject: Notice of Postal Ballot- Disclosure under Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("Listing Regulations")

Pursuant to Regulation 30 read with Schedule III of the Listing Regulations and SEBI Master Circular No. HO/49/14/14(7)2025-CFD-POD2/I/3762/2026 dated January 30, 2026 ("SEBI Master Circular") as amended from time to time, we are enclosing herewith the Postal Ballot Notice dated Thursday, May 28, 2026 (the "Notice"), together with Explanatory Statement which is being sent to the Members on their registered email address, seeking approval for the Special Resolutions as set out in the said Notice.

In compliance with the Ministry of Corporate Affairs circulars, physical copies of the Notice, Postal Ballot forms and pre-paid business envelopes are not being sent to Members for this Postal Ballot. Notice is being sent in electronic form only. The remote e-voting period will commence on Saturday, May 30, 2026 at 09:00 a.m. (IST) and will end on Sunday, June 28, 2026 at 05:00 p.m. (IST).

During this period, Members of the Company holding Equity Shares as on the cut-off date i.e. Friday, May 22, 2026, may cast their votes communicating assent or dissent by way of remote e-voting system only. The Scrutinizer will submit her report to the Chairman or any other person authorized by him. The results of voting by postal ballot (through e-voting process) along with the Scrutinizer's report will be announced by the Chairman or any other person authorized by him within two working days from the conclusion of the e-voting, i.e. on or before Tuesday, June 30, 2026, and will be displayed on the Company's website www.acceleratebs.com and the website of National Securities Depository Limited ("NSDL"), the agency for providing e-voting facility at https://www.evoting.nsdl.com. The results will simultaneously be communicated to the Stock Exchange where the Equity Shares of the Company are listed and will also be displayed on Company's website www.acceleratebs.com.

Kindly take the same on your record.

Thanking You
Yours Faithfully

For AccelerateBS India Limited

JIGYAS
HA JAIN
Digitally signed
by JIGYASHA
JAIN
Date: 2026.05.28
16:15:02 +05'30'

Jigyasha Jain
Company Secretary & Compliance Officer
Membership No.: A64547

AccelerateBS India Limited
Regd. Office: 604 Quantum tower, Rambaug Lane, Malad (W), Mumbai 400064 | CIN: L72200MH2022PLC390266
www.acceleratebs.com | [email protected] | +91-22-35211007 | +91-22-35210425

AccelerateBS India Limited
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AccelerateBSi

ACCELERATEBS INDIA LIMITED

Registered Office: 604, Quantum Tower, Rambaug Lane, Malad West, Mumbai, Maharashtra - 400064
CIN: L72200MH2022PLC390266 | Email: [email protected] | Website: www.acceleratebs.com

NOTICE OF POSTAL BALLOT

[Pursuant to Sections 108 and 110 of the Companies Act, 2013 read with Rules 20 and 22 of the Companies (Management and Administration) Rules, 2014, as amended]

E-voting starts on	E-voting ends on
Saturday, May 30, 2026	Sunday, June 28, 2026

Dear Member(s),

NOTICE is hereby given pursuant to Section 110 read with Section 108 and other applicable provisions, if any, of the Companies Act, 2013, ('the Act'), read with Rules 20 and 22 of the Companies (Management and Administration) Rules, 2014, ('the Rules'), including any statutory modification(s) or amendment(s) thereto or re-enactment(s) thereof for the time being in force, read with General Circular No. 14/2020 dated April 8, 2020, 17/2020 dated April 13, 2020 read with other relevant circulars including General Circular No. 03/2025 dated September 22, 2025 issued by the Ministry of Corporate Affairs ("MCA") (hereinafter collectively referred to as "MCA Circulars"), Regulation 44 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("the Listing Regulations"), Secretarial Standard - 2 on General Meetings issued by the Institute of Company Secretaries of India ('SS-2'), and pursuant to other applicable laws, rules and regulations (including any statutory modification(s) or re-enactment(s) thereof, for the time being in force), approval of the Members of the Company (as on the Cut-off Date) ("Members" or "Equity Shareholders"), is sought via postal ballot through e-voting only (voting through electronic means) to transact the items of special business as set out in the Postal Ballot Notice ("Notice") proposed to be passed by the Members of AccelerateBS India Limited ("the Company") through remote e-voting i.e. voting through remote e-voting. An explanatory statement pursuant to Section 102 and other applicable provisions of the Act as amended pertaining to the said resolutions setting out the material facts and the reasons thereof and additional information as required under the Listing Regulations forms a part of this Notice.

In compliance with the aforesaid MCA Circulars, this Notice is being sent by the Company only through electronic mode to those Members whose email addresses are registered with the Company/Registrar and Transfer Agent ('RTA')- Bigshare Services Private Limited/Depositories and, if so, requested by any shareholder, in physical form by courier to such shareholder's registered postal address that is available with the RTA. The process for registration of email addresses is appended in the Notes to this Notice. The voting rights for Equity Shares is one vote per Paid-up Equity Share, registered in the name of the Members of the Company. The Company has provided an e-voting facility to its Members to cast their vote electronically. The instructions for e-voting are appended to this Postal Ballot Notice. A person who is not a Member as on the Cut-off date i.e. Friday, May 22, 2026 should treat this Postal Ballot Notice for information purpose only.

Please note that there will be no dispatch of physical copies of the Postal Ballot Notice or Postal Ballot forms to the Members of the Company and no physical Ballot forms will be accepted. Those Members who have not yet registered their e-mail address are requested to register the same by following the procedure set out in this Postal Ballot Notice.

The communication of the assent or dissent of the Members would only take place through the remote e-voting system. The Company has engaged the services of the National Securities Depository Limited ("NSDL") to provide a remote e-voting facility to its Members.

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Members desiring to exercise their vote through the remote e-voting facility arranged by the Company are requested to carefully read the instructions and follow the procedure as stated in the Notes forming part of this Notice for the casting of votes from 9:00 a.m. (IST) on Saturday, May 30, 2026 to Sunday, June 28, 2026 at 5:00 p.m. (IST). The remote e-voting facility will be disabled by NSDL immediately thereafter and voting shall not be allowed beyond the said time and date.

The Board of Directors has appointed Mr. Vikas Raju Varma, Practicing Company Secretary, Mumbai (Membership no. 11046 and CP no.: 27546), to act as the Scrutinizer for conducting Postal Ballot/e-voting process in a fair and transparent manner in accordance with the provisions of the Act and the Rules made thereunder. The Scrutinizer's decision on the validity of the votes cast in the Postal Ballot shall be final.

The Scrutinizer will submit his report to the Chairman or any other person authorized by him. The results of voting by postal ballot (through remote e-voting) along with the Scrutinizer's report will be announced by the Chairman or any other person authorized by him within two working days from the conclusion of the e-voting, i.e. on or before Tuesday, June 30, 2026, and will be displayed on the Company's website www.acceleratebs.com and the website of NSDL, the agency for providing e-voting facility at https://www.evoting.nsdl.com. The results will simultaneously be communicated to the Stock Exchange where the equity shares of the Company are listed and will also be displayed at the notice board at its Registered Office of the Company.

The Resolutions, if passed by requisite majority, shall be deemed to have been passed on the last date of Remote e-voting i.e. Sunday, June 28, 2026.

The Board of Directors of the Company now propose to obtain the consent of the Members by way of Postal Ballot for the matters as considered in the Special Resolutions ("Resolutions") appended below in accordance with Rule 20 and 22 of the Companies (Management and Administration) Rules, 2014. You are requested to peruse the proposed Resolutions along with the Explanatory Statement and thereafter record your assent or dissent by means of remote e-voting facility provided by the Company.

SPECIAL BUSINESSES:

To approve the revision in remuneration of Mr. Kunal Arvind Shah, Chairman and Managing Director of the Company, and, in this regard to consider and, if thought fit, to pass the following Resolution as a Special Resolution:

"RESOLVED THAT in partial modification of the Resolution No. 4 passed by the Members at the Extra-Ordinary General Meeting of the Company held on January 30, 2023, for the appointment of Mr. Kunal Arvind Shah (DIN: 06982652) as a Managing Director of the Company for a period of five (5) years with effect from December 30, 2022 on the terms and conditions including remuneration mentioned therein, and in continuation of the Postal Ballot approved on January 27, 2024 and pursuant to the provisions of Sections 178, 196, 197, 198 and 200 read with Schedule V and all other provisions of the Companies Act, 2013 ("the Act"), the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, all applicable regulations of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("SEBI Listing Regulations") (including any statutory modification(s) or amendment(s) thereto or re-enactment(s) thereof, for the time being in force), provisions of the Articles of Association of the Company, recommendation of Nomination and Remuneration Committee and the Board of Directors of the Company and such other approvals, permissions and sanctions, as may be required and subject to such conditions and modifications, as may be prescribed or imposed by any of the authorities while granting such approvals, permissions and sanctions, approval of the Shareholders of the Company be and is hereby accorded for the revision of remuneration of Mr. Kunal Arvind Shah, Chairman and Managing Director of the Company, by increasing the scale of basic salary from INR 55,00,000/- (Indian Rupees Fifty-Five Lakhs Only) to INR 65,00,000/- (Indian Rupees Sixty-Five Lakhs Only) per annum for the period from April 01, 2026 to December 29, 2027 and by increasing the Performance Pay which is based on his performance and performance of the Company to an amount not exceeding 300% of the annual basic salary for the aforementioned period, notwithstanding that such remuneration may exceed the individual/overall limits specified under Section 197 (1)(i) of the Act.

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RESOLVED FURTHER THAT except for the revision in the remuneration in the scale of basic salary and Performance Pay all other terms and conditions of appointment and remuneration of Mr. Kunal Arvind Shah, Chairman and Managing Director of the Company as approved earlier by the Members, and which are not dealt with in this Resolution, shall remain unchanged and continue to be effective.

RESOLVED FURTHER THAT where in any financial year during the currency of the tenure of Mr. Kunal Arvind Shah, the Company has no profits or its profits are inadequate, the Company may pay to Mr. Kunal Arvind Shah, as Chairman and Managing Director of the Company, the remuneration as approved by the Members from time to time, as the minimum remuneration by way of salary, perquisites, and other allowances, benefits and Performance Pay.

RESOLVED FURTHER THAT the approval of the Company be and is hereby accorded to the Board of Directors (including any committees thereof) to revise the basic salary payable to Mr. Kunal Arvind Shah within the above-mentioned scale of salary and decide on the Performance Pay as mentioned above.

RESOLVED FURTHER THAT to give effect to this resolution, Mr. Keyur Dipakkumar Shah, Whole-time Director of the Company be and is hereby authorized to do all such acts, deeds, matters, and things as may be necessary in this connection, execute all such documents, instruments, and writings as may be required in this connection including seeking all necessary approvals to give effect to this Resolution, to settle any questions, difficulties or doubts that may arise in this regard and to delegate all or any of its powers herein conferred to any Director, Company Secretary or any other officer(s) of the Company."

To approve the revision in remuneration of Mr. Keyur Dipakkumar Shah, Whole-time Director of the Company, and, in this regard to consider and, if thought fit, to pass the following Resolution as a Special Resolution:

"RESOLVED THAT in partial modification of the Resolution No. 5 passed by the Members at the Extra-Ordinary General Meeting of the Company held on January 30, 2023, for the appointment of Mr. Keyur Dipakkumar Shah (DIN: 06982704) as a Whole-time Director of the Company for a period of five (5) years with effect from December 30, 2022 on the terms and conditions including remuneration mentioned therein, and in continuation of the Postal Ballot approved on January 27, 2024 and pursuant to the provisions of Sections 178, 196, 197, 198 and 200 read with Schedule V and all other provisions of the Companies Act, 2013 ("the Act"), the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, all applicable regulations of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("SEBI Listing Regulations") (including any statutory modification(s) or amendment(s) thereto or re-enactment(s) thereof, for the time being in force), provisions of the Articles of Association of the Company, recommendation of Nomination and Remuneration Committee and the Board of Directors of the Company and such other approvals, permissions and sanctions, as may be required and subject to such conditions and modifications, as may be prescribed or imposed by any of the authorities while granting such approvals, permissions and sanctions, approval of the Shareholders of the Company be and is hereby accorded for the revision of remuneration of Mr. Keyur Dipakkumar Shah, Whole-time Director of the Company, by increasing the scale of basic salary from INR 55,00,000/- (Indian Rupees Fifty-Five Lakhs Only) to INR 65,00,000/- (Indian Rupees Sixty-Five Lakhs Only) per annum for the period from April 01, 2026 to December 29, 2027 and by increasing the Performance Pay which is based on his performance and performance of the Company to an amount not exceeding 300% of the annual basic salary for the aforesaid period, notwithstanding that such remuneration may exceed the individual/overall limits specified under Section 197 (1)(i) of the Act.

RESOLVED FURTHER THAT except for the revision in the remuneration in the scale of basic salary and Performance Pay all other terms and conditions of appointment and remuneration Mr. Keyur Dipakkumar Shah, Whole-time Director of the Company as approved earlier by the Members, and which are not dealt with in this Resolution, shall remain unchanged and continue to be effective.

RESOLVED FURTHER THAT where in any financial year during the currency of the tenure of Mr. Keyur Dipakkumar Shah, the Company has no profits or its profits are inadequate, the Company may pay to Mr. Keyur

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Dipakkumar Shah, Whole-time Director of the Company, the remuneration as approved by the Members from time to time, as the minimum remuneration by way of salary, perquisites, and other allowances, benefits and Performance Pay.

RESOLVED FURTHER THAT the approval of the Company be and is hereby accorded to the Board of Directors (including any committees thereof) to revise the basic salary payable to Mr. Keyur Dipakkumar Shah, within the above-mentioned scale of salary and decide on the Performance Pay as mentioned above.

RESOLVED FURTHER THAT to give effect to this resolution, Mr. Kunal Arvind Shah, Chairman and Managing Director of the Company be and is hereby authorized to do all such acts, deeds, matters, and things as may be necessary in this connection, execute all such documents, instruments, and writings as may be required in this connection including seeking all necessary approvals to give effect to this Resolution, to settle any questions, difficulties or doubts that may arise in this regard and to delegate all or any of its powers herein conferred to any Director, Company Secretary or any other officer(s) of the Company."

To approve the revision in remuneration of Ms. Ami Keyur Shah, Executive Director (Director and Chief Financial Officer) of the Company, and, in this regard to consider and, if thought fit, to pass the following Resolution as a Special Resolution:

"RESOLVED THAT in partial modification of the Resolution No. 2 passed by the Members at the Extra-Ordinary General Meeting of the Company held on January 30, 2023, for the appointment of Ms. Ami Keyur Shah (DIN: 09812195) as an Executive Director of the Company with effect from December 30, 2022 on such terms and conditions including the remuneration as set out in the Notice & Explanatory Statement of the said Extra Ordinary General Meeting and in continuation of the Postal Ballot approved on January 27, 2024 and pursuant to the provisions of Sections 178, 196, 197, 198 and 200 read with Schedule V and all other provisions of the Companies Act, 2013 ("the Act"), the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, all applicable regulations of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("SEBI Listing Regulations") (including any statutory modification(s) or amendment(s) thereto or re-enactment(s) thereof, for the time being in force), provisions of the Articles of Association of the Company, recommendation of Nomination and Remuneration Committee and the Board of Directors of the Company and such other approvals, permissions and sanctions, as may be required and subject to such conditions and modifications, as may be prescribed or imposed by any of the authorities while granting such approvals, permissions and sanctions, approval of the Shareholders of the Company be and is hereby accorded for the revision of remuneration of Ms. Ami Keyur Shah, Executive Director (designated as Director and Chief Financial Officer) of the Company, by increasing the scale of basic salary from INR 55,00,000/- (Indian Rupees Fifty-Five Lakhs Only) to INR 65,00,000/- (Indian Rupees Sixty-Five Lakhs Only) per annum for the financial year 2026-27 to financial year 2027-28 and by increasing the Performance Pay which is based on his performance and performance of the Company to an amount not exceeding 300% of the annual basic salary for the aforementioned period, notwithstanding that such remuneration may exceed the individual/overall limits specified under Section 197 (1)(i) of the Act.

RESOLVED FURTHER THAT except for the revision in the remuneration in the scale of basic salary and Performance Pay all other terms and conditions of appointment and remuneration Ms. Ami Keyur Shah, Executive Director (designated as Director and Chief Financial Officer) of the Company as approved earlier by the Members, and which are not dealt with in this Resolution, shall remain unchanged and continue to be effective.

RESOLVED FURTHER THAT where in any financial year during the currency of the tenure of Ms. Ami Keyur Shah, the Company has no profits or its profits are inadequate, the Company may pay to Ms. Ami Keyur Shah, Executive Director (designated as Director and Chief Financial Officer) of the Company, the remuneration as approved by the Members from time to time, as the minimum remuneration by way of salary, perquisites, and other allowances, benefits and Performance Pay.

RESOLVED FURTHER THAT approval of the Company be and is hereby accorded to the Board of Directors (including any committees thereof) to revise the basic salary payable to Ms. Ami Keyur Shah, within the above-mentioned scale of salary and decide on the Performance Pay as mentioned above.

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To approve the revision in remuneration of Ms. Ishani Kunal Shah, Executive Director (Director and Solution Architect) of the Company, and, in this regard to consider and, if thought fit, to pass the following Resolution as a Special Resolution:

"RESOLVED THAT in partial modification of the Resolution No. 3 passed by the Members at the Extra-Ordinary General Meeting of the Company held on January 30, 2023, for the appointment of Ms. Ishani Kunal Shah (DIN: 09812215) as an Executive Director of the Company for a period of five (5) years with effect from December 30, 2022 on such terms and conditions including the remuneration as set out in the Notice & Explanatory Statement of the said Extra Ordinary General Meeting and in continuation of the Postal Ballot approved on January 27, 2024 and pursuant to the provisions of Sections 178, 196, 197, 198 and 200 read with Schedule V and all other provisions of the Companies Act, 2013 ("the Act"), the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, all applicable regulations of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("SEBI Listing Regulations") (including any statutory modification(s) or amendment(s) thereto or re-enactment(s) thereof, for the time being in force), provisions of the Articles of Association of the Company, recommendation of Nomination and Remuneration Committee and the Board of Directors of the Company and such other approvals, permissions and sanctions, as may be required and subject to such conditions and modifications, as may be prescribed or imposed by any of the authorities while granting such approvals, permissions and sanctions, approval of the Shareholders of the Company be and is hereby accorded for the revision of remuneration of Ms. Ishani Kunal Shah, Executive Director (Designated as Director and Solution Architect) of the Company, by increasing the scale of basic salary from INR 55,00,000/- (Indian Rupees Fifty-Five Lakhs Only) to INR 65,00,000/- (Indian Rupees Sixty-Five Lakhs Only) per annum for the financial year 2026-27 to financial year 2027-28 and by increasing the Performance Pay which is based on his performance and performance of the Company to an amount not exceeding 300% of the annual basic salary for the aforementioned period, notwithstanding that such remuneration may exceed the individual/overall limits specified under Section 197 (1)(i) of the Act.

RESOLVED FURTHER THAT except for the revision in the remuneration in the scale of basic salary and Performance Pay all other terms and conditions of appointment and remuneration Ms. Ishani Kunal Shah, Executive Director (Designated as Director and Solution Architect) of the Company as approved earlier by the Members, and which are not dealt with in this Resolution, shall remain unchanged and continue to be effective.

RESOLVED FURTHER THAT where in any financial year during the currency of the tenure of Ms. Ishani Kunal Shah, the Company has no profits or its profits are inadequate, the Company may pay to Ms. Ishani Kunal Shah, Executive Director (Designated as Director and Solution Architect) of the Company, the remuneration as approved by the Members from time to time, as the minimum remuneration by way of salary, perquisites, and other allowances, benefits and Performance Pay.

RESOLVED FURTHER THAT approval of the Company be and is hereby accorded to the Board of Directors (including any committees thereof) to revise the basic salary payable to Ms. Ishani Kunal Shah, within the above-mentioned scale of salary and decide on the Performance Pay as mentioned above.

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To authorize the Board to Borrow Money pursuant to Section 180 (1) (c) of the Companies Act, 2013, and, in this regard to consider and, if thought fit, to pass the following Resolution as a Special Resolution:

"RESOLVED THAT pursuant to the provisions of Sections 179, 180(1)(c) of the Companies Act, 2013 ("the Act"), read with Companies (Meeting of the Board & Powers) Rules, 2014 and other applicable provisions of the Act, if any, and the rules made there under, (including any statutory modification(s) or amendment(s) thereto or re-enactment(s) thereof, for the time being in force) and subject to Articles of Association of the Company and recommendation of Audit Committee and the Board of the Directors of the Company (hereinafter referred to as "the Board" which term shall include any Committee thereof), approval of the Shareholders of the Company be and is hereby accorded to the Board to borrow such sums of money from time to time, with or without security, for the purpose of the business of the Company, from various Bank(s), Financial Institution(s), or Lender(s) or any Body Corporate/Entity/Entities and or Authority/Authorities or such other person(s)/Individuals including Promoters as may be considered fit, such sum(s) of money as may be deemed necessary and expedient for the Business of the Company, either in rupees or in such other foreign currencies as may be permitted by law on such terms and conditions as may be deemed appropriate by the Board for an aggregate amount not exceeding a sum of INR 60,00,00,000/- (Indian Rupees Sixty Crores Only) outstanding at any point of time for the Company and its subsidiary companies taken together notwithstanding that the amount to be borrowed together with amount already borrowed by the Company (apart from temporary loans obtained from the Company's bankers in the ordinary course of business) exceeds the aggregate of paid-up capital, free reserves and securities premium of the Company.

RESOLVED FURTHER THAT Mr. Kunal Arvind Shah, Chairman and Managing Director, Mr. Keyur Dipakkumar Shah, Whole-time Director and Company Secretary and Compliance Officer of the Company be and are hereby a severally/jointly authorized, to do all acts, deeds, matters, and things as deem necessary, proper and desirable and to sign and execute all necessary documents, application and returns for the purpose of giving effect to the aforesaid resolution along with filing of necessary e-forms with the Registrar of Companies."

To authorize the Board to sell, lease or otherwise dispose undertaking of the Company pursuant to Section 180(1)(a) of the Companies Act, 2013, and, in this regard to consider and, if thought fit, to pass the following Resolution as a Special Resolution:

"RESOLVED THAT pursuant to the provisions of Sections 179, 180(1)(a) of the Companies Act, 2013 ("the Act"), read with Companies (Meeting of the Board & Powers) Rules, 2014 and other applicable provisions of the Act, if any, and the rules made there under (including any statutory modification(s) or amendment(s) thereto or re-enactment(s) thereof for the time being in force) and subject to Articles of Association of the Company and recommendation of Audit Committee, and the Board of the Directors (hereinafter referred to as "the Board" which term shall include any Committee thereof), approval of the Shareholders of the Company be and is hereby accorded to the Board to create charges, hypothecations, mortgages/equitable mortgages, and/ or pledge on movable and/or immovable properties and/ or whole or any part of the undertaking(s) of the Company, present and/or future, and/ or sell/lease/otherwise dispose of the properties so charged, mortgaged or hypothecated in certain events, in favor of Bank(s), Financial Institution(s), or Lender(s) or any Body Corporate/Entity/Entities and or Authority/Authorities or such other person(s)/Individuals including Promoters as may be considered fit, to secure the amount borrowed by the Company or any third party from time to time for the due payment of the principal and/or together with interest, charges, costs, expenses and all other monies payable by the Company or any third party in respect of such borrowings provided that the aggregate indebtedness secured by the assets of the Company does not exceed INR 60,00,00,000/- (Indian Rupees Sixty Crores Only) for the Company and its subsidiary companies taken together at any point of time.

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To authorize the Board to make Loan(s) and give Guarantee(s), provide Security(ies) or make Investments in excess of the prescribed limit as mentioned under Section 186 of the Companies Act, 2013, and, in this regard to consider and, if thought fit, to pass the following Resolution as a Special Resolution:

"RESOLVED THAT pursuant to the provisions of Sections 179, 186 of the Companies Act, 2013 ("the Act"), read with Companies (Meeting of the Board and its Powers) Rules, 2014 and such other applicable provisions of the Act, if any, of the Companies Act, 2013, (including any statutory modification(s) or amendment(s) thereto or re-enactment(s) thereof for the time being in force) and subject to Articles of Association of the Company and recommendation of Audit Committee, and the Board of the Directors (hereinafter referred to as "the Board" which term shall include any Committee thereof), approval of the Shareholders of the Company be and is hereby accorded to the Board to make loan(s) to any body(ies) corporate/ person(s) and/or to give guarantee(s) and/or to provide security(ies) in connection with the loan(s) to any body(ies) corporate/person(s) and/or acquire by way of subscription, purchase or otherwise the securities of any other body corporate, upto the limit of INR 60,00,00,000/- (Indian Rupees Sixty Crores Only) outstanding at any point of time, in one or more tranches, on such terms and conditions and with or without security as the Board may think fit, notwithstanding that the aggregate of the investments and loans so far made or to be made and the guarantees / securities so far given or to be given by the Company exceeds / will exceed the limits laid down under Section 186 of the Companies Act, 2013.

RESOLVED FURTHER THAT Mr. Kunal Arvind Shah, Chairman and Managing Director and Mr. Keyur Dipakkumar Shah, Whole-time Director of the Company be and are hereby authorized to negotiate and settle the terms and conditions of the Investments / Loans / Guarantees / Securities which may be made by the Company from time to time, by the Company, finalize the agreements/contracts and documents in this regard and to do all such acts, deeds, matters and things as may be necessary to give effect to this resolution.

By Order of the Board of Directors
of AccelerateBS India Limited

JIGYAS
HA JAIN
Digitally signed by
JIGYASHA JAIN
Date: 2026.05.28
16:16:08 +05'30'

Jigyasha Jain
Company Secretary and Compliance Officer
Membership No.: A64547

Place: Mumbai
Date: May 28, 2026
Registered Office:
Office 604, Quantum Tower,
Off S.V. Road, Ram Baug,
Malad West, Mumbai-400064
Tel.: +91-9653651592
E-mail: [email protected]
Website: www.acceleratebs.com
CIN: L72200MH2022PLC390266

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NOTES:

a. Pursuant to Sections 102 and 110 of the Act, an Explanatory Statement setting out material facts and rationale for the proposed resolutions is appended herein below and forms part of this Notice.

b. In compliance with the MCA Circulars, the Company is sending this Notice to the Members in electronic form only and, if so requested by any shareholder, in physical form by courier to such shareholder’s registered postal address that is available with the RTA. However, the communication of the assent or dissent of the Members would take place through e-voting only.

c. The Postal Ballot Notice is being sent via email only to the Members of the Company, whose names appear in the register of Members/the list of beneficial owners, as received from National Securities Depository Limited (“NSDL”) and Central Depository Services (India) Limited (“CDSL”) and whose email addresses are registered with the Company/depository participant(s) as on Friday, May 22, 2026 (“Cut-off Date”). Any person who is not a Member as on the Cut-off Date should treat this Postal Ballot Notice for information purposes only.

d. In compliance with Regulation 44 of the Listing Regulations and pursuant to the provisions of Sections 108 and 110 of the Act read with the rules framed thereunder and the MCA Circulars, the manner of voting on the proposed resolutions is restricted only to e-voting i.e., by casting votes electronically instead of submitting postal ballot forms. Accordingly, physical copy of the Postal Ballot Notice along with postal ballot form and pre-paid business reply envelope are not being sent to the Members for this postal ballot. The communication of the assent or dissent of the Members would only take place through the e-voting system. Please note, however, that those shareholders who may not have received this Notice due to non-registration of their e-mail addresses with the Company/RTA/Depositories, are also entitled to vote in relation to the resolution as set out in this Notice.

e. A copy of this Postal Ballot Notice is also available on the Company’s website www.acceleratebs.com the websites of the Stock Exchange namely BSE Limited at www.bseindia.com and on the website of NSDL at www.evoting.nsdl.com.

f. Resolutions passed by the Members through postal ballot are deemed to have been passed as if it has been passed at the General Meeting of the Members.

g. The Members shall exercise their right to vote on the resolutions included in the Postal Ballot Notice by electronic means i.e. through e-voting services provided by NSDL. The e-voting period shall commence at 09.00 a.m. IST on Saturday, May 30, 2026 and end at 05.00 p.m. IST on Sunday, June 28, 2026. Members are requested to carefully read the instructions given in this Postal Ballot Notice and record their assent (FOR) or dissent (AGAINST) through the e-voting process not later than 05.00 p.m. IST on Sunday, June 28, 2026. E-voting will be blocked by NSDL immediately thereafter and voting will not be allowed beyond the said date and time.

h. Members who wish to inspect the documents referred to in the Notice or Explanatory Statement may send their requests at [email protected] from their registered email address mentioning their Name, Folio Number / DP ID & Client ID from Saturday, May 30, 2026 until the last date of the remote e-voting period of this Postal Ballot i.e. on Sunday, June 28, 2026.

1. Process for registration of email addresses:

Members who have not registered/updated their email IDs so far are requested to register/update the same to receive this Postal Ballot Notice as per the following procedure:

Provide demat account details (CDSL - 16 digit beneficiary ID or NSDL-16 digit DPID + CLID), Name, client master or copy of consolidated account statement, Permanent Account Number (“PAN”) (self-attested scanned copy), AADHAR (self-attested scanned copy) by email to Company at [email protected].

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In case of any queries, for registering email address, Members may write to company at [email protected] or contact on +91 9653651592.
Members are requested that for permanent registration of their e-mail address, they can register their e-mail address, in respect of electronic holdings with their concerned DPs.
Those Members who have already registered their e-mail addresses are requested to get their e-mail addresses validated with their DPs to enable servicing of notices/documents/annual reports and other communications electronically to their email address in future.
Once the vote on the Resolution is cast by the Member, the Member shall not be allowed to change it subsequently.
After dispatch of the Postal Ballot Notice through email, advertisement shall be published in 1 (one) English daily newspaper and in 1 (one) Marathi Newspaper, each having wide circulation in the district where the registered office of the Company is situated and will also be uploaded on the Company's website at www.acceleratebs.com.
Contact details of the person responsible to address the queries/grievances, if any, connected with the Postal Ballot by electronic means:

The Company Secretary, Ms. Jigyasha Jain Tel: +91 9653651592; Email [email protected].

In case of any queries, you may refer the frequently asked questions ("FAQs") for Members and e-voting user manual for Members available at the download section at www.evoting.nsdl.com or call on toll free no.: 022 - 4886 7000 or send a request to Ms. Rimpa Bag or NSDL at [email protected].

The instructions for remote e-voting by Members are as under:

How do I vote electronically using NSDL e-Voting system?

The way to vote electronically on NSDL e-Voting system consists of "Two Steps" which are mentioned below:

Step 1: Access to NSDL e-Voting system

A) Login method for e-Voting for Individual shareholders holding securities in demat mode

In terms of SEBI circular dated December 9, 2020 on e-Voting facility provided by Listed Companies, Individual shareholders holding securities in demat mode are allowed to vote through their demat account maintained with Depositories and Depository Participants. Shareholders are advised to update their mobile number and email Id in their demat accounts in order to access e-Voting facility.

Type of shareholders	Login Method
Individual Shareholders holding securities in demat mode with NSDL.	For OTP based login you can click on https://eservices.nsdl.com/SecureWeb/evoting/evotinglogin.jsp. You will have to enter your 8-digit DP ID,8-digit Client Id, PAN No., Verification code and generate OTP. Enter the OTP received on registered email id/mobile number and click on login. After successful authentication, you will be redirected to NSDL Depository site wherein you can see e-Voting page. Click on company name or e-Voting service provider i.e. NSDL and you will be redirected to e-Voting website of NSDL for casting your vote during the remote e-Voting period.
Existing IDeAS user can visit the e-Services website of NSDL Viz. https://eservices.nsdl.com either on a Personal Computer or on a mobile. On the e-

Type of shareholders

Individual Shareholders holding securities in demat mode with NSDL.

For OTP based login you can click on https://eservices.nsdl.com/SecureWeb/evoting/evotinglogin.jsp. You will have to enter your 8-digit DP ID,8-digit Client Id, PAN No., Verification code and generate OTP. Enter the OTP received on registered email id/mobile number and click on login. After successful authentication, you will be redirected to NSDL Depository site wherein you can see e-Voting page. Click on company name or e-Voting service provider i.e. NSDL and you will be redirected to e-Voting website of NSDL for casting your vote during the remote e-Voting period.

Existing IDeAS user can visit the e-Services website of NSDL Viz. https://eservices.nsdl.com either on a Personal Computer or on a mobile. On the e-

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| | Services home page click on the “Beneficial Owner” icon under “Login” which is available under ‘IDeAS’ section, this will prompt you to enter your existing User ID and Password. After successful authentication, you will be able to see e-Voting services under Value added services. Click on “Access to e-Voting” under e-Voting services and you will be able to see e-Voting page. Click on company name or e-Voting service provider i.e. NSDL and you will be re-directed to e-Voting website of NSDL for casting your vote during the remote e-Voting period.

If you are not registered for IDeAS e-Services, option to register is available at https://eservices.nsdl.com. Select “Register Online for IDeAS Portal” or click at https://eservices.nsdl.com/SecureWeb/IdeasDirectReg.jsp

Visit the e-Voting website of NSDL. Open web browser by typing the following URL: https://www.evoting.nsdl.com/ either on a Personal Computer or on a mobile. Once the home page of e-Voting system is launched, click on the icon “Login” which is available under ‘Shareholder/Member’ section. A new screen will open. You will have to enter your User ID (i.e. your sixteen digit demat account number hold with NSDL), Password/OTP and a Verification Code as shown on the screen. After successful authentication, you will be redirected to NSDL Depository site wherein you can see e-Voting page. Click on company name or e-Voting service provider i.e. NSDL and you will be redirected to e-Voting website of NSDL for casting your vote during the remote e-Voting period.

Shareholders/Members can also download NSDL Mobile App “NSDL Speede” facility by scanning the QR code mentioned below for seamless voting experience.

NSDL Mobile App is available on |
| --- | --- |
| Individual Shareholders holding securities in demat mode with CDSL | Users who have opted for CDSL Easi / Easiest facility, can login through their existing user id and password. Option will be made available to reach e-Voting page without any further authentication. The users to login Easi / Easiest are requested to visit CDSL website www.cdslindia.com and click on login icon & New System Myeasi Tab and then user your existing my easi username & password.

After successful login the Easi / Easiest user will be able to see the e-Voting option for eligible companies where the evoting is in progress as per the information provided by company. On clicking the evoting option, the user will be able to see e-Voting page of the e-Voting service provider for casting your vote during the remote e-Voting period. Additionally, there is also links provided to access the system of all e-Voting Service Providers, so that the user can visit the e-Voting service providers’ website directly.

If the user is not registered for Easi/Easiest, option to register is available at CDSL website www.cdslindia.com and click on login & New System Myeasi Tab and then click on registration option.

Alternatively, the user can directly access e-Voting page by providing Demat Account Number and PAN No. from a e-Voting link available on www.cdslindia.com home |

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	page. The system will authenticate the user by sending OTP on registered Mobile & Email as recorded in the Demat Account. After successful authentication, user will be able to see the e-Voting option where the evoting is in progress and also able to directly access the system of all e-Voting Service Providers.
Individual Shareholders (holding securities in demat mode) login through their depository participants	You can also login using the login credentials of your demat account through your Depository Participant registered with NSDL/CDSL for e-Voting facility. upon logging in, you will be able to see e-Voting option. Click on e-Voting option, you will be redirected to NSDL/CDSL Depository site after successful authentication, wherein you can see e-Voting feature. Click on company name or e-Voting service provider i.e. NSDL and you will be redirected to e-Voting website of NSDL for casting your vote during the remote e-Voting period.

page. The system will authenticate the user by sending OTP on registered Mobile & Email as recorded in the Demat Account. After successful authentication, user will be able to see the e-Voting option where the evoting is in progress and also able to directly access the system of all e-Voting Service Providers.

Individual Shareholders (holding securities in demat mode) login through their depository participants

You can also login using the login credentials of your demat account through your Depository Participant registered with NSDL/CDSL for e-Voting facility. upon logging in, you will be able to see e-Voting option. Click on e-Voting option, you will be redirected to NSDL/CDSL Depository site after successful authentication, wherein you can see e-Voting feature. Click on company name or e-Voting service provider i.e. NSDL and you will be redirected to e-Voting website of NSDL for casting your vote during the remote e-Voting period.

Important note: Members who are unable to retrieve User ID/ Password are advised to use Forget User ID and Forget Password option available at abovementioned website.

Helpdesk for Individual Shareholders holding securities in demat mode for any technical issues related to login through Depository i.e. NSDL and CDSL

Login type	Helpdesk details
Individual Shareholders holding securities in demat mode with NSDL	Members facing any technical issue in login can contact NSDL helpdesk by sending a request at [email protected] or call at 022 - 4886 7000
Individual Shareholders holding securities in demat mode with CDSL	Members facing any technical issue in login can contact CDSL helpdesk by sending a request at [email protected] or contact at toll free no. 1800-21-09911

B) Login Method for shareholders other than Individual shareholders holding securities in demat mode:

How to Log-in to NSDL e-Voting website?

Visit the e-Voting website of NSDL. Open web browser by typing the following URL: https://www.evoting.nsdl.com/ either on a Personal Computer or on a mobile.

Once the home page of e-Voting system is launched, click on the icon "Login" which is available under 'Shareholder/Member' section.

A new screen will open. You will have to enter your User ID, your Password/OTP and a Verification Code as shown on the screen.

Alternatively, if you are registered for NSDL eservices i.e. IDEAS, you can log-in at https://eservices.nsdl.com/ with your existing IDEAS login. Once you log-in to NSDL eservices after using your log-in credentials, click on e-Voting and you can proceed to Step 2 i.e. Cast your vote electronically.

Your User ID details are given below:

Manner of holding shares i.e. Demat (NSDL or CDSL	Your User ID is:
a) For Members who hold shares in demat account with NSDL.	8 Character DP ID followed by 8 Digit Client ID
For example if your DP ID is IN300 and Client ID is 12 then your user ID is IN30012.
b) For Members who hold shares in demat account with CDSL.	16 Digit Beneficiary ID
For example if your Beneficiary ID is 12***

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Password details for shareholders other than Individual shareholders are given below:
a) If you are already registered for e-Voting, then you can user your existing password to login and cast your vote.
b) If you are using NSDL e-Voting system for the first time, you will need to retrieve the 'initial password' which was communicated to you. Once you retrieve your 'initial password', you need to enter the 'initial password' and the system will force you to change your password.
c) How to retrieve your 'initial password'?
If your email ID is registered in your demat account or with the company, your 'initial password' is communicated to you on your email ID. Trace the email sent to you from NSDL from your mailbox. Open the email and open the attachment i.e. a .pdf file. Open the .pdf file. The password to open the .pdf file is your 8-digit client ID for NSDL account, last 8 digits of client ID for CDSL account. The .pdf file contains your 'User ID' and your 'initial password'.
If your email ID is not registered, please follow steps mentioned below in process for those shareholders whose email ids are not registered
If you are unable to retrieve or have not received the "Initial password" or have forgotten your password:
a) Click on "Forgot User Details/Password?"(If you are holding shares in your demat account with NSDL or CDSL) option available on www.evoting.nsdl.com.
b) If you are still unable to get the password by aforesaid two options, you can send a request at [email protected] mentioning your demat account number/folio number, your PAN, your name and your registered address etc.
c) Members can also use the OTP (One Time Password) based login for casting the votes on the e-Voting system of NSDL.
After entering your password, tick on Agree to "Terms and Conditions" by selecting on the check box.
Now, you will have to click on "Login" button.
After you click on the "Login" button, Home page of e-Voting will open.

Step 2: Cast your vote electronically on NSDL e-Voting system

How to cast your vote electronically on NSDL e-Voting system?

After successful login at Step 1, you will be able to see all the companies "EVEN" in which you are holding shares and whose voting cycle.
Select "EVEN" of company for which you wish to cast your vote during the remote e-Voting period.
Now you are ready for e-Voting as the Voting page opens.
Cast your vote by selecting appropriate options i.e. assent or dissent, verify/modify the number of shares for which you wish to cast your vote and click on "Submit" and also "Confirm" when prompted.
Upon confirmation, the message "Vote cast successfully" will be displayed.
You can also take the printout of the votes cast by you by clicking on the print option on the confirmation page.
Once you confirm your vote on the resolution, you will not be allowed to modify your vote.

General Guidelines for shareholders

Institutional shareholders (i.e. other than individuals, HUF, NRI etc.) are required to send scanned copy (PDF/JPG Format) of the relevant Board Resolution/ Authority letter etc. with attested specimen signature of the duly authorized signatory(ies) who are authorized to vote, to the Scrutinizer by e-mail to [email protected] with a copy marked to [email protected]. Institutional shareholders (i.e. other than

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individuals, HUF, NRI etc.) can also upload their Board Resolution / Power of Attorney / Authority Letter etc. by clicking on "Upload Board Resolution / Authority Letter" displayed under "e-Voting" tab in their login.

It is strongly recommended not to share your password with any other person and take utmost care to keep your password confidential. Login to the e-voting website will be disabled upon five unsuccessful attempts to key in the correct password. In such an event, you will need to go through the "Forgot User Details/Password?" or "Physical User Reset Password?" option available on www.evoting.nsdl.com to reset the password.
In case of any queries, you may refer the Frequently Asked Questions (FAQs) for Shareholders and e-voting user manual for Shareholders available at the download section of www.evoting.nsdl.com or call on : 022 - 4886 7000 or send a request to Ms. Rimpa Bag at [email protected]

Process for those shareholders whose email ids are not registered with the depositories for procuring user id and password and registration of e mail ids for e-voting for the resolutions set out in this notice:

In case shares are held in demat mode, please provide DPID-CLID (16 digit DPID + CLID or 16 digit beneficiary ID), Name, client master or copy of Consolidated Account statement, PAN (self-attested scanned copy of PAN card), AADHAR (self-attested scanned copy of Aadhar Card) to [email protected]. If you are an Individual shareholders holding securities in demat mode, you are requested to refer to the login method explained at step 1 (A) i.e. Login method for e-Voting for Individual shareholders holding securities in demat mode.
Alternatively Shareholder/Members may send a request to [email protected] for procuring user id and password for e-voting by providing above mentioned documents.

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EXPLANATORY STATEMENT PURSUANT TO SECTION 102(1) OF THE COMPANIES ACT, 2013

The following Statement sets out all material facts relating to Resolutions Nos. 1 to 7 mentioned in the accompanying Notice

Item Nos. 1 to 4

The Members of the Company at the Extra-Ordinary General Meeting held on January 30, 2023 had appointed and approved the remuneration of Mr. Kunal Arvind Shah as a Managing Director, Mr. Keyur Dipakkumar Shah as a Whole-time Director for a period of five (5) years, and Ms. Ami Keyur Shah and Ms. Ishani Kunal Shah as Executive Directors with effect from December 30, 2022 on such terms and conditions including the remuneration as set out in the Notice and the Explanatory Statement of the said Extra Ordinary General Meeting. Further, considering the success of the Company's Initial Public Offer (IPO) in 2023, increased responsibility and projected future growth of the Company under the guidance and leadership of Mr. Kunal Arvind Shah as Chairman & Managing Director, Mr. Keyur Dipakkumar Shah as Whole-time Director, Ms. Ami Keyur Shah, Executive Director (Director and Chief Financial Officer) and Ms. Ishani Kunal Shah, Executive Director of the Company, the Members vide Postal Ballot dated January 27, 2024 had approved the revision in the terms of remuneration of Mr. Kunal Arvind Shah, Mr. Keyur Dipakkumar Shah, Ms. Ami Keyur Shah and Ms. Ishani Kunal Shah for the period of three (3) years from financial year 2023-24 upto financial year 2025-26. Since the revision in remuneration was approved in accordance with inter-alia the provisions of Schedule V of the Companies Act, 2013 ("the Act"), such approval was valid for a period not exceeding three (3) years, and accordingly, fresh approval of the Members is required for payment of revised remuneration for the remaining tenure of the aforementioned Directors.

Considering the performance evaluation, increased responsibility and projected future growth of the Company under the guidance and leadership of Mr. Kunal Arvind Shah as Chairman & Managing Director, Mr. Keyur Dipakkumar Shah as Whole-time Director, Ms. Ami Keyur Shah as Executive Director (Director and Chief Financial Officer) and Ms. Ishani Kunal Shah as Executive Director (Director and Solution Architect) of the Company, the Board of Directors of the Company, upon the recommendation of the Nomination and Remuneration Committee and subject to approval of Members, has approved further revision in the terms of remuneration of Mr. Kunal Arvind Shah, Mr. Keyur Dipakkumar Shah, Ms. Ami Keyur Shah and Ms. Ishani Kunal Shah for the aforementioned period stated in the respective resolutions. Accordingly, the resolutions under Item Nos. 1 to 4 of the accompanying Notice have been circulated to the Members for their approval by way of Special Resolution.

Except for the further revision in the remuneration by increase in the scale of basic salary and Performance Pay of all the above-mentioned Executive Directors, mentioned in resolutions under Item Nos. 1 to 4 of the accompanying Notice, all other terms and conditions relating to the appointment and remuneration of Mr. Kunal Arvind Shah, Mr. Keyur Dipakkumar Shah, Ms. Ami Keyur Shah and Ms. Ishani Kunal Shah, as approved earlier by the Members remain unchanged and continue to be effective.

The other disclosures as required under the Act read with the rules made thereunder and Schedule V to the Act, and as per Secretarial Standard- 2 (SS-2), regarding Special Resolutions under Item Nos. 1 to 4 of the accompanying Notice, are annexed below:

I. General Information:

Name	Mr. Kunal Arvind Shah	Mr. Keyur Dipakkumar Shah	Ms. Ami Keyur Shah	Ms. Ishani Kunal Shah
DIN	06982652	06982704	09812195	09812215
Age	42 years	41 years	41 years	41 years
Nature of industry	Commercial, Industrial and Information Technology Services
Date or expected date of commencement of	Existing Company in operation since September 09, 2022

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II. Information about Directors of the Company:

Name	Mr. Kunal Arvind Shah	Mr. Keyur Dipakkumar Shah	Ms. Ami Keyur Shah	Ms. Ishani Kunal Shah
Background Details and Qualification	Chairman and Managing Director of the Company. He holds a Masters Degree in Computer Science and a Bachelors Degree in Information Technology.	Whole-time Director of the Company. He holds a Masters Degree in Computer Science and a Bachelors Degree in Information Technology.	Executive Director (Director and Chief Financial Officer) of the Company. She holds MBA degree in Finance and Human Resource, M.COM (Accounting and Finance) and Bachelors in Accounting and Finance (BAF).	Executive Director (Director and Solution Architect) of the Company. She holds a Master's degree in Computer Applications, and is a Sun certified professional in the Java stack.
Experience	19 Years	19 Years	17 Years	13 Years
Remuneration proposed	Maximum INR 65,00,000 per annum and Performance Pay which is based on his performance and performance of the Company subject to a maximum of 300%	Maximum INR 65,00,000 per annum and Performance Pay which is based on his performance and performance of the Company subject to a maximum of 300%	Maximum INR 65,00,000 per annum and Performance Pay which is based on her performance and performance of the Company subject to a maximum of 300%	Maximum INR 65,00,000 per annum or and Performance Pay which is based on her performance and performance of the Company subject to a maximum of 300%

AccelerateBS India Limited

Regd. Office: 604 Quantum tower, Rambaug Lane, Malad (W), Mumbai 400064 | CIN: L72200MH2022PLC390266

www.acceleratebs.com | [email protected] | +91-22-35211007 | +91-22-35210425

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	of the annual basic salary.	of the annual basic salary.	of the annual basic salary.	of the annual basic salary.
Past remuneration	INR 30.77 Lakhs	INR 30.77 Lakhs	INR 18.77 Lakhs	INR 18.77 Lakhs
Recognition or awards	Nil	Nil	Nil	Nil
Job profile and his/her suitability	Mr. Kunal Arvind Shah is the Chairman & Managing Director and associated with the Company since its incorporation.

His role as a Chairman & Managing Director includes oversight of businesses, development and focus on growth and value creation across businesses. | Mr. Keyur Dipakkumar Shah is the Whole-time Director and associated with the Company since its incorporation.

His role as a Whole Time Director is to monitor the business, operations and strategy with the management of people. | Ms. Ami Keyur Shah is the Executive Director & Chief Financial Officer and associated with the Company since December 30, 2022

Her role as an Executive Director (Director and Chief Financial Officer) is to control the finance and monitor the use of funds under the guidance of the Board and Audit Committee. | Ms. Ishani Kunal Shah is the Executive Director (Director and Solution Architect) and associated with the Company since December 30, 2022

Her role as an Executive Director, revolves around advising on agile practices, implementation and software architecture with a focus on delivering best in class software systems aligned to the customer needs. |
| Comparative remuneration profile with respect to industry, size of the Company, profile of the position and persons | Considering the position held and the responsibility shouldered by Mr. Kunal Arvind Shah as the Chairman and Managing Director of the Company the enhanced business activities of the Company and the plans for growth, the proposed remuneration is commensurate with the industry standards and Board Level positions held in similar sized and similarly positioned businesses. | Considering the position held and the responsibility shouldered by Mr. Keyur Dipakkumar Shah as the Whole-time Director, of the Company the enhanced business activities of the Company and the plans for growth, the proposed remuneration is commensurate with the industry standards and Board Level positions held in similar sized and similarly positioned businesses. | Considering the position held and the responsibility shouldered by Ms. Ami Keyur Shah as the Executive Director (Director and Chief Financial Officer) of the Company the enhanced business activities of the Company and the plans for growth, the proposed remuneration is commensurate with the industry standards and Board Level positions held in similar sized and similarly positioned businesses. | Considering the position held and the responsibility shouldered by Ms. Ishani Kunal Shah as the Executive Director (Director and Solution Architect) of the Company the enhanced business activities of the Company and the plans for growth, the proposed remuneration is commensurate with the industry standards and Board Level positions held in similar sized and similarly |

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	positioned businesses.		positioned businesses.	positioned businesses.
Pecuniary relationship directly or indirectly with the Company or relationship with the managerial personnel or other director, if any. Shareholding in the Company	Except transactions detailed below, Mr. Kunal Arvind Shah, Chairman and Managing Director does not have any pecuniary relationship whether directly or indirectly with the Company:

Remuneration: He receives regular Director's Remuneration as approved by the Board and Shareholders, in accordance with the provisions of the Companies Act, 2013.

Rental Income: The Company pays a regular commercial rent to the him for the premises utilized as the Company's Registered Office and Branch Office, which is owned by the him. This transaction is entered into on an arm's length basis.

Director's Loan: He has advanced a Loan to the Company for business purpose. The outstanding balance and interest terms are | Except transactions detailed below, Mr. Keyur Dipakkumar Shah, Whole-time Director does not have any pecuniary relationship whether directly or indirectly with the Company:

Remuneration: He receives regular Director's Remuneration as approved by the Board and Shareholders, in accordance with the provisions of the Companies Act, 2013.

Director's Loan: He has advanced a Loan to the Company for business purpose. The outstanding balance and interest terms are | Except for drawing remuneration as the Executive Director and Chief Financial Officer, Ms. Ami Keyur Shah does not have any pecuniary relationship whether directly or indirectly with the Company.

She is the spouse of Mr. Keyur Dipakkumar Shah, Whole-time Director of the Company.

She is holding 1,600 equity shares in the Company. | Except for drawing remuneration as the Executive Director, Ms. Ishani Kunal Shah does not have any pecuniary relationship whether directly or indirectly with the Company.

She is the spouse of Mr. Kunal Arvind Shah, Chairman and Managing Director of the Company.

She is holding 1,600 equity shares in the Company. |

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| | maintained in the ordinary course of business.
Relationship with other Managerial Personnel:
He is the spouse of Ms. Ishani Kunal Shah, Executive Director and Solution Architect of the Company.
Shareholding:
He is holding 12,16,000 equity shares in the Company. | maintained in the ordinary course of business.
Relationship with other Managerial Personnel:
He is the spouse of Ms. Ami Keyur Shah, Executive Director and Chief Financial Officer of the Company.
Shareholding:
He is holding 12,11,520 equity shares in the Company. | | |
| --- | --- | --- | --- | --- |
| Date of First appointment on the Board | September 09, 2022 | September 09, 2022 | December 30, 2022 | December 30, 2022 |
| No. of Meetings of the Board attended during the year | 5 | 5 | 5 | 5 |
| Other Directorship/Membership/ Chairmanship of the Committee of other Board | Holding position of Director in Accelerate Next Inc, an US based Wholly-owned Subsidiary of the Company | Holding position of Director in Accelerate Next Inc, an US based Wholly-owned Subsidiary of the Company | Nil | Nil |

III. Other information:

Reasons of loss or inadequate profits	During the financial year 2025-26, the Company has made strategic investments to support long-term business growth, expansion initiatives, and operational strengthening. These investments, though expected to yield sustainable returns in the future, have impacted the profitability of the Company in the current year, resulting in inadequate profits.
Steps taken or proposed to be taken for improvement	The Company expects that the strategic investments made will strengthen the overall business operations and with combined synergies, and integrated revenues, the Company will generate sustainable returns.
The expected increase in productivity and profits in measurable terms	The Company expects gradual improvement in its operational and financial performance driven by strategic investments, business expansion initiatives and improved operational efficiencies. The

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	Management anticipates growth in revenue and profitability over the coming years.

Ms. Jigyasha Jain, Company Secretary and Compliance Officer of the Company has certified that the requirements under the Companies Act, 2013 have been complied with, in respect to the revision in the remuneration of Mr. Kunal Arvind Shah, Chairman and Managing Director, Mr. Keyur Dipakkumar Shah, Whole-time Director, Ms. Ami Keyur Shah (Director and Chief Financial Officer) and Ms. Ishani Kunal Shah, Executive Director (Director and Solution Architect) of the Company. The Company as on date is not in default in payment of dues to any bank or public financial institution or non-convertible debenture holders or any other secured creditors of the Company and accordingly, their prior approval is not required, for approval of the proposed special resolutions.

The Explanatory Statement attached to Resolutions nos. 2 to 5 passed by the Members at the Extra Ordinary General Meeting of the Company held on January 30, 2023, as further modified by the Explanatory Statement attached to Resolutions nos. 1 to 4 of the Notice through Postal Ballot dated January 27, 2024 and further modified by the Explanatory Statement attached to Resolutions nos. 1 to 4 of this Notice may be treated as a written memorandum setting out the terms of appointment and the remuneration of Mr. Kunal Arvind Shah as Chairman and Managing Director, Mr. Keyur Dipakkumar Shah as Whole-time Director, Ms. Ami Keyur Shah, Executive Director (Director and Chief Financial Officer) and Ms. Ishani Kunal Shah, Executive Director (Director and Solution Architect) of the Company in terms of Section 190 of the Act.

Pursuant to Sections 196, 197, 198, 200 and all other applicable provisions of the Companies Act, 2013 ("the Act") and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 read with Schedule V of the Act, all applicable regulations under the SEBI Listing Regulations, including any statutory modification(s) or amendment(s) thereto or re-enactment(s) thereof for the time being in force, the revision in remuneration payable to Mr. Kunal Arvind Shah, Mr. Keyur Dipakkumar Shah, Ms. Ami Keyur Shah and Ms. Ishani Kunal Shah is being placed before the Members for their approval by way of Special Resolutions.

The Board is of the view that the Company will benefit from the domain knowledge and expertise of Mr. Kunal Arvind Shah and Mr. Keyur Dipakkumar Shah and with the presence of Ms. Ami Keyur Shah and Ms. Ishani Kunal Shah, in the Key Managerial Position, the Company will grow further and pursuant to the recommendations of the Nomination and Remuneration Committee, the Board recommends further revision in the terms of remuneration of Mr. Kunal Arvind Shah, Mr. Keyur Dipakkumar Shah, Ms. Ami Keyur Shah and Ms. Ishani Kunal Shah to the Members for the remaining period of their tenure through this Notice. The Board recommends the resolutions under Item Nos. 1 to 4 of the Notice for your approval as Special Resolutions.

Members are requested to note that the documents mentioned in the Notice will be available for inspection by the Members through electronic mode, for which Members are requested to send their specific request to the email address at [email protected].

Save and except the respective Director and his/her relatives to the extent of their respective shareholding interest, if any, in the Company, none of the other Directors, Key Managerial Personnel ("KMP") of the Company, and their relatives are, in any way, concerned or interested, financially or otherwise, in the Resolution set out at Item Nos. 1 to 4 of the Notice.

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Item Nos. 5 and 6

Keeping in view the Company's existing and future financial requirements to support the business operations, the Company may need additional funds. For this purpose, the Company may, from time to time, raise finance from various Bank(s), Financial Institution(s), or Lender(s) or any Body Corporate/Entity/Entities and or Authority/Authorities or such other person(s)/Individuals including Promoters as may be considered fit, of such sum(s) of money as may be deemed necessary and expedient for the Business of the Company, which together with the monies already borrowed by the company (apart from temporary loans obtained from the Company's Bankers in the ordinary course of business) may exceed the aggregate of the Paid-up Capital, Free Reserves and Securities Premium of the Company.

Pursuant to Section 180(1)(c) of the Companies Act, 2013 ("the Act"), the Board of Directors of the Company is restricted from borrowing, at any point in time, an amount (apart from temporary loans obtained from the company's bankers in the ordinary course of business) exceeding the aggregate of the paid-up share capital, free reserves and securities premium of the Company, except with the consent of the Members by way of a resolution passed in a general meeting. Further, Section 180(1)(a) of the Act provides that the Board may sell, lease or otherwise dispose of the whole or substantially the whole of the undertaking of the Company only with the approval of the Members in a general meeting.

Accordingly, it is proposed to increase the borrowing limits of the Company and to authorise the Board to sell, lease or otherwise dispose of the whole or substantially the whole of the undertaking of the Company for the purpose of securing such borrowings, up to an aggregate amount not exceeding INR 60,00,00,000/- (Indian Rupees Sixty Crores only), outstanding at any point in time, for the Company and its subsidiary companies taken together. Hence, Special Resolutions under Item Nos. 5 and 6 of the Notice are being proposed, as the proposed limit exceeds those specified under Sections 180(1)(a) and 180(1)(c) of the Act.

None of the Directors and the Key Managerial Personnel of the Company and their relatives is concerned or interested, financial or otherwise, in the proposed resolutions, except in the ordinary course of business.

Item No. 7

Section 186 of the Companies Act, 2013 read with Rule 13 of the Companies (Meetings of Board and its Powers) Rules, 2014, provides that where the aggregate of the loans and investments so far made, the amount for which guarantee or security so far provided to or in all other bodies corporate along with the investment, loan, guarantee or security proposed to be made or given by the Board, exceed 60% of the company's paid up share capital, free reserves and securities premium account or 100% of its free reserves and securities premium account, whichever is higher, prior approval of members by means of a special resolution passed at a general meeting is required.

The members at their extra-ordinary general meeting held on April 21, 2023, had approved making loan(s) to and/or giving guarantee(s) and/or to providing security(ies) in connection with the loan(s) to and/or acquire by way of subscription, purchase or otherwise the securities of, any other body corporate, upto the limit of INR 25,00,00,000/- (Indian Rupees Twenty-Five Crores Only) outstanding at any point of time.

There are many acquisition opportunities available to grow the Company's business inorganically and organically. The Company may be required, from time to time to make investments / give loans / provide guarantees / security in respect of loans to body(ies) corporate. The Board of Directors of the Company at its meeting held on May 28, 2026 has proposed to seek the approval of the members, in terms of Section 186 of the Companies Act, 2013 for the enhanced limit of INR 60,00,00,000/- (Indian Rupees Sixty Crores Only) outstanding at any point of time.

Hence, the Special Resolution under item No. 7 of the Notice is being proposed, since the same exceeds the limits provided under Section 186 of the Companies Act, 2013. The Board of Directors of the Company recommends the resolution as stated above.

AccelerateBS India Limited
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By Order of the Board of Directors
of AccelerateBS India Limited

JIGYAS
HA JAIN
Digitally signed
by JIGYASHA
JAIN
Date: 2026.05.28
16:16:44 +05'30'

Jigyasha Jain
Company Secretary and Compliance Officer
Membership No.: A64547

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ACCELERATEBS INDIA LIMITED Proxy Solicitation & Information Statement 2026

59864_rns_2026-05-28_9547ef8c-7898-4be5-9578-06fb572b5b5c.pdf

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ACCELERATEBS INDIA LIMITED

NOTICE OF POSTAL BALLOT

SPECIAL BUSINESSES:

NOTES:

1. Process for registration of email addresses:

Step 1: Access to NSDL e-Voting system

A) Login method for e-Voting for Individual shareholders holding securities in demat mode

B) Login Method for shareholders other than Individual shareholders holding securities in demat mode:

How to Log-in to NSDL e-Voting website?

Step 2: Cast your vote electronically on NSDL e-Voting system

How to cast your vote electronically on NSDL e-Voting system?

General Guidelines for shareholders

EXPLANATORY STATEMENT PURSUANT TO SECTION 102(1) OF THE COMPANIES ACT, 2013

Item Nos. 1 to 4

Item Nos. 5 and 6

Item No. 7

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ACCELERATEBS INDIA LIMITED — Proxy Solicitation & Information Statement 2026

59864_rns_2026-05-28_9547ef8c-7898-4be5-9578-06fb572b5b5c.pdf

AccelerateBSi

ACCELERATEBS INDIA LIMITED

NOTICE OF POSTAL BALLOT

SPECIAL BUSINESSES:

NOTES:

1. Process for registration of email addresses:

Step 1: Access to NSDL e-Voting system

A) Login method for e-Voting for Individual shareholders holding securities in demat mode

B) Login Method for shareholders other than Individual shareholders holding securities in demat mode:

How to Log-in to NSDL e-Voting website?

Step 2: Cast your vote electronically on NSDL e-Voting system

How to cast your vote electronically on NSDL e-Voting system?

General Guidelines for shareholders

EXPLANATORY STATEMENT PURSUANT TO SECTION 102(1) OF THE COMPANIES ACT, 2013

Item Nos. 1 to 4

Item Nos. 5 and 6

Item No. 7

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ACCELERATEBS INDIA LIMITED Proxy Solicitation & Information Statement 2026