Computer Age Management Services Limited

29[th] December 2025

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BSE Limited, National Stock Exchange of India Limited Phiroze Jeejeebhoy Towers, Exchange Plaza, 5[th] floor, Plot No. C/1, Dalal Street G Block, Bandra Kurla Complex, Bandra Mumbai 400 001 (East), Mumbai 400 051 Scrip Code: 543232 Trading Symbol: CAMS

Dear Sir / Madam,

Sub: Notice of Postal Ballot

Pursuant to Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, we enclose herewith Notice of Postal Ballot dated 22[nd] December 2025 together with an explanatory statement pursuant to the provisions of Section 102(1) of the Companies Act, 2013 wherein approval of the Members of the Company is being sought on the following Resolution:

Sr. No.	Description of the Resolutions	Type of Resolution
1	Approval for Re-appointment of Mr. Anuj Kumar (DIN: 08268864) as the Managing Director of the Company	Ordinary Resolution

Date of events relevant to Postal Ballot are as below:

Commencement of e-voting period	9.00 am IST on Tuesday, December 30, 2025
Conclusion of e-voting period	5:00 pm IST on Tuesday, January 27, 2026
Cut-offdateforeligibility tovote	Friday,December 19,2025
Results of Postal Ballot	Thursday, January 29, 2026

We request you to take the same on records.

The above information is also available on the Company's website www.camsonline.com

Yours faithfully, For Computer Age Management Services Limited

Digitally signed by Manikandan Manikandan Gopalakrishnan Gopalakrishnan Date: 2025.12.29 11:53:39 +05'30' G Manikandan Company Secretary and Compliance Officer Encl: as above

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Registered Office : New No. 10, Old No. 178, M.G.R. Salai, Nungambakkam, Chennai 600 034, Tamil Nadu, India; Tel : +91 44 2843 2770

Corporate Office : No.158, Rayala Towers, Tower - I, Anna Salai, Chennai 600 002, Tamil Nadu, India; Tel : +91 44 2843 2650 Website : www.camsonline.com; E-mail : [email protected] Corporate Identity Number : L65910TN1988PLC015757

NOTICE OF POSTAL BALLOT

Dear Shareholders,

NOTICE is hereby given, in accordance with Section 108 and 110 of the Companies Act, 2013 (the “Act”) read with Rule 20 and 22 of the Companies (Management and Administration) Rules, 2014 (“Rules”) including any amendment(s) thereof, Regulation 44 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended (“Listing Regulations”), General Circulars, issued by the Ministry of Corporate Affairs, Government of India (“General Circulars”) for seeking approval of the Shareholders of Computer Age Management Services Limited (the “Company”) for the businesses set out hereunder through Postal Ballot by remote e-voting (“Postal Ballot/ e-Voting”).

Approval for re-appointment of Mr. Anuj Kumar (DIN: 08268864) as Managing Director of the Company

MCA in terms of its General Circulars, has advised the companies to take all decisions of urgent nature requiring shareholders’ approval, other than items of ordinary business or business where any person has a right to be heard, through the mechanism of Postal Ballot/ e-Voting in accordance with the provisions of the Act and Rules made thereunder, without holding a general meeting that requires physical presence of Shareholders at a common venue.

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 are restricted only to e-voting i.e., by casting votes electronically instead of submitting postal ballot form. Accordingly, the Postal Ballot Notice and instructions for e-voting are being sent only through electronic mode to those Shareholders whose email address is registered with the Company/ Depository Participant (“DP”).

Explanatory Statement pursuant to Section 102 of the Act setting out all material facts relating to the proposed resolutions are annexed hereto for your consideration.

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Scrutinizer for conducting the Postal Ballot.

Board of Directors, pursuant to Rule 22(5) of the Rules, have appointed M/s. B. Chandra and Associates, Practising Company Secretaries, as Scrutinizer for conducting the Postal Ballot/ e-Voting in accordance with the law and in a fair and transparent manner.

E-voting

Pursuant to Section 108 of the Act read with Rule 20 of the Rules and Regulation 44 of the Listing Regulations, the Company has engaged MUFG Intime India Private Limited, Registrar and Transfer Agents of the Company (“MUFG Intime” or “RTA”), as the agency to provide e-Voting facility for its Shareholders.

Remote E-voting commences from 9.00 AM on 30[th] December 2025 and concludes at 05:00 PM on 27[th] January 2026. Shareholders desiring to exercise their votes are requested to carefully read the “Information and Instructions relating to e- Voting” provided in the Notes to this Notice.

Scrutinizer shall submit their Report, in writing, upon completion of scrutiny of e-Voting data provided by MUFG Intime, in a fair and transparent manner. Result on resolutions proposed to be passed through Postal Ballot/ e-Voting shall be announced by 29[th] January 2026 and shall be communicated to BSE Limited and The National Stock Exchange of India Limited (“Stock Exchanges”) where the equity shares of the Company are listed. Results of the Postal Ballot/ e-Voting shall also be displayed on the Company’s website at www.camsonline.com.

Key details regarding the Postal Ballot/ e-Voting

Sr. No	Particulars	Details
1.	Link fore-voting	https://instavote.linkintime.co.in.
2.	Cut-off date for eligibility for e- Voting	19thDecember 2025
3.	Time period for e-voting	Start at 30thDecember 2025 at 9:00 A.M. (IST) and ends on 27thJanuary 2026 at 5:00 P.M. (IST)
4.	Last date for publishing results of the e-Voting	29thJanuary 2026
5.	In case of any grievances or queries,contact	[email protected]
6.	Scrutinizer Detail	B Chandra & Associates Practicing Company Secretaries AG 3, Ragamalika, 26 Kumaran Colony Main Road, Vadapalani, Chennai - 600 026.

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RESOLUTION FOR APPROVAL THROUGH POSTAL BALLOT

SPECIAL BUSINESS

ITEM NO.1

APPROVAL FOR RE-APPOINTMENT OF MR. ANUJ KUMAR (DIN: 08268864) AS THE MANAGING DIRECTOR OF THE COMPANY

To consider, and if thought fit, to pass, with or without modification(s) the following Resolution as an Ordinary Resolution:

“RESOLVED THAT pursuant to Sections 152, 196, 197, 198, 203 and any other applicable provisions of the Companies Act, 2013 (“ Act ”) read with Schedule V of the Act and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 (“ Rules ”) and any other applicable provisions of the Act and the rules made there under, read with the applicable provisions of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“ SEBI LODR Regulations ”) (including any statutory amendment(s), modification(s) or re-enactment(s) thereof for the time being in force) and in terms of the articles of association (“ AoA ”) of Computer Age Management Services Limited (“ Company ”) as amended from time to time, and as recommended by the nomination and remuneration committee (“ NRC ”) and approved by the board of directors (“ Board ”) at their respective meetings held on 22[nd] December 2025, the approval of the members/shareholders of the Company be and is hereby accorded for the re-appointment of Mr. Anuj Kumar (DIN: 08268864), as the managing director (a key managerial personnel in terms of Section 203 of the Act) of the Company for a period of 5 (five) years from August 01, 2026 to July 31, 2031 and that he shall be liable to retire by rotation, on the terms and conditions including remuneration, as recommended by the NRC and as approved by the Board, in such manner as set out in the explanatory statement annexed to this notice of postal ballot.

RESOLVED FURTHER THAT pursuant to the provisions of Sections 197, 198, and 203 read with Schedule V of the Act and the Rules and other applicable provisions, if any, of the Act (including any statutory amendment(s), modification(s) or re-enactment(s) thereof for the time being in force), SEBI LODR Regulations, in terms of the AoA of the Company and as recommended by the NRC and approved by the Board at their meetings held on 22[nd] December 2025, the approval of the members/shareholders of the Company be and is hereby accorded for the payment of remuneration to Mr. Anuj Kumar (DIN: 08268864) as set out in the explanatory statement annexed to this notice, for a period of 5 (five) years from August 01, 2026 to July 31, 2031.

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RESOLVED FURTHER THAT the Board of the Company (which term shall be deemed to include any committee of the Board constituted to exercise its powers, including the powers conferred by this resolution) is entitled to alter and vary terms and conditions of the said appointment and /or remuneration as it may deem fit and as may be acceptable to Mr. Anuj Kumar, subject to the same not exceeding the limits as specified in the explanatory statement and in any case not exceeding the limits as set out under Section 197 and the Schedule V to the Act or any other statutory modification or re-enactment(s) thereof.

RESOLVED FURTHER THAT Mr. Anuj Kumar (DIN: 08268864) shall not be entitled to any sitting fees for attending meetings of the Board and committee(s) thereof.

RESOLVED FURTHER THAT Mr. Manikandan Gopalakrishnan, company secretary be and is hereby authorized to take such steps as may be necessary for obtaining necessary approvals - statutory, contractual or otherwise, in relation to the above and to settle all matters arising out of and incidental thereto and to sign and execute deeds, applications, documents and writings that may be required, on behalf of the Company and generally to do all such other acts, deeds, matters and things as may be necessary, proper, expedient or incidental for giving effect to this resolution.”

By the Order of the Board Manikandan Digitally signed by Manikandan Gopalakrishn Gopalakrishnan Date: 2025.12.29 an 11:55:01 +05'30' Manikandan G Company Secretary & Compliance Officer Membership No: FCS4093

Chennai, 22[nd] December, 2025

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Notes:

An Explanatory Statement pursuant to Section 102 of the Companies Act, 2013 (“the Act”) read with the Rules, which sets out the material facts relating to the aforesaid Resolutions and the reasons thereof forms part of this Notice.
In compliance with the MCA Circulars, the Company is sending this Notice to the Members in electronic form only by email to those Members whose names appear in the Register of Members / List of Beneficial Owners as received from Depositories i.e. National Securities Depository Limited (“NSDL”) / Central Depository Services (India) Limited (“CDSL”) and Registrar and Share Transfer Agent of the Company i.e. MUFG Intime India Private Limited (“RTA”) as on 19[th] December 2025 (“Cut-Off Date”). The communication of assent or dissent of the Members would take place through remote e-voting system only. Please note that there will be no dispatch of physical copies of the Notice or Postal Ballot Forms to the Members of the Company and no physical ballot forms will be accepted.
Voting rights shall be reckoned in proportion to the paid-up equity shares registered in the name of the Member as on the Cut-Off date. Only those Members whose names are appearing in the Register of Members / List of Beneficial Owners as on the Cut-Off Date shall be eligible to cast their votes through remote e-voting. A person who is not a Member on the Cut-Off Date should treat this Notice for information purposes only. It is however, clarified that all Members of the Company as on the Cut-Off Date (including those Members who may not have received this Notice due to non-registration of their e-mail addresses with the Company/ RTA/ Depositories) shall be entitled to vote in relation to the aforementioned Resolutions in accordance with the process specified in this Notice.
Members are advised to register/update their e-mail address with their Depository Participants in case of shares held in electronic form and to the Company and/or its RTA in case of shares held in physical form.
Members may also note that the Notice will also be available on the Company’s website www.camsonline.com and on the website of the stock exchanges i.e. the BSE Limited at http://www.bseindia.com and the National Stock Exchange of India Limited at www.nseindia.com and the e-voting website of MUFG Intime India Private Limited i.e. https://instavote.linkintime.co.in.
Members seeking inspection of relevant documents referred to in this Notice and the Explanatory Statement under Section 102 of the Act may send an email to [email protected] from their registered e-mail addresses up to the last date of remote e-voting i.e. 27[th] January 2026 mentioning their name, Folio no. / Client ID and DP ID and the documents they wish to inspect.
The Members shall exercise their right to vote on the matters included in this Notice electronic means i.e. through e-voting services provided by RTA. The remote e-voting period commences on 30[th] December 2025 at 9:00 A.M. (IST) and ends on 27[th] January 2026, at 5:00 P.M. (IST). The remote e-voting module shall be disabled for remote e-voting thereafter. During this period, the Members of the Company holding shares in physical or electronic form, as on the Cut-Off Date may cast their vote by electronic means in the manner and

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process as mentioned in this Notice. Once the vote is cast by the Member, the Member shall not be allowed to change it or cast the vote again.

In case the Members have any queries or issues regarding e-voting, you may refer the Frequently Asked Questions (“FAQs”) and Instavote e-Voting manual available at https://instavote.linkintime.co.in.

In terms of SEBI circular no. SEBI/HO/CFD/PoD2/CIR/P/2023/120 dated July 11, 2023, 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 correctly in their demat accounts to access remote e-Voting facility.

Login method for Individual shareholders holding securities in demat mode:

Individual Shareholders holding securities in demat mode with NSDL

METHOD 1 - NSDL IDeAS facility

Shareholders registered for IDeAS facility:

a) Visit URL: https://eservices.nsdl.com and click on “Beneficial Owner” icon under “IDeAS Login Section”.
b) Click on “Beneficial Owner” icon under “IDeAS Login Section”.
c) Post successful authentication, you will be able to see e-Voting services under Value added services section. Click on “Access to e-Voting” under e-Voting services.
d) Click on “MUFG InTime” or “evoting link displayed alongside Company’s Name” and you will be redirected to InstaVote website for casting the vote during the remote e- voting period.

Shareholders not registered for IDeAS facility:

a) To register, visit URL: https://eservices.nsdl.com and select “Register Online for IDeAS Portal” or click on https://eservices.nsdl.com/SecureWeb/IdeasDirectReg.jsp
b) Enter 8-character DP ID, 8-digit Client ID, Mobile no, Verification code & click on “Submit”.
c) Enter the last 4 digits of your bank account / generate ‘OTP’
d) Post successful registration, user will be provided with Login ID and password. Follow steps given above in points (a-d).

METHOD 2 - NSDL e-voting website

a) Visit URL: https://www.evoting.nsdl.com
b) Click on the “Login” tab available under ‘Shareholder/Member’ section.
c) Enter User ID (i.e., your 16-digit demat account no. held with NSDL), Password/OTP and a Verification Code as shown on the screen.

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d) Post successful authentication, you will be re-directed to NSDL depository website wherein you will be able to see e-Voting services under Value added services. Click on “Access to e-Voting” under e-Voting services.
e) Click on “MUFG InTime” or “evoting link displayed alongside Company’s Name” and you will be redirected to InstaVote website for casting the vote during the remote e- voting period.

METHOD 3 - NSDL OTP based login

a) Visit URL: https://eservices.nsdl.com/SecureWeb/evoting/evotinglogin.jsp
b) Enter your 8 - character DP ID, 8 - digit Client Id, PAN, Verification code and generate OTP.
c) Enter the OTP received on your registered email ID/ mobile number and click on login.
d) Post successful authentication, you will be re-directed to NSDL depository website wherein you will be able to see e-Voting services under Value added services. Click on “Access to e-Voting” under e-Voting services.
e) Click on “MUFG InTime” or “evoting link displayed alongside Company’s Name” and you will be redirected to InstaVote website for casting the vote during the remote e- voting period.

Individual Shareholders registered with CDSL Easi/ Easiest facility

METHOD 1 - CDSL Easi/ Easiest facility:

Shareholders registered for Easi/ Easiest facility:

a) Visit URL: https://web.cdslindia.com/myeasitoken/Home/Login or www.cdslindia.com & click on New System Myeasi Tab.
b) Enter existing username, Password & click on “Login”.
c) Post successful authentication, user will be able to see e-voting option. The evoting option will have links of e-voting service providers i.e., MUFG InTime. Click on “MUFG InTime” or “evoting link displayed alongside Company’s Name” and you will be redirected to InstaVote website for casting the vote during the remote e-voting period.

Shareholders not registered for Easi/ Easiest facility:

a) To register, visit URL: https://web.cdslindia.com/myeasitoken/Registration/EasiRegistration / https://web.cdslindia.com/myeasitoken/Registration/EasiestRegistration
b) Proceed with updating the required fields for registration.
c) Post successful registration, user will be provided username and password. Follow steps given above in points (a-c).

METHOD 2 - CDSL e-voting page

a) Visit URL: https://www.cdslindia.com

b) Go to e-voting tab.

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c) Enter 16-digit Demat Account Number (BO ID) and PAN No. and click on “Submit”.
d) System will authenticate the user by sending OTP on registered Mobile and Email as recorded in Demat Account
e) Post successful authentication, user will be able to see e-voting option. The evoting option will have links of e-voting service providers i.e., MUFG InTime. Click on “MUFG InTime” or “evoting link displayed alongside Company’s Name” and you will be redirected to InstaVote website for casting the vote during the remote e-voting period.

Individual Shareholders holding securities in demat mode with Depository Participant

Individual shareholders can also login using the login credentials of your demat account through your depository participant registered with NSDL / CDSL for e-voting facility.

a) Login to DP website
b) After Successful login, user shall navigate through “e-voting” option.
c) Click on e-voting option, user will be redirected to NSDL / CDSL Depository website after successful authentication, wherein user can see e-voting feature.
d) Post successful authentication, click on “MUFG InTime” or “evoting link displayed alongside Company’s Name” and you will be redirected to InstaVote website for casting the vote during the remote e-voting period.

Login method for shareholders holding securities in physical mode / Non-Individual Shareholders holding securities in demat mode.

Shareholders holding shares in physical mode / Non-Individual Shareholders holding securities in demat mode as on the cut-off date for e-voting may register and vote on InstaVote as under:

STEP 1: LOGIN / SIGNUP to InstaVote

Shareholders registered for INSTAVOTE facility:

a) Visit URL: https://instavote.linkintime.co.in & click on “Login” under
‘SHARE HOLDER’ tab.
b) Enter details as under:
User ID: Enter User ID
Password: Enter existing Password
Enter Image Verification (CAPTCHA) Code
Click “Submit”.
- (Home page of e-voting will open. Follow the process given under "Steps to cast vote for Resolutions”)

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Shareholders not registered for INSTAVOTE facility:

a) Visit URL: https://instavote.linkintime.co.in & click on “Sign Up” under ‘SHARE HOLDER’ tab & register with details as under:
User ID: Enter User ID
PAN: Enter your 10-digit Permanent Account Number (PAN) (Shareholders who have not updated their PAN with the Depository Participant (DP)/ Company shall use the sequence number provided to you, if applicable.
DOB/DOI: Enter the Date of Birth (DOB) / Date of Incorporation (DOI) (As recorded with your DP/Company - in DD/MM/YYYY format)
Bank Account Number: Enter your Bank Account Number (last four digits), as recorded with your DP/Company.
- Shareholders holding shares in NSDL form , shall provide ‘point 4’ above
- Shareholders holding shares in physical form but have not recorded ‘point 3’ and ‘point 4’, shall provide their Folio number in ‘point 4’ above
Set the password of your choice.
- (The password should contain minimum 8 characters, at least one special Character (!#$&*), at least one numeral, at least one alphabet and at least one capital letter).
Enter Image Verification (CAPTCHA) Code.
Click “Submit” (You have now registered on InstaVote). Post successful registration, click on “Login” under ‘SHARE HOLDER’ tab & follow steps given above in points (a-b).

STEP 2: Steps to cast vote for Resolutions through InstaVote

A. Post successful authentication and redirection to InstaVote inbox page, you will be able to see the “Notification for e-voting”.
B. Select ‘View’ icon. E-voting page will appear.
C. Refer the Resolution description and cast your vote by selecting your desired option ‘Favour / Against’ (If you wish to view the entire Resolution details, click on the ‘View Resolution’ file link).
D. After selecting the desired option i.e. Favour / Against, click on ‘Submit’.
E. A confirmation box will be displayed. If you wish to confirm your vote, click on ‘Yes’, else to change your vote, click on ‘No’ and accordingly modify your vote.

NOTE: Shareholders may click on “Vote as per Proxy Advisor’s Recommendation” option and view proxy advisor recommendations for each resolution before casting vote. “Vote as per Proxy Advisor’s Recommendation” option provides access to expert insights during the e-Voting process. Shareholders may modify their vote before final submission.

Once you cast your vote on the resolution, you will not be allowed to modify or change it subsequently.

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Guidelines for Institutional shareholders (“Custodian / Corporate Body/ Mutual Fund”)

STEP 1 – Custodian / Corporate Body/ Mutual Fund Registration

A. Visit URL: https://instavote.linkintime.co.in
B. Click on “Sign Up” under “Custodian / Corporate Body/ Mutual Fund”
C. Fill up your entity details and submit the form.
D. A declaration form and organization ID is generated and sent to the Primary contact person email ID (which is filled at the time of sign up). The said form is to be signed by the Authorised Signatory, Director, Company Secretary of the entity & stamped and sent to [email protected].
E. Thereafter, Login credentials (User ID; Organisation ID; Password) is sent to Primary contact person’s email ID. (You have now registered on InstaVote)

STEP 2 – Investor Mapping

A. Visit URL: https://instavote.linkintime.co.in and login with InstaVote Login credentials.
B. Click on “Investor Mapping” tab under the Menu Section
C. Map the Investor with the following details:
1) ‘Investor ID’ – Investor ID for NSDL demat account is 8 Character DP ID followed by 8 Digit Client ID i.e., IN00000012345678; Investor ID for CDSL demat account is 16 Digit Beneficiary ID.
2) ‘Investor’s Name - Enter Investor’s Name as updated with DP.
3) ‘Investor PAN’ - Enter your 10-digit PAN.
4) ‘Power of Attorney’ - Attach Board resolution or Power of Attorney.

NOTE: File Name for the Board resolution/ Power of Attorney shall be – DP ID and Client ID or 16 Digit Beneficiary ID.

Further, Custodians and Mutual Funds shall also upload specimen signatures.

D. Click on Submit button. (The investor is now mapped with the Custodian / Corporate Body/ Mutual Fund Entity). The same can be viewed under the “Report Section”.

STEP 3 – Steps to cast vote for Resolutions through InstaVote

The corporate shareholder can vote by two methods, during the remote e-voting period.

METHOD 1 - VOTES ENTRY

a) Visit URL: https://instavote.linkintime.co.in and login with InstaVote Login credentials.
b) Click on “Votes Entry” tab under the Menu section.
c) Enter the “Event No.” for which you want to cast vote. Event No. can be viewed on the home page of InstaVote under “On-going Events”.
d) Enter “16-digit Demat Account No.”.
e) Refer the Resolution description and cast your vote by selecting your desired option ‘Favour / Against’ (If you wish to view the entire Resolution details, click on the ‘View

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Resolution’ file link). After selecting the desired option i.e. Favour / Against, click on ‘Submit’.

f) A confirmation box will be displayed. If you wish to confirm your vote, click on ‘Yes’, else to change your vote, click on ‘No’ and accordingly modify your vote. (Once you cast your vote on the resolution, you will not be allowed to modify or change it subsequently).

METHOD 2 - VOTES UPLOAD

a) Visit URL: https://instavote.linkintime.co.in and login with InstaVote Login credentials.
b) After successful login, you will see “Notification for e-voting”.
c) Select “View” icon for “Company’s Name / Event number”.
d) E-voting page will appear.
e) Download sample vote file from “Download Sample Vote File” tab.
f) Cast your vote by selecting your desired option 'Favour / Against' in the sample vote file and upload the same under “Upload Vote File” option.
g) Click on ‘Submit’. ‘Data uploaded successfully’ message will be displayed. (Once you cast your vote on the resolution, you will not be allowed to modify or change it subsequently).

Helpdesk:

Shareholders holding securities in physical mode / Non-Individual Shareholders holding securities in demat mode:

Shareholders holding securities in physical mode / Non-Individual Shareholders holding securities in demat mode facing any technical issue in login may contact INSTAVOTE helpdesk by sending a request at [email protected] contact on: Tel: 022 – 4918 6000.

Individual Shareholders holding securities in demat mode:

Individual Shareholders holding securities in demat mode may contact the respective helpdesk for any technical issues related to login through Depository i.e., NSDL and CDSL.

Logintype	Helpdesk details
Individual Shareholders holding securities in demat mode with NSDL	Members facing any technical issue in login can contact NSDL helpdesk by sending request at [email protected] 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 request at [email protected] contact at toll free no. 18002255 33

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Forgot Password:

Shareholders holding securities in physical mode / Non-Individual Shareholders holding securities in demat mode:

Shareholders holding securities in physical mode / Non-Individual Shareholders holding securities in demat mode have forgotten the USER ID [Login ID] or Password or both then the shareholder can use the “Forgot Password” option available on: https://instavote.linkintime.co.in

Click on “Login” under ‘SHARE HOLDER’ tab.
Click “forgot password?”
Enter User ID, select Mode and Enter Image Verification code (CAPTCHA).
Click on “SUBMIT”.

In case Custodian / Corporate Body/ Mutual Fund has forgotten the USER ID [Login ID] or Password or both then the shareholder can use the “Forgot Password” option available on: https://instavote.linkintime.co.in

Click on ‘Login’ under “Custodian / Corporate Body/ Mutual Fund” tab
Click “forgot password?”
Enter User ID, Organization ID and Enter Image Verification code (CAPTCHA).
Click on “SUBMIT”.

In case shareholders have a valid email address, Password will be sent to his / her registered e-mail address. Shareholders can set the password of his/her choice by providing information about the particulars of the Security Question and Answer, PAN, DOB/DOI etc. The password should contain a minimum of 8 characters, at least one special character (!#$&*), at least one numeral, at least one alphabet and at least one capital letter.

Individual Shareholders holding securities in demat mode with NSDL/ CDSL has forgotten the password:

Individual Shareholders holding securities in demat mode have forgotten the USER ID [Login ID] or Password or both, then the Shareholders are advised to use Forget User ID and Forget Password option available at above mentioned depository/ depository participants website.

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General Instructions - Shareholders

 It is strongly recommended not to share your password with any other person and take utmost care to keep your password confidential.
 For shareholders/ members holding shares in physical form, the details can be used only for voting on the resolutions contained in this Notice.
 During the voting period, shareholders/ members can login any number of time till they have voted on the resolution(s) for a particular “Event”.

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EXPLANATORY STATEMENT

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

Re-Appointment of Mr. Anuj Kumar (DIN: 08268864) as the Managing Director of the Company

Based on the recommendation of the Nomination and Remuneration Committee (hereinafter referred to as “ NRC ”) of Computer Age Management Services Limited (“ Company ”), the Board of Directors (hereinafter referred to as the “ Board ”) had, at its meeting held on 22[nd] December, 2025 approved the re-appointment of Mr. Anuj Kumar (DIN: 08268864) as the Managing Director of the Company effective from August 01, 2026, subject to necessary approvals. Accordingly, approval of the Shareholders is being sought to the terms, conditions and stipulations for the re-appointment of Mr. Anuj Kumar as the Managing Director and the remuneration payable to him. His directorship in the Company, will be co-terminus with the cessation of his office of Managing Director.

Mr. Anuj Kumar was appointed as the Whole-time Director (WTD) and Chief Executive Officer (CEO) of the Company on November 06, 2018, for a period of five years. Later he was re-designated as the Managing Director of the Company for a period of five years from 01[st] August 2021 and his term is expiring on 31[st] July 2026. A brief profile of Anuj is provided below:

Anuj holds a Mechanical Engineering degree from Birla Institute of Technology, Ranchi, and a PGDM from IIM Kolkata. Before joining CAMS he worked in senior roles in Godrej & Boyce Mfg. Co. Ltd., Blow Plast Limited, Escorts Finance Limited, BillJunction Payments Limited, IBM India Private Limited and Concentrix Daksh Services India Private Limited.

Anuj Joined CAMS as COO in 2016 and was designated as WTD and CEO in 2018 and later as Managing Director in August 2021. He has redefined the company’s trajectory and under his stewardship, CAMS evolved from a registrar and transfer agent into a diversified financial infrastructure institution serving mutual funds, insurers, pension providers, and alternative investment funds. Anuj led CAMS through a landmark transition, from promoter-led ownership to private equity and then to a successful IPO in 2020, oversubscribed 67 times despite the pandemic. Today, CAMS services ~68% of India’s mutual fund industry’s assets, crossing ₹52 trillion, and supports over 4.3 crore investors across 28 asset managers, including 10 of the top 15 in the country.

His vision extends beyond scale to purpose, building platforms that empower investors and strengthen India’s financial ecosystem. Initiatives like MFCentral, a unified investor service platform, Bima Central a platform for insurance policy servicing etc reflect his commitment to inclusion and digital-first infrastructure. He

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has also institutionalized innovation through partnerships such as the CAMS–IIT Fintech Innovation Lab, driving research in blockchain, AI, and fraud detection.

Anuj is known for shaping talent and culture. He handpicked over 90% of CAMS’ current leadership and launched the Future Emerging Leaders (FuEL) program to groom next-generation leaders from IITs and IIMs. His leadership has made CAMS a cornerstone of India’s financial infrastructure, trusted by clients, respected by regulators, and valued by millions of investors.

Mr. Anuj Kumar is also a director in the following subsidiaries of the Company

Sterling Software Private Limited
Think Analytics India Private Limited
CAMS Payment Services Private Limited
CAMS Insurance Repository Services Limited
Think Analytics Consultancy Services Private Limited
Fintuple Technologies Private Limited

Presently he is permanent invitee to the SEBI Mutual fund advisory committee (MFAC) and SEBI Market Data advisory committee (MDAC) and chairperson of SEBI Capital Markets Inclusion index committee

Mr. Anuj Kumar is neither disqualified from being appointed as a Director in terms of Section 164(2) of the Act, nor debarred from holding the office of director by virtue of any SEBI order or any other such authority and has given all the necessary declarations and confirmation including his consent to be appointed on the Board of the Company.

Proposed Terms and Conditions of Re-appointment and Remuneration

I. Period of Re-appointment

Five years commencing from August 01, 2026, to July 31, 2031

II. Powers and Responsibilities as the Managing Director

(a) As the Managing Director, Mr. Anuj Kumar will to the best of his skill and ability, endeavour to promote the interests and welfare of the Company and to conform to and comply with the directions and regulations of the Company carry out such functions, exercise such powers and perform such duties as the Board of Directors of the Company (hereinafter called “the Board”) shall from time to time in its absolute discretion determine and entrust to him, subject, nevertheless to the provisions of the Companies Act, 2013 or any statutory modifications or re-enactment thereof for the time being in force.

(b) Managing Director shall devote the whole of his time, attention and abilities to manage the business of the Company and shall use his best endeavour to promote its interest and welfare and carry out such duties as may be separately communicated to him and such powers as may be assigned to him, subject to superintendence, control and directions of the

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Board in connection with and in the best interests of the business of the Company and the business of any one or more of its associated companies and/or subsidiaries, including performing duties as assigned by the Board from time to time by serving on the boards of such associated companies and/or subsidiaries or any other executive body or any committee of such a company.

(c) Managing Director shall at all times act in the best interests of the Company and all its stakeholders (including its minority shareholders) and keep the Board of Directors informed of any developments or matters that have materially impaired, or are reasonably likely to materially impair, the interests of the Company and/or any of its stakeholders

(d) Subject to the superintendence, control and direction of the Board, Managing Director shall

(i) have the general control of the business of the Company and be vested with the Management and day to day affairs of the Company
(ii) have the authority to enter contracts on behalf of the Company in the ordinary course of business and
(iii) have the authority to do and perform all other acts and things which in the ordinary course of such business he may consider necessary or proper in the best interest of the Company.

III. Remuneration

A. Gross remuneration

In consideration of the performance of his duties, the Company shall pay to Mr. Anuj Kumar remuneration as detailed below with such increments as may be approved by the Board of Directors (which includes any Committee thereof) from time to time.

(a) Salary:

Rs.7,23,80,000/- per annum (consisting of both fixed pay of Rs. 4,12,50,000/- including retiral benefits such as such as provident fund, gratuity etc.) and variable pay of Rs. 3,11,30,000 as being paid for the period from 1[st] October 2025 to 30[th] September 2026.

The salary included herein is the current salary and he will be eligible for annual increment which is due from 1[st] October of every year, or any other date as may be determined by the NRC.

The increment as and when approved by the NRC/Board shall be merit based and will consider the performance of the Managing Director as well as that of the Company such that the overall remuneration does not exceed the limits permitted under section 197 as detailed herein. The guidelines for the annual increment and variable pay are detailed in Section (e) below.

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(b) Sitting fees:

Mr. Anuj Kumar shall not be paid sitting fees for attending the meetings of the Board of Directors of the Company or its subsidiaries including Committee Meetings

(c) Allowances:

The Company follows the Flexible Allowances Structure for its Senior Management that enables the employees in that cadre to decide the salary components other than the basic salary within the gross remuneration paid to them. Other allowances and perquisites like House Rent Allowance (HRA), Soft Furnishing Allowance, Leave Travel Concession (LTC), Medical Reimbursement, Special Allowance etc., the same may be decided by him following the flexible allowance structure of the Company.

(d) Perquisites:

In addition to the above-mentioned remuneration & Allowances, Mr. Anuj Kumar would be paid/ entitled for the following perquisites:

(i) Mediclaim and Personal Accident Insurance - Mediclaim and Personal Accident Insurance Policy for such amount as per the rules of the Company.

(ii) Use of a Car for official/personal purposes.

(iii) Other perquisites - Subject to overall ceiling on remuneration mentioned herein Mr. Anuj Kumar may be given any other allowances, benefits and perquisites as the Board of Directors (which includes any Committee thereof) may from time to time decide.

Explanation: Perquisites shall be evaluated as per Income Tax Rules, wherever applicable and in absence of any such rule, perquisites shall be evaluated at actual cost.

e) Annual Increments and Variable Pay payable

Mr. Anuj Kumar will also be eligible for the annual increments and for the performance-based variable pay as may be determined by the NRC and the Board in accordance with applicable the remuneration guidelines of the Company.

The following is the extract of the current remuneration guidelines of theCompany in respect of increments and variable pay followed for members of the senior management of the company, which will be considered by the NRC and the Board of Directors while deciding the annual increment and variable pay for Mr Anuj kumar.

Rating	% hike as merit increment	Variable Pay
Significantly exceeds expectation	Between 15% to 25%	Between 150% to 175%
ExceedsExpectation	Between 10% to15%	Between 125% to150%
Meets Expectation	Between 8% to 10%	Between 100% to 125%
Doesnotmeet expectation	Not exceeding 5%	Not exceeding 50%

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(f) Employee Stock Option Plan (ESOP):

Mr. Anuj Kumar shall be entitled for the grant of ESOP Shares as may be approved by the NRC/Board from time to time and in accordance with the ESOP Schemes of the company. The Company has two ESOP schemes Viz., CAMS ESOP 2019 and 2024 scheme,both approved by the shareholders, where in the quantum of options to be issued annually are determined by the NRC and are issued at the closing market price on the date on which the grants are approved by the NRC.

Under CAMS ESOP Scheme 2024, which is currently applicable for further issue of Grants, the maximum number of options granted to any one single eligible employee under the Scheme shall not exceed 25% of options under the scheme, which on exercise of the vested options will not entitle more than 0.5% of the paid-up capital of the Company. The grants to be given shall be based on the formula adopted for all the employees which is based on tenure, performance and remuneration.

The details of the ESOP grants issued to Mr. Anuj Kumar and the Exercise details till date is provided below:

*(Adjusted for stock split effected in December 2025)

Date of Grant	No of Options*	Issued price* (Closing Market price on the date of grant)
CAMS ESOP Scheme 2019
01.04.2019	3,26,085	122.94
01.09.2020	3,75,870	143.56
29.07.2021	3,12,260	358.28
01.04.2022	2,86,225	462.47
01.11.2023	3,78,405	483
CAMS ESOP Scheme 2024
10.12.2024	3,12,250	857.2

The value of ESOPs for the previous financial years is provided below:

Financials Year	Rs. in lakhs
FY 2019-20 FY 2020-21 FY 2021-22 FY 2022-23 FY 2023-24 FY 2024-25 FY 2025-26(upto Oct 25)	88.75 196.92 580.15 643.34 401.66 383.56 247.08

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(g) Reimbursements: Managing Director shall be entitled to be paid / reimbursed by the Company all costs, charges and expenses including entertainment expenses as may be reasonably incurred by him for the purpose of or on behalf of the Company subject to such ceiling as may be decided by the Board on the recommendation of the Nomination and Remuneration Committee.

(h) Income Tax: Income Tax in respect of the above remuneration will be deducted at source as per the applicable Income Tax Laws / Rules.

B. Overall remuneration:

The aggregate of salary, allowances, perquisites and performance bonus in any one financial year shall not exceed the limits prescribed under Section 197, 198 and other applicable provisions of the Act read with Schedule V to the said Act or any modifications or re-enactment for the time being in force.

IV. Other terms of Appointment

A. Directorship in other Companies

During the currency of this Agreement, Managing Director shall not directly or indirectly engage himself in any other employment, business or occupation of whatsoever nature. However, he may with the prior approval of the Board of Directors and subject to the provisions of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and the Companies Act, 2013, hold Directorship in other companies and/or provide services to other group Companies.

B. Miscellaneous

(i) The terms and conditions of the appointment and remuneration of the Managing Director may be altered and varied from time to time by the Board/its committee as it may, in its discretion, deem fit, in accordance with the provisions of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and Act, within the limits stipulated under Schedule V to the Act, or any amendments made hereinafter in this regard in such manner as may be agreed between the Board/its committee and the Managing Director, subject to such approvals as may be required.

(ii) All personnel policies of the Company and the related rules, which are applicable to other employees of the Company, shall also be applicable to the Managing Director, unless specifically provided otherwise.

(iii) The terms and conditions of appointment of the Managing Director also include clauses pertaining to adherence with the Code of Conduct, intellectual property, non-competition, non-solicitation, no conflict of interest with the Company and maintenance of confidentiality

(iv) The Managing Director shall not become interested or otherwise concerned, directly or through his spouse and/or children or any other member of the family, in any selling agency of the Company.

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C. Termination of Agreement

(i) Either party may terminate this agreement by giving to the other party 3 months’ notice of such termination or by surrendering 3 months’ remuneration in lieu thereof.

(ii) The employment of the Managing Director may be terminated by the Company without notice or payment in lieu of Notice:

(a) If the Managing Director is found guilty of any gross negligence, default or misconduct in connection with or affecting the business of the Company or any subsidiary or associated company to which he is required to render services; or
b) In the event of any serious repeated or continuing breach (after prior warning) or nonobservance by the Managing Director of any of the stipulations contained in the agreement to be executed between the Company and the Managing Director; or

(iii) In the event the Managing Director is not in a position to discharge his official duties due to any physical or mental incapacity, the Board of Directors shall be entitled to terminate his contract on such terms as the Board of Directors may consider appropriate in the circumstances.

(iv) Upon the termination by whatever means of the Managing Director’s employment:

(a) he shall immediately cease to hold offices held by him in subsidiaries and associate companies without claim for compensation for loss of office; and return vacant possession of the Company’s premises, if any, occupied by him and/or his family;
(b) he shall not, without the consent of the Company at any time thereafter represent himself as connected with the Company or any of the subsidiaries and associate companies.
(v) If and when the Agreement expires or is terminated for any reason whatsoever, or, if Mr. Anuj Kumar ceases to be in the employment of the Company for any reason whatsoever, he will cease to be the Managing Director and also cease to be a Director.
(vi) If at any time, Mr. Anuj Kumar ceases to be a Director of the Company for any reason whatsoever, he shall cease to be the Managing Director, and the Agreement shall forthwith terminate.

In accordance with the provisions of Sections, 196, 197, 198 and other applicable provisions of the Act read with Schedule V to the said Act and Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the proposed re-appointment and the terms of remuneration payable to Mr. Anuj Kumar requires approval of shareholders of the Company by passing Ordinary Resolution.

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Brief resume of Mr. Anuj Kumar, nature of his expertise in specific functional areas, names of companies in which he holds directorships and memberships / chairmanships of Board Committees and shareholding etc. as stipulated under the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 and Secretarial Standard-2 on General Meetings, is provided as below:

Name:	Mr. AnujKumar 08268864 13/01/1967 58years Indian 06/11/2018 Bachelor’s degree in mechanical engineering from Birla Institute of Technology, Ranchi and Post Graduate Diploma in Management (PGDM)from IIM, Kolkata 34+ years of professional experience with Godrej & Boyce Mfg. Co. Ltd., Blow Plast Limited, Escorts Finance Limited, Bill Junction Payments Limited, IBM India Private Limited and Concentrix Daksh Services India Private Limited and Computer Age Services Limited. Mr. Anuj Kumar has been associated with the Capital market for the last nine years and is closely associated with the regulators, AMCs and distributor community. Nil Company Details Designation Sterling Software Private Limited CAMS Payment Services Private Limited CAMS Insurance Repository Services Limited
DIN
Date of Birth
Age
Nationality
Date of Appointment as Whole-time Director and Chief Executive Officer (Date of first appointment on the Board)
Qualification
Experience & Nature of expertise in specific functional areas
Disclosure of Relationships between directors inter-se Directorship held in other companies

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	Think Analytics Consultancy Services Private Limited	Subsidiaries of Computer Age Management Services Limited Director
	Think Analytics India Private Limited
	Fintuple Technologies Private Limited
Committee Membership	Company	Committee Designation
	Computer Age Management Services Limited (CAMS)	Corporate Social Responsibility and Environment Social Governance Committee (CSR and ESG Committee) Member Stakeholders Relationship Committee Member
		IT StrategyCommittee Member
	CAMS Insurance Repository Services Limited	Risk Management Committee Chairman
Listed Companies from which the person has resigned in the past three years	Nil
Number of shares held in the Company	2,84,305 equity shares
Terms and Conditions of appointment or re- appointment	Appointment of Mr. Anuj Kumar as Managing Director of the Company for a period of 5 years effective from August 01, 2026 to July 31, 2031 (further details are provided in the explanatory statement to this notice)
Details of remuneration sought to be paid Rs.7,23,80,000/- per annum (consisting of both fixed pay of Rs. 4,12,50,000/- including value of any perquisites and retiral benefits such as such as provident fund, gratuity etc.) and variable pay of Rs. 3,11,30,000. He will also be entitled for the issue of ESOPs as per the approved scheme.
Remuneration last drawn by such person, if applicable, Same as provided in the remuneration sought to be paid

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Relationship with other Nil Directors, Manager and other Key Managerial Personnel of the company,

Number of Meetings of the 05 Board attended during the year 2025-26

By the Order of the Board

Manikandan Digitally signed by Manikandan Gopalakrishn Gopalakrishnan Date: 2025.12.29 an 11:55:45 +05'30' Manikandan G Company Secretary & Compliance Officer Membership No: FCS4093

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Chennai, 22[nd] December 2025

AI assistant

Computer Age Management Services Limited — Proxy Solicitation & Information Statement 2025

61773_rns_2025-12-29_03562d7c-e56f-438c-97c0-fb6e8fd03cb4.pdf

Sub: Notice of Postal Ballot

Date of events relevant to Postal Ballot are as below: