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DREAMFOLKS SERVICES LIMITED Proxy Solicitation & Information Statement 2026

Feb 23, 2026

59633_rns_2026-02-23_39668e52-e733-4c28-8697-afccbedd329e.pdf

Proxy Solicitation & Information Statement

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Dreamfolks Services Limited

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Unit No. 301-307, Tower B, Good Earth Trade Tower, Sector-62, Gurgaon-122001, Haryana, India | Tel: 0124-4037306 www.dreamfolks.com | [email protected] CIN: L51909DL2008PLC177181

February 23, 2026
To,
The Secretary, Listing Department
BSE Limited
P. J. Towers,
Dalal Street
Mumbai – 400001
Scrip Code:543591
To,
The Listing Manager, Listing Department
National Stock Exchange of India Limited
Exchange Plaza, 5thFloor, Plot No. C-1,
Block G, Bandra Kurla Complex,
Bandra (E), Mumbai-400051
Symbol:DREAMFOLKS

Subject: Notice of Postal Ballot of Dreamfolks Services Limited

Dear Sir/ Madam,

We enclose herewith a copy of the Postal Ballot Notice of Dreamfolks Services Limited (‘ the Company ’) dated February 09, 2026, along with the Statement pursuant to Section 102 and other applicable provisions of the Companies Act, 2013 and related Rules read with the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 and applicable Circulars issued by the Securities and Exchange Board of India (‘ SEBI ’) (“ Notice ”) for seeking approval of the Members of the Company on the following Special resolution:

S. No. Description of Special Resolution
1. Reappointment of Mr. Balaji Srinivasan (DIN: 03512187) as Executive
Director and Chief Technology Officer of the Company and to approve the
remunerationpayable to him

In compliance with the provisions of the General Circulars Nos. 14/2020 dated April 08, 2020, 17/2020 dated April 13, 2020, 22/2020 dated June 15, 2020, and the subsequent Circulars issued in this regard, the latest being Circular no. 03/2025 dated September 22, 2025 (collectively referred to as “ MCA Circulars ”) read with relevant Circulars issued by SEBI in this regard, this Notice is being sent only through electronic mode to those Members whose e-mail addresses are registered with the Company/ Depositories/ Depository Participants/Registrar and Share Transfer Agent (‘ RTA ’) and whose names are recorded in the Register of Members maintained by the Company or in the Register of Beneficial Owners maintained by the Depositories as on February 20, 2026 (‘ Cut-Off Date ’).

In compliance with the requirements of the MCA Circulars, physical copy of Postal Ballot Notice along with Postal Ballot Forms and pre-paid business envelope will not be sent to the Members for this Postal Ballot and Members are required to communicate their assent or dissent through the remote e-voting system only . The Company has engaged National Securities Depository Limited (‘NSDL’) as e-voting agency for the purpose of providing remote e-voting services.

The process for registration of e-mail address is provided in the ‘Notes’ section to the Notice. The aforesaid Notice is also hosted on the website of the Company at www.dreamfolks.com.

Regd. Office: 26, DDA Flats, Shivalik Road, Panchsheel Park, South Delhi, New Delhi-110017

Dreamfolks Services Limited

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Unit No. 301-307, Tower B, Good Earth Trade Tower, Sector-62, Gurgaon-122001, Haryana, India | Tel: 0124-4037306 www.dreamfolks.com | [email protected] CIN: L51909DL2008PLC177181

The remote e-voting facility would be available during the following period:

Commencement of e-voting February24,2026(09:00 A.M. IST)
End of e-voting March 25,2026(05:00 P.M. IST)

for all the Members, whether holding shares in physical form or in demat form. The e- voting module shall be disabled by NSDL for voting thereafter. Remote e-voting shall not be allowed beyond the said time and date. Vote once cast cannot be changed subsequently.

The Board of Directors of the Company have appointed Mr. Deepak Kukreja (FCS No. 4140) or failing him, Ms. Monika Kohli (FCS 5480) of M/s. DMK Associates, Practicing Company Secretaries, as the Scrutinizer for Postal Ballot e-voting process in accordance with the law and in a fair and transparent manner.

The results of the Postal Ballot/e-voting will be declared within a period of two (2) working days from the conclusion of remote e-voting, by the Chairperson or any other person authorized by her in that behalf. The results declared along with the Scrutinizer’s Report shall be communicated in the manner provided in this Postal Ballot Notice.

You are hereby requested to take the above information on record.

Thanking you!

Yours faithfully

For Dreamfolks Services Limited

HARSHIT Digitally signed by HARSHIT GUPTA GUPTA Date: 2026.02.23 15:16:06 +05'30'

Harshit Gupta Company Secretary and Compliance Officer

Encl: As above

Regd. Office: 26, DDA Flats, Shivalik Road, Panchsheel Park, South Delhi, New Delhi-110017

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Dreamfolks Services Limited

CIN: L51909DL2008PLC177181

Regd. Office: 26, DDA Flats, Panchsheel Park, Shivalik Road, Panchsheel Enclave, South Delhi, New Delhi, Delhi, India, 110017

Tel: 0124-4037306; Email: [email protected] Website: www.dreamfolks.com

POSTAL BALLOT NOTICE

Dear Member(s),

Notice is hereby given that the resolution as set forth is proposed to be passed by the Members of Dreamfolks Services Limited (“ the Company ”) by means of Postal Ballot through remote e-voting only , pursuant to the provisions of Sections 110 read with Section 108 and all other applicable provisions 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 re-enactment(s) thereof, for the time being in force) and in accordance with the guidelines prescribed by the Ministry of Corporate Affairs (“ MCA ”), inter-alia, for conducting Postal Ballot through e-voting vide General Circulars Nos. 14/2020 dated April 08, 2020, 17/2020 dated April 13, 2020, 22/2020 dated June 15, 2020, and the subsequent circulars issued in this regard, the latest being Circular no. 03/2025 dated September 22, 2025 (collectively referred to as “ MCA Circulars ”), relevant Circulars issued by SEBI in this regard, Regulation 44 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“ SEBI LODR Regulations ”), Secretarial Standard - 2 on General Meetings, issued by the Institute of Company Secretaries of India (“ SS - 2 ”), (as amended) and other applicable laws and regulations, if any. The explanatory statement pursuant to Section 102(1) of the Act along with information as required under SEBI LODR Regulations & SS - 2, setting out all material facts relating to the resolution is annexed to this Postal Ballot Notice (‘ Notice ’) for your consideration and forms part of this Notice.

In compliance with the aforesaid provisions and the MCA Circulars, this Notice is being sent only through electronic mode to all its Members whose email addresses are registered with the Company/ Registrar & Share Transfer Agent (“ RTA ”) or Depositories Participant(s) as on Friday, February 20, 2026 (“ cut-off date ”) and the communication to assent/dissent of the Members on the resolution proposed in this Notice will only take place through the remote e-voting system.

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The remote e-voting facility would be available during the following period:

Commencement of e-voting Tuesday, February 24, 2026 (09:00
A.M. IST)
End of e-voting Wednesday, March 25, 2026 (05:00
P.M. IST)

Members are requested to refer the instructions for remote e-voting given in the Notes to this Notice for the process and manner in which remote e-voting is to be carried out. If your email address is not registered with the Company/ RTA /Depositories, please follow the process provided in the notes to this Notice. The Notice is also available on the website of the Company at www.dreamfolks.com.

In compliance with Regulation 44 of the SEBI LODR Regulations and pursuant to the provisions of Section 108 and Section 110 of the Act read with the applicable Rules, the Company has availed services of the National Securities Depository Limited (‘NSDL’) for the purpose of providing remote e-voting facility to its Members.

The Board of Directors of the Company appointed Mr. Deepak Kukreja (FCS No. 4140), on failing him, Ms. Monika Kohli (FCS 5480), partners of M/s. DMK Associates, Practicing Company Secretaries, as the Scrutinizer for conducting the postal ballot and e-voting process in a fair and transparent manner. The Scrutinizer will submit his report to the Chairperson of the Company, or any other person duly authorized by the Chairperson, after completion of the scrutiny of the e-voting process. The results shall be declared on or before Friday March 27, 2026 and would be communicated to the Stock Exchange(s), Depositories and RTA or any statutory authority or concerned in this regard. The results will also be displayed on the Company’s website at www.dreamfolks.com.

You are requested to peruse the proposed resolutions along with the Explanatory Statement and thereafter accord your assent or dissent by means of remote e-Voting facility provided by the Company.

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SPECIAL BUSINESS

Item No. 1: Reappointment of Mr. Balaji Srinivasan (DIN: 03512187) as Executive Director and Chief Technology Officer of the Company and to approve the remuneration payable to him

To reappoint Mr. Balaji Srinivasan (DIN: 03512187) as Executive Director and Chief Technology Officer of the Company and to approve the remuneration payable to him, 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 152, 196, 197, 198, and other applicable provisions, if any, read with Schedule V of the Companies Act, 2013 (‘the Act’), and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, Regulation 17 and other applicable Regulations, if any, of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI LODR Regulations”) (including any statutory modification(s) and re-enactment(s) thereof, for the time being in force) and Articles of Association of the Company, the consent of the Members be and is hereby accorded to reappoint Mr. Balaji Srinivasan (DIN: 03512187) as Executive Director and Chief Technology Officer (Whole-time Key Managerial Personnel u/s 203 of the Act) of the Company, for a further period of five years, on expiry of his present term of office i.e. with effect from September 02, 2026 through September 01, 2031, liable to retire by rotation, upon the terms and conditions of the said reappointment, as approved by the Board of Directors (‘Board’) from time to time, basis the recommendation of Nomination and Remuneration Committee and further mutually agreed between Mr. Balaji Srinivasan and the Company, including the remuneration as detailed in the explanatory statement.

RESOLVED FURTHER THAT pursuant to the provisions of Section 197 read with Schedule V to the Act, consent of the Members be and is hereby accorded for the payment of the remuneration including benefits, amenities and perquisites as detailed in the explanatory statement for the period commencing from April 01, 2026 through March 31, 2029.

RESOLVED FURTHER THAT the Board of the Company (which term shall be deemed to include any duly authorized Committee thereof, for the time being exercising the powers conferred on the Board by this Resolution) be and are hereby authorized to alter, revise and vary the terms and conditions of aforesaid re-appointment including the remuneration payable from time to time as per the provisions of the Act, Rules thereto, Schedule V of the Act and applicable provisions of the SEBI LODR Regulations (including any statutory modification(s) or re-enactment(s) thereof from time to time) without requiring to obtain any further approval of Members.

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RESOLVED FURTHER THAT for the purpose of giving effect to the foregoing resolution, the Board, Key Managerial Personnel(s) or any other person so authorised by the Board, be and are hereby authorised to do all such acts, matters, deeds and things, as it may in its absolute discretion deem necessary, expedient, proper or desirable, including but not limited to settling any question, difficulty or doubt that may arise in respect of aforesaid resolution, without requiring to obtain any further approval of Members of the Company to the end and intent that they shall be deemed to have given their approval thereto and/or matters connected therewith or ancillary or incidental thereto, expressly by the authority of this resolution.

By Order of the Board of Directors For Dreamfolks Services Limited

Place: Gurugram Date: February 09, 2026

Harshit Gupta Company Secretary and Compliance Officer M. No.: A41111

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CIN: L51909DL2008PLC177181 Regd. Office: 26, DDA Flats, Panchsheel Park, Shivalik Road, Panchsheel Enclave, South Delhi, New Delhi, Delhi, India, 110017 Tel: 0124-4037306; Email: [email protected] Website: www.dreamfolks.com

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NOTES:

1. The relevant Explanatory Statement pursuant to the provisions of Sections 102 and 110 of the Companies Act, 2013 (‘Act’) read with Rule 22 of the Companies (Management and Administration) Rules, 2014 ( ‘Rules’ ), SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“ SEBI LODR Regulations ”) and Secretarial Standard-2, each as amended from time to time, setting out the required material facts, reasons, and information, is annexed herewith and forms part of this Postal Ballot Notice (“ Notice ”).

2. In compliance with the aforesaid provisions and the MCA Circulars, this Notice is being sent only through electronic mode to all its Members whose email addresses are registered with the Company/ Registrar & Share Transfer Agent (“RTA”) or Depositories Participant(s) as on Friday, February 20, 2026 ( “cut-off date” ) and the communication to assent/dissent of the Members on the resolution proposed in this Notice will only take place through the remote e-voting system.

3. Only those Members whose names are appearing in the Register of Members/ List of Beneficial Owners as on the Cut-Off Date i.e. Friday, February 20, 2026 shall be eligible to cast their votes through postal ballot by remote e-voting. A person who is not a Member on the relevant cut-off date should treat this notice for information purpose only. Any person who holds shares of the Company as on cut-off date and becomes Member of the Company after dispatch of this Notice shall follow the same procedure for remote e-voting as provided hereafter.

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 nonregistration of their e-mail addresses with the Company/ RTA/ Depositories/ Depository Participants) shall be entitled to vote in relation to the aforementioned Resolution in accordance with the process specified in this Notice.

4. Members may note that this Notice will also be available on the Company’s website at www.dreamfolks.com, websites of the Stock Exchanges i.e. BSE Limited and National Stock Exchange of India Limited at www.bseindia.com and www.nseindia.com, respectively and on the website of National Securities Depository Limited (NSDL), e- voting agency at https://www.evoting.nsdl.com.

5. Pursuant to Section 108, 110 and other applicable provisions of the Act read with Rule 20 of the Rules, MCA Circulars, SEBI Circulars and Regulation 44 of the SEBI LODR Regulations, the Company has engaged NSDL to provide remote e-voting facility for its Members. The procedure for remote e-voting is given below.

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The remote e-voting facility is available at the link at www.evoting.nsdl.com from Tuesday, February 24, 2026 (09:00 A.M. IST) and ends on Wednesday, March 25, 2026 (05:00 P.M. IST) (both days inclusive). The remote e-voting module will thereafter be blocked by NSDL and voting shall not be allowed beyond the said date and time.

Once the vote on the resolution is cast by the Member, the Member shall not be allowed to change it subsequently or cast the vote again.

6. The voting rights of the Members shall be in proportion to their share in the paid-up equity share capital of the Company as on the Cut-off date.

7. The Board of the Directors of the Company has appointed Mr. Deepak Kukreja (FCS No. 4140) or on failing him, Ms. Monika Kohli (FCS 5480), Partners of M/s. DMK Associates, Practising Company Secretaries, as the Scrutinizer for conducting the voting process through Postal Ballot remote e-voting in accordance with the law and in a fair and transparent manner.

8. Upon completion of scrutiny of the remote e-voting, the Scrutinizer shall submit his report within two (2) working days from the end of the remote e-voting period to the Chairperson or any other person authorised by the Chairperson. Upon receipt of Scrutinizer’s Report, the results of the Postal Ballot will be announced by the Chairperson or authorised person.

9. The results along with Scrutinizer's Report, shall be available at the Registered Office and Corporate office of the Company and placed on the Company's website at www.dreamfolks.com and at the website of NSDL immediately after the result is declared. The results shall be simultaneously communicated to the Stock Exchanges where the securities of the Company are listed i.e. BSE Limited and the National Stock Exchange of India Limited.

The resolution, if passed by the requisite votes, shall be deemed to have been passed as if the same has been passed at a General Meeting of the Members convened in that behalf. The resolution, if approved by the requisite votes of Members by means of Postal Ballot (i.e. remote e-voting), shall be deemed to have been passed on the last date specified by the Company for remote e-voting, i.e. Wednesday, March 25, 2026 (05:00 P.M. IST) .

10. As required by Rule 20 and Rule 22 of the Rules read with the MCA Circulars , SEBI Circulars and the SEBI LODR Regulations, the details pertaining to the dispatch of this Notice will be published in one English newspaper and one Hindi newspaper and thereafter and also be hosted on the Company’s website at www.dreamfolks.com,

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website of the Stock Exchanges, i.e. BSE Limited and National Stock Exchange of India Limited at www.bseindia.com and www.nseindia.com respectively.

11. All documents referred to in the Notice and Explanatory Statement are available for inspection by the Members at the Registered Office, Corporate Office of the Company as well as electronically on all working days except Saturdays, Sundays and National Holidays between 11:00 A.M. (IST) and 02:00 P.M. (IST) from the date of dispatch of the Notice up to the last date of remote e-voting i.e. Wednesday, March 25, 2026 (05:00 P.M. IST) . Any Member interested in inspection may write to the Company at [email protected].

12. Members, who are holding shares in physical/electronic form and their e-mail addresses are not registered with the Company/their respective Depository Participants, are requested to register their e-mail addresses at the earliest by sending scanned copy of a duly signed letter by the Member(s) mentioning their name, complete address, folio number, number of shares held with the Company along with self-attested scanned copy of the PAN Card and self-attested scanned copy of any one of the following documents viz., Aadhar Card, Driving License, Election Card, Passport, utility bill or any other Government document in support of the address proof of the Member as registered with the Company for receiving this Notice by email to [email protected] or to the Registrar and Transfer Agent (RTA) at [email protected]. Members holding shares in demat form can update their email address with their Depository Participants.

13. Instructions for Remote E-voting:

The manner and process of remote e-voting is as under:

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

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

- 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.

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Login method for Individual shareholders holding securities in demat mode is given below:

Type
of
shareholders
Login Method Login Method
Individual
Shareholders
holding securities
in demat mode
with NSDL.
1.
2.
3.
4.
For
OTP
based
login
you
can
click
onhttps://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 ore-Voting service provider i.e. NSDLand you
will be redirected to e-Voting website of NSDL for casting your
vote during the remote e-Voting period.
ExistingIDeASuser 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-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 ore-Voting service
provider i.e. NSDLand 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 athttps://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 ore-
Voting service provider i.e. NSDLand you will be redirected to
e-Voting website of NSDL for casting your vote during the remote
e-Voting period.

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

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5. Shareholders/Members can also download NSDL Mobile App
NSDL Speede” facility by scanning the QR code mentioned
below for seamless voting experience.
5. Shareholders/Members can also download NSDL Mobile App
NSDL Speede” facility by scanning the QR code mentioned
below for seamless voting experience.
Individual
Shareholders
holding securities
in demat mode
with CDSL
1.
2.
3.
**4. **
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.comand 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 websitewww.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 onwww.cdslindia.com home 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
ServiceProviders.
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

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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] 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 and shareholders holding securities in physical mode.

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

1. 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.

2. Once the home page of e-Voting system is launched, click on the icon “Login” which is available under ‘Shareholder/Member’ section.

3. 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.

4. Your User ID details are given below :

Manner of holding shares i.e. Demat Your User ID is:
**(NSDLor CDSL) or Physical **
a) For Members who hold shares in 8 Character DP ID followed by 8 Digit
demat account with NSDL. Client ID
For example if your DP ID is IN300***
and Client ID is 12** then your user
ID isIN30012***.
b) For Members who hold shares in 16 Digit Beneficiary ID
demat account with CDSL. For example if your Beneficiary ID is
12** then your user ID is
12**
c) For Members holding shares in EVEN Number followed by Folio
Physical Form. Number registered with the company
Forexampleif folionumber is 001***

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and EVEN is 101456 then user ID is 101456001***

5. 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’?

  - **(i)** 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 or folio number for shares held in physical form. The .pdf file contains your ‘User ID’ and your ‘initial password’.

  - **(ii)** If your email ID is not registered, please follow steps mentioned below in **process for those shareholders whose email ids are not registered**

6. 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) Physical User Reset Password?” (If you are holding shares in physical mode) option available on www.evoting.nsdl.com.

  • c) 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.

  • d) Members can also use the OTP (One Time Password) based login for casting the votes on the e-Voting system of NSDL.

7. After entering your password, tick on Agree to “Terms and Conditions” by selecting on the check box.

8. Now, you will have to click on “Login” button.

9. After you click on the “Login” button, Home page of e-Voting will open.

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

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

1. 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.

2. Select “EVEN” of company for which you wish to cast your vote during the remote e-Voting period.

3. Now you are ready for e-Voting as the Voting page opens.

4. 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.

5. Upon confirmation, the message “Vote cast successfully” will be displayed.

6. You can also take the printout of the votes cast by you by clicking on the print option on the confirmation page.

7. Once you confirm your vote on the resolution, you will not be allowed to modify your vote.

General Guidelines for shareholders

1. 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 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.

2. 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.

3. 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. Pallavi Mhatre, Manager, National Securities Depository Ltd., Trade World, ‘A’ Wing, 4[th] Floor, Kamala Mills Compound, Senapati Bapat Marg, Lower Parel, Mumbai – 400013, at the designated email address: [email protected] / at [email protected] or call at 022 - 4886 7000.

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4. With a view to safeguard the interests of the investors and to streamline the resolution mechanism in the Indian Securities Market, SEBI mandated establishment of common Online Dispute Resolution Portal (“ODR Portal”), by Market Infrastructure Institutions, which harnesses online conciliation and online arbitration for resolution of disputes arising in Indian Securities Market.

The ODR Portal allows the investors/shareholders to enrol themselves, file unresolved grievance, upload documents and get status updates pertaining to the unresolved grievances filed against listed entities/ its RTA.

The process for initiation of Dispute Resolution process is enumerated below:

  • An investor/client shall first take up his/her grievance with the Market Participant by lodging a complaint directly with the concerned Market Participant.

  • If the grievance is not redressed satisfactorily the investor/shareholder may escalate the same through the SCORES Portal (www.scores.gov.in) in accordance with SCORES Guidelines.

  • If the investor/client is still not satisfied with the outcome, he/she can initiate dispute resolution through the ODR Portal. Alternatively, the investor/client may initiate dispute resolution through the ODR Portal if the grievance lodged with the concerned Market Participant was not satisfactorily resolved or at any stage of the subsequent escalations (prior to or at the end of such escalation(s). For more information shareholders are requested to visit the weblink https://www.dreamfolks.com/investor-information.html

5. For the purpose of information for shareholders: Pursuant to SEBI Master Circular no. HO/38/13/(4)2026-MIRSD-POD/I/4298/2026 dated February 06, 2026 issued to the Registrar and Transfer Agents as amended, SEBI has mandated that, with effect from April 1, 2024, dividend to the security holders holding shares in physical mode shall be paid only through electronic mode. Such payment to the eligible shareholders holding physical shares shall be made only after they have furnished their PAN, Contact Details (Postal Address with PIN and Mobile Number), Bank Account Details, Specimen Signature, etc., for their corresponding physical folios with the Company or its RTA. Relevant FAQs have been published by SEBI in this regard. The abovementioned SEBI Master Circular and SEBI Circular are available on SEBI’s website.

6. The forms for updation of PAN, KYC, Bank details and Nomination viz. Forms ISR-1, ISR-2, ISR-3 and SH-13 are available on our website at the weblink https://www.dreamfolks.com/investor-information.html, in view of the above, we urge Members holding shares in physical form to submit the required forms duly filled up and signed, along with the supporting documents at the earliest to the RTA at Email at [email protected]. in context of applicable SEBI Circular(s).

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Members who hold shares in dematerialised form and wish to update their PAN, KYC, Bank details and Nomination, are requested to contact their respective DPs.

7. SEBI vide its Master Circular no. HO/38/13/(4)2026-MIRSD-POD/I/4298/2026 dated February 06, 2026 has mandated the listed companies to issue securities in dematerialized form only while processing service requests, viz. issue of duplicate securities certificate; renewal/ exchange of securities certificate; endorsement; sub-division/splitting of securities certificate; consolidation of securities certificates/folios; transmission and transposition.

Further SEBI vide its Master Circular no. HO/38/13/(4)2026-MIRSD-POD/I/4298/2026 dated February 06, 2026 has simplified the procedure and standardized the format of documents for transmission of securities. Accordingly, Members are requested to make service requests by submitting a duly filled and signed Form ISR-4 & ISR-5, as the case may be. The said form can be downloaded from the website of the Company at the weblink https://www.dreamfolks.com/investor-information.html and RTA.

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EXPLANATORY STATEMENT PURSUANT TO SECTION 102(1) OF THE COMPANIES ACT, 2013 AND SEBI (LISTING OBLIGATIONS AND DISCLOSURE REQUIREMENTS) REGULATIONS, 2015

Item No. 1

Background:

Mr. Balaji Srinivasan has been associated with the Dreamfolks Services Limited (“DreamFolks/ Company”) since March 01, 2019. He was appointed as Director of the Company w.e.f. September 2, 2021 for a period of five years which is due for its expiry on September 1, 2026. Currently, Mr. Balaji is the Executive Director and Chief Technology Officer of the Company. Further, Members of the Company at 15[th] Annual General Meeting of the Company held on September 06, 2023, had approved the terms of remuneration of Mr. Balaji Srinivasan as Executive Director for the period of three years ending on March 31, 2026.

On the recommendations of the Nomination and Remuneration Committee (“NRC”), the Board of Directors (“Board”) at its meeting held on February 09, 2026, approved the reappointment of Mr. Balaji Srinivasan as Executive Director and Chief Technology Officer of the Company for a further period of five years, on expiry of his present term of office i.e. with effect from September 02, 2026 through September 01, 2031, subject to approval of the Shareholders, on the terms and conditions mentioned herein.

The NRC and the Board while recommending and approving reappointment of Mr. Balaji as the Executive Director and Chief Technology Officer of the Company, considered and evaluated his background, experience skills, expertise, knowledge and contributions towards the Company during his tenure with the Company.

Brief Profile & Contribution to the Company:

Mr. Balaji Srinivasan currently serves as the Executive Director and Chief Technology Officer of the Company. He holds a Diploma in Software and Systems Management from NIIT, New Delhi.

Mr. Balaji brings with him a rich and extensive experience in the technology sector and has been the torchbearer of the Company’s technology development and continuous advancement since his association with DreamFolks. Under his leadership, the Company has developed an in-house proprietary technology platform that enables clients such as banks, card networks, and enterprises to create customized offerings for their end customers.

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Prior to joining DreamFolks, Mr. Balaji held key leadership positions at several reputed organizations, notably serving as Vice President at Genpact India Private Limited, Chief Customer Officer at FarEye, and Chief Technology Officer at Stylofie.com.

His exceptional contributions to technology innovation and business transformation have earned him several prestigious recognitions, including:

  • Top 20 India Tech Leaders at the 4[th] Annual Digital Transformation Summit (Dec-2023)

  • Innovator Award by the Big CIO Show & Awards, Trescon (May -2022)

  • Global FinTech Excellence in Leadership by Elets Banking and Finance (2022)

  • Smart Innovator Award 2021 by Dynamic CIO at Enterprise Innovation Summit (2021)

  • Smart Innovator Award 2019 by Dynamic CIO at Enterprise Innovation Summit (2019)

Furthermore, under Mr. Balaji’s visionary guidance, the Company has received numerous accolades for its outstanding technological innovations and digital excellence, including:

  • FinTech Award 2022 by Financial Express under the category of Best Use of Technology to Revolutionise Customer Experience (Sep-22)

  • Most Trusted Service Provider for BFSI Sector award in India CX Summit & Awards 2023 in the category of Service provider for BFSI (Sep-23)

  • Best user experience solution provider in 8[th] Annual India Banking Summit & Awards 2024 (Jun-24)

  • Best Banking Card Service Provider of the Year in 11[th] Edition of the payments reloaded Awards (Jun-24)

  • Deloitte India Technology Fast 50 Award - Travel & Hospitality Tech in 19[th] edition of Deloitte Technology Fast 50 India programme (Dec-24)

  • Most innovative emerging technology implementation At the 9[th] annual India banking summit & awards organized By Synnex Group (Jun-25)

  • Customer experience solution of the Year (Gold) At the 5[th] edition of BW BusinessWorld Fintech Awards - Customer Experience (Jul-25)

Under the illustrious leadership of Mr. Balaji as Executive Director and Chief Technology Officer, DreamFolks has effortlessly integrated efficient and advanced technology into its business operations. The Company's in-house proprietary technology platform plays a significant role in generating business value, and Mr. Balaji has been playing a pivotal role in shaping and developing the Company's technology infrastructure. His presence at the

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Board ensures well-informed and effective decision-making by ensuring that all aspects of the Company's technology considerations are duly evaluated.

The Company's ongoing investment in cutting-edge technology and strategic innovation is not only strengthening the operational backbone but also significantly enhancing the client experience. The Company is at a pivotal point where major transformation in technology is underway, powered by a modern, cloud-based technology platform enabling real-time collaboration, efficient growth, and quick responses to customer feedback. This has evolved the system from a simple operational tool into a vital strategic asset, creating personalized and user-friendly experiences for clients' tech-savvy customers.

The in-house tech infrastructure's adaptability helps the Company to be future-ready for impressive expansion in enterprise client base and other lounge services. Mr. Balaji's continued leadership is essential to sustain this technological evolution and maintain the competitive edge that the Company has built through its technology-first approach.

The details of Company’s performance over past 3 years are given below:

Particulars FY 2022-23 FY 2023-24 FY 2024-25
Revenue from
operations
Consolidated 7,732.52 11,350.12 12,918.82
Standalone 7,732.40 11,349.46 12,918.82
EBITDA Consolidated 1,022.19 973.27 973.04
Standalone 1,022.43 985.97 1,016.45
Profit After Tax Consolidated 725.27 686.37 650.50
Standalone 725.46 696.83 696.83
Net worth Consolidated 1,571.09 2,364.13 3,006.09
Standalone 1,567.23 2,370.82 3,058.45

Terms of Re-Appointment:

The main terms and conditions relating to the re-appointment of Mr. Balaji Srinivasan as Executive Director and Chief Technology Officer are as follows:

  1. Period : Appointment for a period of 5 years, i.e. from September 02, 2026 through September 01, 2031 and remuneration for a period commencing from April 01, 2026 through March 31, 2029.

  2. Nature of Duties : Mr. Balaji Srinivasan, Executive Director & Chief Technology Officer, shall devote his whole time and attention to the business of the Company and perform such duties as may be entrusted to him by the Board of Directors of the Company from time to time and separately communicated to him. He shall exercise such powers as may be assigned to him, subject to the superintendence, control and directions of the Board of Directors, in connection with and in the best interests of the business of

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the Company and the business of one or more of its associated companies and/or subsidiaries or sister concerns.

The Balaji Srinivasan, being the Executive Director and Chief Technology Officer shall be specifically responsible for:

  • Formulating and implementing the overall technology strategy, digital transformation initiatives, and innovation roadmap aligned with the Company's business objectives and growth plans;

  • Overseeing the development, maintenance, and scalability of the Company's technology infrastructure, digital platforms, mobile applications, payment systems, and IT operations to ensure seamless service delivery;

  • Leading the technology teams and providing technical leadership, guidance and expertise in areas including software development, platform architecture, cybersecurity, data management, cloud infrastructure and emerging technologies;

  • Driving innovation in product development, customer experience enhancement, and operational efficiency through deployment of cutting-edge technologies, automation, artificial intelligence and analytics capabilities;

  • Ensuring robust cybersecurity framework, data protection, regulatory compliance with applicable IT laws and information security standards, and business continuity planning;

  • Managing technology budgets, vendor relationships, strategic technology partnerships, and overseeing technology-related investments and acquisitions;

  • Collaborating with other functional heads to integrate technology solutions across business operations and support the Company's expansion into new markets and service offerings;

  • Representing the Company in technology forums, industry conferences, and engaging with key stakeholders including banking partners, payment gateways, airport authorities and other technology ecosystem participants;

  • Responsible for overseeing a company's day-to-day operational functions, implementing business strategies, and driving operational efficiency to achieve growth.

  • Developing and overseeing operational budgets, including forecasting, resource allocation, and cost-control initiatives.

  • Performing duties as assigned to the Executive Director & CTO from time to time, including serving on the Boards of associated companies and/or subsidiaries, sister concerns or any other Executive Body or any Committee of such a Company.

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3. A. Remuneration :

a) Basic Salary:

Current Basic Salary of INR 4,65,500 per month, with suitable annual increments effective April 1, each year, as may be decided by the Board based on the recommendation of the NRC.

b) House Rent Allowance (HRA):

Current HRA of INR 2,32,750 per month, with suitable annual revisions effective April 1, each year, as may be decided by the Board based on the recommendation of the NRC

c) Benefits, perquisites and allowances:

Details of Benefits, Perquisites and Allowances are as follows:

  - a. Special allowance of INR 1,53,451 per month with suitable annual revisions effective April 1, each year, as may be decided by the Board based on the recommendation of the NRC

  - b. Contribution to Provident Fund: @12% of Basic Salary

  - c. Employer contribution to NPS for INR 6640 per month

  - d. Reimbursement of following on submission of supporting as per Company’s Policy

     - Conveyance – 50,000 p.m
  • Entertainment – 15,000 p.m

  • Leave Travel Allowance - 7500 p.m

    • e. Entitlement of Gratuity as per Company’s Policy

    • f. He shall be entitled to Leave, in accordance with the Rules of the Company. Privilege Leave earned but not availed by him would be encashable in accordance with the Rules of the Company.

    • g. The Board of Directors of the Company had approved grant of 10,45,000 ESOP to him under “Dreamfolks Employee Stock Option Plan 2021” at the exercise price of INR 96.46. Out of which 5,19,850 equity shares have already allotted to him.

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d) Bonus/Performance Linked Incentive

Mr. Balaji shall be entitled to Bonus/Performance Linked Incentive not exceeding 100% of the salary (Basic + HRA) at the discretion of the Board annually, based on performance criteria laid down by the Board and/or Committee thereof.

The overall parameters considered by the NRC and the Board, includes the illustrious leadership of Mr. Balaji in development & advancement of Company's in-house proprietary technology platform, effortless integration of efficient and advanced technology into Company’s business operations and his commitment to advance the Company’s interest towards truly fostering a culture of leadership with trust.

In a nutshell, the NRC and the Board acknowledges his unwavering dedication, extensive technical experience and strong execution capabilities, which make him well suited for this role.

The NRC and the Board are judicious in its recommendations and approval of the Bonus/Performance Linked Incentive pay-outs. The NRC and the Board ensures that its recommendations and pay-outs inherently have a good balance between fixed and incentive pay reflecting short, medium, and long-term performance objectives appropriate to the working of the Company and in achieving its strategic objectives. The NRC and Board also considers the market competitiveness and that the pay-out is reflective of the size and complexity of business.

Actual Remuneration paid to Mr. Balaji Srinivasan, Executive Director and Chief Technology Officer

The remuneration recommended and approved by the Board over the past 3 years to Mr. Balaji Srinivasan based on the Company’s/Individual Performance are given below:

below:
(Amount in INR)
Particulars 2022-23 2023-24 2024-25
Salary 61,33,966 78,31,055 85,99,280
Perquisites 10,01,75,477 5,83,63,598
Performance Linked Incentive 10,18,000 11,85,600
PF/NPS Contribution 3,51,000 4,56,336 7,49,610
Total 64,84,966 10,94,80,868 6,88,98,088

B. Minimum Remuneration:

Notwithstanding anything to the contrary herein contained where in any financial year during the tenure of Mr. Balaji Srinivasan, the Company has no profits, or its profits are inadequate, the Company will pay him remuneration by way of salary, benefits and perquisites and allowances, Bonus/Performance Linked Incentive as approved by the Board subject to the provisions prescribed under Section 197 read with Schedule V to the Companies Act, 2013 (“Act”) and rules framed thereunder and any other applicable provisions of the Act and the SEBI (Listing Obligations and Disclosure Requirements)

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Regulations, 2015 (“SEBI LODR Regulations”) (including any statutory modification(s) or re-enactment(s) thereof from time to time), without requiring to obtain the approval of shareholders any further.

4. Other Terms of Appointment:

The terms and conditions of the re-appointment of Mr. Balaji Srinivasan may be altered and varied from time to time by the Board as it may, in its discretion deem fit, irrespective of the limits stipulated under Schedule V to the Act or any amendments made hereinafter in this regard in such manner as may be agreed to between the Board and the Mr. Balaji, without requiring to obtain any further approval of Members. His notice period is 3 months.

Further, the annual increments effective April 1, each year, as may be decided by the Board based on the recommendation of the NRC, not exceeding 20%.

Proposal for seeking approval:

Pursuant to Regulation 17(1C) of the SEBI LODR Regulations, as amended from time to time, the listed entity shall ensure that approval of shareholders for re-appointment of a person on the Board of Directors is taken at the next general meeting or within a time period of three months from the date of appointment, whichever is earlier. Additionally, Section 196 Companies Act, 2013 (the “Act”) provides that appointment and remuneration payable to a managing director, whole-time director or manager shall be subject to approval by a resolution of the Shareholders of the Company. Further, pursuant to the provisions of 197 of the Act, approval of the Members of the Company by way of a Special Resolution is required to be obtained if the annual remuneration payable to a whole-time Director individually or taken together with all such Directors, Managing Director and Manager (if any) other, exceed the thresholds specified therein.

Further, in terms of the Schedule V of the Act, where in any financial year during the currency of tenure of a managerial person, Company has no profits or its profits are inadequate, it may, pay remuneration to the managerial person exceeding the threshold specified therein with the approval of the Shareholders by way of a Special Resolution.

The resolution seeks the approval of the Members by way of special resolution under Section 196, 197 & Schedule V of the Act, read with applicable Regulations of SEBI LODR Regulations (if any) for the re-appointment of Mr. Balaji Srinivasan as Executive Director and Chief Technology Officer of the Company for a further period of five years, on expiry of his present term of office i.e. with effect from September 02, 2026 through September 01, 2031 on the terms and conditions mentioned herein and payment of remuneration for the period commencing from April 01, 2026 through March 31, 2029, including remuneration payable in case of inadequate or no profit.

Mr. Balaji satisfies all the conditions set out in the relevant provisions of the Act for being eligible for his re-appointment. The Company has also received from Mr. Balaji (i) consent to act as Director in Form DIR-2; (ii) intimation in Form DIR-8, to the effect that he is not

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disqualified to be appointed as Director under Section 164 of the Act; (iii) declaration to the effect that he is qualified to be appointed as Executive Director (KMP) pursuant to the requirements of the Act and SEBI LODR Regulations; and (iv) certificate stating that he is not debarred from appointment pursuant to any Order of SEBI or any other Authority. The Company has also received notice in writing under the provisions of Section 160 of the Act from a Member proposing his candidature for the office of Director of the Company. Mr. Balaji, being eligible, offers himself for re-appointment.

The Company, as on date, is not in default in payment of dues to any bank or public financial institution or to any other secured creditor, and accordingly their prior approval is not required for approving the proposed special resolution.

A brief profile and other details relating to the re-appointment of Mr. Balaji Srinivasan as Executive Director and Chief Technology Officer as specified under Regulation 36 of SEBI LODR Regulations and Secretarial Standard-2 issued by the Institute of Company Secretaries of India is annexed as Annexure-1 and further details as specified under Part -II of the Schedule V to the Act is annexed as Annexure-2 to this Notice.

None of the Directors and Key Managerial Personnel of the Company or their respective relatives, except Mr. Balaji, to whom the resolution relates, is concerned or interested in the Resolution mentioned at Item No. 1 of the Notice.

The Board commends the Special resolution set forth at Item No. 1 for the approval of the Members.

By Order of the Board of Directors For Dreamfolks Services Limited

Place: Gurugram Date: February 09, 2026

Harshit Gupta Company Secretary and Compliance Officer M. No.: A41111

==> picture [448 x 33] intentionally omitted <==

CIN: L51909DL2008PLC177181 Regd. Office: 26, DDA Flats, Panchsheel Park, Shivalik Road, Panchsheel Enclave, South Delhi, New Delhi, Delhi, India, 110017 Tel: 0124-4037306; Email: [email protected] Website: www.dreamfolks.com

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Annexure-1

Disclosure relating to Director pursuant to Regulation 36(3) of the SEBI LODR Regulations and - Clause 1.2.5 of the Secretarial Standards on General Meetings (SS 2)

Mr. Balaji Srinivasan

DIN: 03512187 Brief profile of Mr. Balaji Srinivasan

==> picture [164 x 164] intentionally omitted <==

Mr. Balaji Srinivasan currently serves as the Executive Director and Chief Technology Officer of the Company. He holds a Diploma in Software and Systems Management from NIIT, New Delhi.

Mr. Balaji brings with him a rich and extensive experience in the technology sector and has been the torchbearer of the Company’s technology development and continuous advancement since his association with DreamFolks. Under his leadership, the Company has developed an in-house proprietary technology platform that enables clients such as

banks, card networks, and enterprises to create customized offerings for their end customers.

Prior to joining DreamFolks, Mr. Balaji held key leadership positions at several reputed organizations, notably serving as Vice President at Genpact India Private Limited, Chief Customer Officer at FarEye, and Chief Technology Officer at Stylofie.com.

Date of Birth and Age

Mr. Balaji Srinivasan was born on October 27, 1976 and as on date of this Notice is 49 years of age.

Date of first appointment on the Board

Mr. Balaji has been associated with the Company as a Director since September 02, 2021.

Qualification

Mr. Balaji holds a Diploma in Software and Systems Management from NIIT, New Delhi.

Nature of his expertise in specific functional areas and Experience

Mr. Balaji has vast experience in the fields of Information Technology.

Directorships held in Other Companies

He holds Directorships in following Companies other than Dreamfolks Services Limited:

  1. Soulmo Solutions Private Limited

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Chairmanship/Membership of Committees held by Mr. Balaji Srinivasan

He holds Chairmanship/Membership in following Committees:

Dreamfolks Services Limited:

  1. Risk Management Committee (Member)

  2. Stakeholders’ Relationship Committee (Member)

Relationship with other Directors and Key Managerial Personnels: None

Number of Equity Shares held in the Company either directly or as a beneficial owner: 1,42,941

Number of Board Meetings attended during the Financial Year

Mr. Balaji had attended all the Board meetings held during the current financial year as on date of this Notice, i.e. 10 Board Meetings.

Further, during the financial Year 2024-25, he had attended all eight (8) Board meetings held during the financial year.

Terms and conditions of re-appointment

Mr. Balaji is proposed to be re-appointed as Executive Director and Chief Technology Officer, liable to retire by rotation on such terms and conditions as approved by Board of Directors on the recommendation of NRC in such manner as may be agreed between the Board and Mr. Balaji Srinivasan and as detailed in the explanatory statement hereinabove subject to the approval of the Shareholders.

Remuneration last drawn (FY2024- 25)

Please refer to explanatory statement to item no. 1.

Remuneration proposed to be paid

Please refer to explanatory statement to item no. 1.

Listed entities from which the Director has resigned in the past three years: Nil

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Annexure-2

STATEMENT OF INFORMATION AS PER SECTION II OF PART II OF SCHEDULE V OF THE COMPANIES ACT, 2013

S. No. Particulars
I. General Information
1 Nature of Industry Service Industry
2 Date or expected date of
commencement of commercial
production
Dreamfolks
Services
Limited
(“Company/
DreamFolks”) was incorporated on April 24, 2008. Date
of incorporation may be considered for commencement
of operations.
3 In case of new Companies,
expected
date
of
commencement of activities as
per
project
approved
by
Financial Institutions appearing
in the Prospectus
Not Applicable
4 Financial Performance based
on given indicators (Last Three
Years)
Please refer explanatory statement for Item no. 1
5 Foreign
Investments
or
collaborations, if any
During the Financial year 2023-24, DreamFolks and
Plaza Premium Group entered into a strategic
collaboration to expand global lounge network and
enhance travel experience for Indian passengers
(intimated by the Company vide Press Release dated July
12, 2023).
During the current financial year, the Company has
acquired 60.24% of stake in the ETT Solutions DMCC,
a Free Zone Company duly incorporated under the
provisions of the Dubai Multi Commodities Centre
Authority Regulations, with an objective to expand
DreamFolks’ global lounge business, strengthening its
market position across key geographies outside India.
II. Information about Appointee
1 Name of Appointee Mr. Balaji Srinivasan
2 Background details Please refer explanatory statement for Item no. 1
3 Past Remuneration Please refer explanatory statement for Item no. 1
4 Recognition or Awards Please refer explanatory statement for Item no. 1
5 Job Profile and suitability Mr. Balaji has a rich experience in the technology sector
and has been leading the Company’s technology and
product development vertical since 2019. Under his
leadership,
DreamFolks
developed
an
in-house
proprietary technology platform that allows clients such
as Banks and Card Networks to create custom offerings
for their end customers.
Considering that the Company’s in-house proprietary
technology platform plays a significant role in generating
business value and recognising Mr. Balaji’s emphasis on
further advancement of the platform, it would be highly
beneficial for the Company to have him on the Board.

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His presence will support well-informed and effective
decision-making by ensuring that all aspects of the
Company’s
technology
considerations
are
duly
evaluated.
6 Remuneration Proposed Please refer explanatory statement for Item no. 1
7 Comparative
Remuneration
profile with respect to industry,
size of the Company, profile of
the position and person
The remuneration as proposed to Mr. Balaji Srinivasan is
comparable to that drawn by the peers in the similar
capacity in the industry and is commensurate with the
size of the Company and nature of its businesses.
8 Pecuniary relationship directly
or indirectly with the Company
or relationship with Managerial
Personnel, if any
Besides the remuneration paid/payable (including
shareholding), Mr. Balaji Srinivasan does not have any
pecuniary relationship with the Company or relationship
with the Managerial Personnel(s).
III. Other information
1 Reason of loss or inadequate
profits
Loss has been reported in the third quarter which is
mainly linked with discontinuation of legacy domestic
lounge business. However, global lounge services and
other domestic offerings continue uninterrupted.
Company is in expansion phase for global lounge
business, progress is visible however will take few
quarters to stabilize.
2 Steps taken or proposed to be
taken for improvement
The Company has undertaken measures including
revenue enhancement initiatives, focus on global
business, railway lounges, and complementary travel
adjacent services, unlocking new avenues of growth by
providing additional services, cost optimization to
strengthen financial performance.
3 Expected
increase
in
productivity and profits in
measurable terms
While precise projections are difficult in the current
economic environment, ongoing efforts are expected to
yield improved productivity and financial performance in
the medium term.

By Order of the Board of Directors For Dreamfolks Services Limited

Place: Gurugram Date: February 09, 2026

Harshit Gupta Company Secretary and Compliance Officer M. No.: A41111

==> picture [448 x 33] intentionally omitted <==

CIN: L51909DL2008PLC177181 Regd. Office: 26, DDA Flats, Panchsheel Park, Shivalik Road, Panchsheel Enclave, South Delhi, New Delhi, Delhi, India, 110017 Tel: 0124-4037306; Email: [email protected] Website: www.dreamfolks.com

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