Dynamatic Technologies Ltd. — Proxy Solicitation & Information Statement 2026

Jan 16, 2026

¹⁴¹¹¹January 2026

Corporate Relations Department, Bombay Stock Exchange Limited, Phiroze Jeejeebhoy Towers Dalal Street, Fort, Mumbai -400 001 Scrip Code: 505242

Listing Department, National Stock Exchange of India Limited "Exchange Plaza", Bandra-Kurla Complex, Bandra East, Mumbai 400 051. Scrip Code: DYNAMATECH

Dear Sir Madam,

Sub: Intimation of Postal Ballot Notice for appointment of Air Chief Marshal V.R. Chaudhari (Retd.) (DIN: 08444323) and Ms. Shyamala Venkatachalain (DIN: 07691824) as Independent Directors of the Company.

Pursuant to Regulation 30 of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, please find enclosed herewith a copy of the Postal Ballot Notice dated 23 December 2025 together with the Explanatory Statement thereto, seeking approval of the Members of Dynamatic Technologies Limited ("the Company") on the following items of special business, by means of electronic voting (remote e-voting) in compliance with the relevant circulars issued by the Ministry of Corporate Affairs ("MCA") and the Securities & Exchange Board of India ("SEBI") in this regard:

Sr.	Particulars	Type of Resolution
No.
$\mathbf{1}$ .	Appointment of Air Chief Marshal V.R. Chaudhari (Retd.) (DIN: 08444323)	Special Resolution
	as an Independent Director of the Company.
2.	Appointment of Ms. Shyamala Venkatachalam (DIN: 07691824) as an	Special Resolution
	Independent Director of the Company

In compliance with the applicable circulars, the Postal Ballot Notice is being sent to all Members, whose names appears in the Register of Members/ list of Beneficial Owners as received from National Securities Depository Limited ("NSDL") and Central Depository Services (India) Limited ("CDSL") and whose email IDs are registered with the Company Depositories as on ⁹¹¹¹January 2026 (cut-off date). The Postal Ballot Notice is also being uploaded on the Company's website at www d namatics.com.

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Registered Office Dynarnatic Technologies Limited JKM Plaza Dynamatic AerotropOlis 55 KIADB Aerospace Park Bangalore 562 149 India TeI+91 6021111223 .91 6022040535

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corporate Identity Number: L72200KA1973PLc0023O8

DYNAMATIC TECHNOLOGIES LIMITED

The Company has engaged Kfin Technologies Limited for facilitating remote e-voting to enable the Members to cast their votes electronically. The remote e-voting on the resolutions set out in the Postal Ballot Notice shall commence on Monday, 19111 day of January 2026 at 9:00 A.M. (1ST) and end on Tuesday, 17" February 2026 at 5:00 P.M(IST).

The Board of Directors has appointed Mr. Pramod S. M (FCS Membership No. 7834 and Certificate of Practice No.13784), Company Secretary in practice as scrutinizer for the e-voting facility, in a fair and transparent maimer.

The Scrutinizer will submit his report to the Chairman of the Company ("the Chairman") or any other person authorized by the Chairman, and the result of the voting by Postal Ballot will be announced not later than 48 hours from the conclusion of the e-voting. The result declared along with the Scrutinizer's Report shall be communicated in the maimer provided in this Postal ballot Notice.

This is for your information and appropriate dissemination.

Thanking you,

Yours faithfully, For Dynamatic Technologies Limited

Shivaram V Chief Legal Officer and Company Secretary Membership No.: ACS 19173

End.: a/a

Copy to:

• 1. National Securities Depository Limited, 3rd Floor, Naman Chamber, Plot C-32, G-Block, Bandra Kurla Complex, Bandra East, Mumbai, Maharashtra - 400 051.
• 1. Central Depository Services (India) Limited, Unit No. A-250 I, Marathon Futurex, Mafatlal Mills Compound, N.M. Joshi Marg, Lower Parel (E), Mumbai, Maharashtra -400013
• 1. Mr. N Shiva Kumar Kfin Technologies Limited, Selenium Tower B, Plot 31-32, Financial District, Nanakramguda, Serilingampally Mandal, Hyderabad 500032, Telangana.

Registered Office Dynamatic Technologies Limited JKM Plaza Dynamatic Aerotropolis 55 KIADB Aerospace Park Bangalore 562 149 India Tel+91 8021111223 +91 8022040535

www.dynamatics.com

Corporate Identity Number: L72200K41973PLC002306

DYNAMATIC TECHNOLOGIES LIMITED

Registered Office: JKM Plaza, Dynamatic Aerotropolis, 55 KIADB Aerospace Park, Bangalore 562149 Corporate Identity Number: L72200KA1973PLC002308

Phone Number: +91 80 2111 1223 / +91 80 2204 0535

Email ID: investor.relations@dynamatics.net; website: www.dynamatics.com

POSTAL BALLOT NOTICE

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

Dear Member(s),

NOTICE of Postal Ballot is hereby given to the Members of Dynamatic Technologies Limited ("the Company"), pursuant to the provisions of Section 108 and Section 110 of the Companies Act, 2013 ("the Act"), read with Rule 20 and Rule 22 of the Companies (Management and Administration), Rules, 2014, as amended (Rules), and Secretarial Standards on General Meetings ("SS-2") issued by the Institute of Company Secretaries of India (including any statutory modification(s) or re-enactment(s) thereof for the time being in force), read with the General Circular No. 14/2020 dated April 8, 2020, General Circular No. 17/2020 dated April 13, 2020, General Circular No.22/2020 dated June 15, 2020, General Circular No. 33/2020 dated September 28, 2020, General Circular No. 39/2020 dated December 31, 2020, General Circular No. 10/2021 dated June 23, 2021, General Circular No. 20/2021 dated December 8, 2021, General Circular No. 2/2022 dated May 5, 2022, General Circular No. 3/2022 dated May 6, 2022, General Circular No. 11/2022 dated December 28, 2022, General Circular No. 09/2023 dated September 25, 2023 and General Circular No. 09/2024 dated September 19, 2024, the latest being General Circular No. 03/2025 dated September 22, 2025 issued by the Ministry of Corporate Affairs, Government of India ("MCA") (hereinafter collectively referred to as 'MCA Circulars') and Regulation 44 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, ('Listing Regulations') and other applicable provisions of the Act, Rules, Circulars and Notifications issued thereunder (including any statutory modifications or re-enactment thereof for the time being in force, the Special Resolution(s) as set out in this Notice are proposed for consideration by the members of the Company for passing by means Postal Ballot by voting through electronic means (remote e-voting) only.

In compliance with the aforesaid MCA Circulars, this Postal Ballot Notice is being sent only through electronic mode to those Members whose e-mail addresses are registered with the Company/Depositories. The communication of assent or dissent of the Members would take place only through the remote e-voting system.

The Company is pleased to offer e-voting facility which will enable the members to cast their votes electronically. The details of the e-voting facility are provided in the notes of this postal ballot notice. Members may note that the e-voting commences from 9.00 a.m. (IST) on Monday, 19th January 2026 and ends at 5.00 p.m. (IST) on Tuesday, 17th February 2026. Members are therefore requested to cast their vote not later than 5:00 p.m. IST on Tuesday, 17th February 2026 to be eligible for being considered, failing which it will be considered that no vote has been received from the Members.

Members who have not yet registered their e-mail address are requested to register the same by following the procedure set out in the notes to the postal ballot notice.

The Scrutinizer will submit his report to the Chairman of the Company, or any person authorized by him upon completion of the scrutiny of the votes cast through remote e-voting. The results of the Postal Ballot shall be declared at the Registered office of the Company on or before Thursday, 19th February 2026.

The said results along with the Scrutinizer's Report would be intimated to BSE Limited and National Stock Exchange of India Limited, where the Equity Shares of the Company are listed. The results will also be uploaded on the Company's website www.dynamatics.com and on the website of KFin Technologies Limited at www.kfintech.com

Consent of the Members is hereby sought for the proposal contained in the resolutions appended below. An explanatory statement pursuant to Section 102 of the Companies Act, 2013 setting out all material facts and reasons for the proposed resolutions is annexed hereto for Member's consideration.

SPECIAL BUSINESS:

1. TO APPROVE THE APPOINTMENT OF AIR CHIEF MARSHAL V.R. CHAUDHARI (RETD.) (DIN: 08444323) AS AN INDEPENDENT DIRECTOR OF THE COMPANY.

To consider and, if thought fit, to pass the following as a Special Resolution:

"RESOLVED THAT pursuant to the provisions of Sections 149, 150 and 152 read with schedule IV and such other applicable provisions, sections, rules of the Companies Act, 2013 (the Act) and the Rules made thereunder read with Regulations 17 and 25(2A) of SEBI (Listing Obligation and Disclosure Requirements) Regulations, 2015 (Listing Regulations) (including any statutory modification(s) or re-enactment thereof for the time being in force), the provisions of the Articles of Association of the Company and based on the recommendations of the Nomination and Remuneration Committee and the Board of Directors of the Company, approval of the Shareholders be and is hereby accorded for appointment of Air Chief Marshal V.R. Chaudhari (Retd.) (DIN: 08444323), who was appointed as an Additional Director (in the capacity of an Independent Director) of the Company by the Board of Directors with effect from 23rd December 2025, and who has submitted a declaration that he meets the criteria of independence under Section 149(6) of the Act and Regulation 16(1)(b) of the Listing Regulations and is eligible for appointment under the provisions of the Act, the Rules made thereunder and the Listing Regulations, and in respect of whom the Company has received a notice in writing under Section 160(1) of the Act, proposing his candidature for the office of a Director, as an Independent Director, not liable to retire by rotation, to hold office for a term of five consecutive years i.e., from 23rd December 2025 up to 22nd December 2030.

RESOLVED FURTHER THAT the Board of Directors and Mr. Shivaram V, Chief Legal Officer & Company Secretary of the Company be and is hereby authorized to execute all such documents, instruments and writings, as deemed necessary, file requisite forms or applications with statutory/regulatory authorities, and to do all such acts, deeds, matters and things as may be considered necessary and appropriate and to delegate all or any of its powers herein conferred to any Officer(s) of the Company, to give effect to this resolution."

2. TO APPROVE THE APPOINTMENT OF MS. SHYAMALA VENKATACHALAM (DIN: 07691824) AS AN INDEPENDENT DIRECTOR OF THE COMPANY.

To consider and, if thought fit, to pass the following as a Special Resolution:

"RESOLVED THAT pursuant to the provisions of Sections 149, 150 and 152 read with schedule IV and such other applicable provisions, sections, rules of the Companies Act, 2013 (the Act) and the Rules made thereunder read with Regulations 17 and 25(2A) of SEBI (Listing Obligation and Disclosure Requirements) Regulations, 2015 (Listing Regulations) (including any statutory modification(s) or re-enactment thereof for the time being in force), the provisions of the Articles of Association of the Company and based on the recommendations of the Nomination and Remuneration Committee and the Board of Directors of the Company, approval of the Shareholders be and is hereby accorded for appointment of Ms. Shyamala Venkatachalam (DIN: 07691824), who was appointed as an Additional Director (in the capacity of an Independent Director) of the Company by the Board of Directors with effect from 23rd December 2025, and who has submitted a declaration that she meets the criteria of independence under Section 149(6) of the Act and Regulation 16(1)(b) of the Listing Regulations and is eligible for appointment under the provisions of the Act, the Rules made thereunder and the Listing Regulations, and in respect of whom the Company has received a notice in writing under Section 160(1) of the Act, proposing her candidature for the office of a Director, as an Independent Director, not liable to retire by rotation, to hold office for a term of five consecutive years i.e., from 23rd December 2025 up to 22nd December 2030.

RESOLVED FURTHER THAT the Board of Directors and Mr. Shivaram V, Chief Legal Officer & Company Secretary of the Company be and is hereby authorized to execute all such documents, instruments and writings, as deemed necessary, file requisite forms or applications with statutory/regulatory authorities, and to do all such acts, deeds, matters and things as may be considered necessary and appropriate and to delegate all or any of its powers herein conferred to any Officer(s) of the Company, to give effect to this resolution."

By Order of the Board of Directors

Place: Bangalore

Shivaram V Chief Legal Officer and Company Secretary Membership No. ACS 19173

Date: 23rd December 2025

Registered Office:

JKM Plaza, Dynamatic Aerotropolis, 55 KIADB Aerospace Park, Bangalore 562149 Corporate Identity Number: L72200KA1973PLC002308 Phone Number: +91 80 2111 1223 / +91 80 2204 0535 Email ID: investor.relations@dynamatics.net website: www.dynamatics.com

NOTES:

• 1. The Explanatory Statements and reasons for the proposed Special Resolution(s) pursuant to Section 102 read with Section 110 of the Act setting out material facts are appended herein below. Details in terms of Regulation 36(3) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (Listing Regulations) and SS-2 forms part of the Explanatory Statement forming part of this Notice.
• 1. In compliance with the MCA Circulars, the Notice is being sent by electronic mode alone to those Members whose names appear in the Register of Members/ List of Beneficial Owners maintained by the Company and as received from National Securities Depository Limited (NSDL) and Central Depository Services (India) Limited (Depositories) as on Friday, 9th January 2026 ("Cutoff Date"), and whose E-mail IDs are registered with the Company/ Depositories.
• 1. In accordance with the MCA Circulars, physical copies of the Notice, postal ballot forms and pre-paid Business Reply Envelopes are not being sent to Members for this Postal Ballot. Members are requested to provide their assent or dissent through remote e-voting only.
• 1. The Members, whose name appear in the Register of Members/List of Beneficial Owners as received from the Depositories as on 9th January 2026, being the cutoff date, are entitled to vote on the Resolutions set forth in this Notice. A person who is not a member as on cut-off date should treat this Notice of Postal Ballot for information purpose only.
• 1. In compliance with provisions of Section 108 and Section 110 and other applicable provisions of the Act read with the Companies (Management & Administration) Rules, 2014, the Company is pleased to offer e-voting facility to all the Members of the Company. For the purpose, the Company has availed the service of KFin Technologies Limited, Registrar and Share Transfer Agents (RTA) of the Company for facilitating e-voting to enable the Shareholders to cast their votes electronically.
• 1. Corporate/ Institutional Members (i.e., other than Individuals, HUF, NRI etc.) are required to send scanned certified true copy (PDF Format) of the Board Resolution/ Authority Letter etc., authorising its representative to cast its vote, to the Scrutinizer at pramod@bmpandco.com with a copy marked to evoting@kfintech.com.
• 1. Shareholders may please note that the Postal Ballot Notice will also be available on the Company's website at www.dynamatics.com, websites of the Stock Exchanges i.e. BSE Limited (BSE) at www.bseindia. com, and National Stock Exchange of India Limited at www.nseindia.com and on KFin Technologies Limited at www.evoting.kfintech.com.
• 1. All the material documents referred to in the Notice and Explanatory Statements shall be available for electronic inspection without any fee by the members. Members seeking to inspect such documents can send an email to investor.relations@dynamatics.net mentioning their name, folio no. / client ID and DP ID, and the documents they wish to inspect, with a self-attested copy of their PAN card attached to the email.
• 1. The voting rights of shareholders shall be in proportion to their shares of the paid-up equity share capital of the Company as on 9th January 2026, being the cut-off date fixed for the purpose.
• 1. The company has appointed Mr. Pramod S.M. (FCS Membership No. 7834 and Certificate of Practice No.13784), Partner, BMP & Co., LLP, Practicing Company Secretaries as the Scrutinizer and Mr. Biswajit Ghosh (FCS Membership No. 8750 and Certificate of Practice No. 8239), Partner, BMP & Co., LLP, as alternate scrutinizer to Mr. Pramod S.M., to scrutinize the postal ballot process in a fair and transparent manner.
• 1. The Scrutinizer will submit his report to the Chairman, or any person authorized by him after completion of the scrutiny and the result of e-voting by Postal Ballot will be declared within two working days from the end of voting on or before Thursday, 19th February 2026. The Resolutions, if passed by requisite majority shall be deemed to have been passed on Tuesday, 17th February 2026, being the last date specified by the Company for e-voting.
• 1. The said results will be uploaded on the Company's website www.dynamatics.com and on the website of KFin Technologies Limited at www.kfintech.com and shall also be communicated to the Stock Exchanges where the Company's shares are listed i.e. BSE Limited at www. bseindia.com and National Stock Exchange of India Limited at www.nseindia.com, within two (2) working days from the end of the e-voting period, and shall be displayed at the Registered Office of the Company
• 1. The Securities and Exchange Board of India ("SEBI") has mandated furnishing of PAN, KYC details (i.e., Postal Address with PIN Code, email address, mobile number, bank account details) and nomination details by holders of securities. Relevant details and forms prescribed by SEBI in this regard are available on the website of the Company at www.dynamatics.com. The Shareholders who have not updated any of the aforesaid details are requested to update the same at the earliest.

PROCEDURE FOR REMOTE E-VOTING

• i. In compliance with the provisions of Section 108 of the Act, read with Rule 20 of the Companies (Management and Administration) Rules, 2014, as amended from time to time, Regulation 44 of the SEBI Listing Regulations and in terms of SEBI vide circular no. SEBI/HO/CFD/ CMD/ CIR/P/2020/242 dated December 9, 2020 in relation to e-Voting Facility Provided by Listed Entities, the Members are provided with the facility to cast their vote electronically, through the e-Voting services provided by KFintech , on all the resolutions set forth in this Notice. The instructions for e-Voting are given herein below.

• ii. However, in pursuant to SEBI circular no. SEBI/HO/ CFD/CMD/CIR/P/2020/242 dated December 9, 2020 on "e-Voting facility provided by Listed Companies", e-Voting process has been enabled to all the individual demat account holders, by way of single login credential, through their demat accounts / websites of Depositories / DPs in order to increase the efficiency of the voting process.

• iii. Individual demat account holders would be able to cast their vote without having to register again with the e-Voting service provider (ESP) thereby not only facilitating seamless authentication but also ease and convenience of participating in e-Voting process. Shareholders are advised to update their mobile number and e-mail ID with their DPs to access e-Voting facility.

• iv. The remote e-Voting period commences from 9.00 AM IST on Monday, 19th January 2026 and ends on Tuesday, 17th February 2026 at 5.00 PM IST.
• v. The voting rights of Members shall be in proportion to their shares in the paid-up equity share capital of the Company as on the cut-off date i.e., 9th January 2026.
• vi. Any person holding shares in physical form and nonindividual shareholders, who acquires shares of the Company and becomes a Member of the Company after sending of the Notice and holding shares as of the cut-off date, may obtain the login ID and password by sending a request at evoting@Kfintech.com. However, if he / she is already registered with KFintech for remote e-Voting then he /she can use his / her existing User ID and password for casting the vote.
• vii. In case of Individual Shareholders holding securities in demat mode and who acquires shares of the Company and becomes a Member of the Company after sending of the Notice and holding shares as of the cut-off date may follow steps mentioned below under "Login method for remote e-Voting and joining virtual meeting for Individual shareholders holding securities in demat mode."
• viii. The details of the process and manner for remote e-Voting explained herein below:
• Step 1: Access to Depositories e-Voting system in case of individual shareholders holding shares in demat mode.
• Step 2: Access to KFintech e-Voting system in case of shareholders holding shares in physical and non-individual shareholders in demat mode.

I) Login method for remote e-Voting for Individual shareholders holding securities in demat mode.

Type of shareholders	Login Method
Individual	1. User already registered for IDeAS facility:
Shareholders	I. Visit URL: https://eservices.nsdl.com
holding securities	II. Click on the "Beneficial Owner" icon under "Login" under 'IDeAS' section.
in demat mode with NSDL	III. On the new page, enter User ID and Password. Post successful authentication, click on "Access to e-Voting"
	IV. Click on company name or e-Voting service provider and you will be re-directed to e-Voting service provider website for casting the vote during the remote e-Voting period.
	2. User not registered for IDeAS e-Services
	I. To register click on link : https://eservices.nsdl.com
	II. Select "Register Online for IDeAS" or click at https://eservices.nsdl.com/SecureWeb/ IdeasDirectReg.jsp
	III. Proceed with completing the required fields.
	IV. Follow steps given in points 1
	3. Alternatively by directly accessing the e-Voting website of NSDL
	I. Open URL: https://www.evoting.nsdl.com/
	II. Click on the icon "Login" which is available under 'Shareholder/Member' section.
	III. A new screen will open. You will have to enter your User ID (i.e. your sixteen digit demat account number held with NSDL), Password / OTP and a Verification Code as shown on the screen.
	IV. Post successful authentication, you will be requested to select the name of the company and the e-Voting Service Provider name, i.e.KFintech.
	V. On successful selection, you will be redirected to KFintech e-Voting page for casting your vote during the remote e-Voting period.
Individual	1. Existing user who have opted for Easi / Easiest
Shareholders holding securities	I. Visit URL: https://web.cdslindia.com/myeasi/home/login or URL: www.cdslindia.com
in demat mode	II. Click on New System Myeasi
with CDSL	III. Login with your registered user id and password.
	IV. The user will see the e-Voting Menu. The Menu will have links of ESP i.e. KFintech e-Voting portal.
	V. Click on e-Voting service provider name to cast your vote.
	2. User not registered for Easi/Easiest
	I. Option to register is available at https://web.cdslindia.com/myeasi/Registration/EasiRegistration
	II. Proceed with completing the required fields.
	III. Follow the steps given in point 1
	3. Alternatively, by directly accessing the e-Voting website of CDSL
	I. Visit URL: www.cdslindia.com
	II. Provide your demat Account Number and PAN No.
	III. System will authenticate user by sending OTP on registered Mobile & Email as recorded in the demat Account.
	IV. After successful authentication, user will be provided links for the respective ESP, i.e KFintech where the e- Voting is in progress.
Individual Shareholder login through their	I. You can also login using the login credentials of your demat account through your DP registered with NSDL /CDSL for e-Voting facility.
demat accounts / Website of Depository Participant	II. Once logged-in, you will be able to see e-Voting option. Once you click on e-Voting option, you will be redirected to NSDL / CDSL Depository site after successful authentication, wherein you can see e-Voting feature.
	III. Click on options available against company name or e-Voting service provider – Kfintech and you will be redirected to e-Voting website of KFintech for casting your vote during the remote e-Voting period without any further authentication.

Important note: Members who are unable to retrieve User ID / Password are advised to use Forgot user ID and Forgot Password option available at respective websites.

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
Securities held with NSDL	Please contact NSDL helpdesk by sending a request at evoting@nsdl. co.in or call at toll free no.: 1800 1020 990 and 1800 22 44 30
Securities held with CDSL	Please contact CDSL helpdesk by sending a request at helpdesk. evoting@cdslindia.com or contact at 022- 23058738 or 022-23058542-43

Details on Step 2 are mentioned below:

I) Login method for e-Voting for shareholders other than Individual's shareholders holding securities in demat mode and shareholders holding securities in physical mode.

(A) Members whose email IDs are registered with the Company/ Depository Participants (s), will receive an email from KFintech which will include details of E-Voting Event Number (EVEN), USER ID and password. They will have to follow the following process:

• i. Launch internet browser by typing the URL: https:// evoting.kfintech.com/.
• ii. Enter the login credentials (i.e. User ID and password). In case of physical folio, User ID will be EVEN (E-Voting Event Number) xxxx, followed by folio number. In case of Demat account, User ID will be your DP ID and Client ID. However, if you are already registered with KFintech for e-voting, you can use your existing User ID and password for casting the vote.
• iii. After entering these details appropriately, click on "LOGIN".
• iv. You will now reach password change Menu wherein you are required to mandatorily change your password. The new password shall comprise of minimum 8 characters with at least one upper case (A- Z), one lower case (a-z), one numeric value (0-9) and a special character (@,#,\$, etc.,). The system will prompt you to change your password and update your contact details like mobile number, email ID etc. on first login. You may also enter a secret question and answer of your choice to retrieve your password in case you forget it. It is strongly recommended that you do not share your password with any other person and that you take utmost care to keep your password confidential.
• v. You need to login again with the new credentials.
• vi. On successful login, the system will prompt you to select the "EVEN" i.e., "9390" and click on "Submit"
• vii. On the voting page, enter the number of shares (which represents the number of votes) as on the Cut-off Date under "FOR/AGAINST" or alternatively,

you may partially enter any number in "FOR" and partially "AGAINST" but the total number in "FOR/ AGAINST" taken together shall not exceed your total shareholding as mentioned herein above. You may also choose the option ABSTAIN. If the Member does not indicate either "FOR" or "AGAINST" it will be treated as "ABSTAIN" and the shares held will not be counted under either head.

• viii. Members holding multiple folios/demat accounts shall choose the voting process separately for each folio/ demat accounts.
• ix. Voting has to be done for each item of the notice separately. In case you do not desire to cast your vote on any specific item, it will be treated as abstained.
• x. You may then cast your vote by selecting an appropriate option and click on "Submit".
• xi. A confirmation box will be displayed. Click "OK" to confirm else "CANCEL" to modify. Once you have voted on the resolution (s), you will not be allowed to modify your vote. During the voting period, Members can login any number of times till they have voted on the Resolution(s).
• xii. Corporate/ Institutional Members (i.e. other than Individuals, HUF, NRI etc.) are also required to send scanned certified true copy (PDF Format) of the Board Resolution/Authority Letter etc., authorising its representative on its behalf to cast its vote through remote e-voting. Together with attested specimen signature(s) of the duly authorised representative(s), to the Scrutinizer and the Resolution will be taken as passed, if the results of e-voting indicate that the requisite majority of the Members had assented to the Resolution. The Scrutinizer's decision on the validity of e-voting shall be final. As indicated earlier, the results will be published on the website of the Company (www.dynamatics.com) besides being notified to BSE Limited and National Stock Exchange of India Limited, where the Company's equity shares are listed. Scrutinizer's Report along with voting results will also be posted on the website of KFintech at https://evoting.kfintech.com.
• I. In case of any query and/or grievance, in respect of voting by electronic means, Members may refer to the Help & Frequently Asked Questions (FAQs) and E-voting user manual available at the download section of https://evoting. kfintech.com (KFintech Website) or contact Mr. N Shiva Kumar, at evoting@kfintech.com or call KFintech's toll free No. 1-800-309-4001 for any further clarifications.
• II. The Members, whose names appear in the Register of Members / list of Beneficial Owners as on 9th January 2026, being the cut-off date, are entitled to vote on the Resolutions set forth in this Notice. A person who is not a Member as on the cut-off date should treat this Notice for information purposes only. Once the vote on a resolution(s) is cast by the Member, the Member shall not be allowed to change it subsequently.
• III. In case a person has become a Member of the Company after dispatch of Postal Ballot Notice but on or before the cut-off date for E-voting, he/ she may obtain the User ID and Password in the manner as mentioned below:
• i. If the mobile number of the member is registered

against Folio No./ DP ID Client ID, the member may send SMS: MYEPWD E-Voting Event Number+Folio No. or DP ID Client ID to 9212993399

• 1. Example for NSDL:
• 1. MYEPWD IN12345612345678
• 1. Example for CDSL:
• 1. MYEPWD 1402345612345678
• 1. Example for Physical:
• 1. MYEPWD XXXX1234567890
• ii. If e-mail address or mobile number of the member is registered against Folio No. / DP ID Client ID, then on the home page of https://evoting.kfintech.com/, the member may click "Forgot Password" and enter Folio No. or DP ID Client ID and PAN to generate a password.

Procedure for Registration of email and Mobile: securities in physical mode

Physical shareholders are hereby notified that based on SEBI Circular number: SEBI/HO/MIRSD/MIRSD-PoD-1/P/CIR/2023/37, dated March 16th, 2023, All holders of physical securities in listed companies shall register the postal address with PIN for their corresponding folio numbers. It shall be mandatory for the security holders to provide mobile number. Moreover, to avail online services, the security holders can register e-mail ID. Holder can register/update the contact details through submitting the requisite ISR 1 form along with the supporting documents.

ISR 1 Form can be obtained by following the link: https://ris.kfintech.com/clientservices/isc/default.aspx

ISR Form(s) and the supporting documents can be provided by any one of the following modes.

• a) Through 'In Person Verification' (IPV): the authorized person of the RTA shall verify the original documents furnished by the investor and retain copy(ies) with IPV stamping with date and initials; or
• b) Through hard copies which are self-attested, which can be shared on the address below; or

Name	KFIN Technologies Limited
Address	Selenium Building, Tower-B, Plot No 31 & 32, Financial District, Nanakramguda, Serilingampally, Hyderabad, Rangareddy, Telangana India - 500 032.

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EXPLANATORY STATEMENT PURSUANT TO THE PROVISIONS OF SECTIONS 102 and 110 OF THE COMPANIES ACT, 2013

Item No.1

The Board of Directors of the Company, on recommendation of the Nomination and Remuneration Committee, at its meeting held on 23rd December 2025, appointed Air Chief Marshal V.R. Chaudhari (Retd.) (DIN: 08444323), as an Additional Independent Director of the Company for a term of 5 (five) consecutive years commencing from 23rd December 2025 up to 22nd December 2030, subject to approval of the Shareholders of the Company.

Pursuant to Regulation 17(1C) of Listing Regulations, Air Chief Marshal V.R. Chaudhari (Retd.) shall hold office until the date of the next Annual General Meeting or for a period of three months from the date of appointment, whichever is earlier. Air Chief Marshal V.R. Chaudhari (Retd.) is eligible to be appointed as an Independent Director for a term up to five consecutive years. The Company has received notice under Section 160 of the Act from Air Chief Marshal V.R. Chaudhari (Retd.) signifying his candidature as an Independent Director of the Company. The Company has also received a declaration from him to the effect that he meets the criteria of independence as provided in Section 149(6) of the Act and Rules framed thereunder and Regulation 16(1)(b) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("SEBI Listing Regulations").In terms of Regulation 25(8) of the Listing Regulations, he has also confirmed that he is not aware of any circumstance or situation which exists or may be reasonably anticipated that could impair or impact his ability to discharge his duties as Independent Director. Further, he 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 a director by virtue of any SEBI order or any other such authority and has successfully registered himself in the Independent Director's data bank maintained by Indian Institute of Corporate Affairs.

With the belief that creation of a diverse pipeline of succession of the Board Members is vital for creating a robust future for the Company, the Nomination and Remuneration Committee considers candidates having experience across industries for appointment on the Board. It also deliberates on various factors including current tenure of Directors, skill matrix including skill-gaps, diversity, time-commitment, and statutory requirements while considering the appointment of any person on the Board. This ensures smooth transitions in key Board positions.

For appointment of Air Chief Marshal V.R. Chaudhari (Retd.) on the Board, the Nomination and Remuneration Committee took into consideration his rich experience as a Category A Qualified Flying Instructor, Instrument Rating Instructor and Examiner, diverse flying roles, including operational missions during Operation Meghdoot and Operation Safed Sagar including his contributions to IAF capability development, the induction of the Pilatus PC-7, C-295, and Rafale aircraft. Further, the Nomination and Remuneration Committee also noted that skills, expertise, and competencies possessed by Air Chief Marshal V.R. Chaudhari (Retd.) were in alignment with the skills and expertise, identified by the Committee and the Board, for the directors of the Company.

Brief profile of Air Chief Marshal V.R. Chaudhari (Retd.) is as follows:

• Air Chief Marshal V. R. Chaudhari (Retd.) was born on 4 September 1962 and was commissioned into the fighter stream of the Indian Air Force (IAF) on 29 December 1982. He is an alumnus of the National Defence Academy and the Defence Services Staff College, Wellington.
• The Air Officer has flown various types of aircraft and has extensive experience on the MiG-21, MiG-23MF, and MiG-29. He has flown over 3,850 hours and was a member of the IAF's first aerobatic team on the Kiran aircraft. He is a Category A (CAT A) Qualified Flying Instructor and an Instrument Rating Instructor and Examiner. Air Chief Marshal Chaudhari has rich and varied flying experience,

including several operational missions during Operation Meghdoot and Operation Safed Sagar.

• During his illustrious career, he has held numerous field and staff appointments. He has served as an Air Force Examiner on several types of fighter and trainer aircraft and has commanded a fighter squadron and two frontline air bases.
• He has served as an Instructor at the Defence Services Staff College, Wellington, as well as at the Defence Services Command and Staff College, Zambia. As Deputy Chief of the Air Staff, Air Chief Marshal Chaudhari was instrumental in formulating capability development plans for the IAF. He played a key role in the induction of the Pilatus PC-7, C-295, and Rafale aircraft. He has headed operations of the Eastern Air Command as the Senior Air Staff Officer and served as the Air Officer Commandingin-Chief of the Western Air Command. He was the Vice Chief of the Air Staff prior to assuming office as the 27th Chief of the Air Staff on 30 September 2021, a position he held until 30 September 2024.
• In recognition of his exceptionally distinguished and meritorious service, he was awarded the Vayu Sena Medal in January 2004, the Ati Vishisht Seva Medal in January 2015, and the Param Vishisht Seva Medal in January 2021.

The Board approved the appointment of Air Chief Marshal V.R. Chaudhari (Retd.) as an Additional Independent Director to the Board of Directors.

None of the directors, key managerial personnel, of the Company or the relatives of the aforementioned persons except Air Chief Marshal V.R. Chaudhari (Retd.) are in any way, financially or otherwise concerned or interested in the said resolutions, except to the extent of their shareholding in the Company.

The board of directors of the Company recommends the resolutions set out at Item No. 01 of the Notice for your approval as special resolution.

Item No. 2

The Board of Directors of the Company, on recommendation of the Nomination and Remuneration Committee, at its meeting held on 23rd December 2025, appointed Ms. Shyamala Venkatachalam (DIN: 07691824), as an Additional Independent Director of the Company for a term of 5 (five) consecutive years commencing from 23rd December 2025 up to 22nd December 2030, subject to approval of the Shareholders of the Company.

Pursuant to Regulation 17(1C) of Listing Regulations, Ms. Shyamala Venkatachalam shall hold office until the date of the next Annual General Meeting or for a period of three months from the date of appointment, whichever is earlier. Ms. Shyamala Venkatachalam is eligible to be appointed as an Independent Director for a term up to five consecutive years. The Company has received notice under Section 160 of the Act from Ms. Shyamala Venkatachalam signifying her candidature as an Independent Director of the Company. The Company has also received a declaration from her to the effect that she meets the criteria of independence as provided in Section 149(6) of the Act and Rules framed thereunder and Regulation 16(1)(b) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("SEBI Listing Regulations"). In terms of Regulation 25(8) of the Listing Regulations, she has also confirmed that she is not aware of any circumstance or situation which exists or may be reasonably anticipated that could impair or impact her ability to discharge her duties as Independent Director. Further, she 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 a director by virtue of any SEBI order or any other such authority and has successfully registered herself in the Independent Director's data bank maintained by Indian Institute of Corporate Affairs.

With the belief that creation of a diverse pipeline of succession of the Board Members is vital for creating a robust future for the Company, the Nomination and Remuneration Committee considers candidates having experience across industries for appointment on the Board. It also deliberates on various factors including current tenure of Directors, skill matrix including skill-gaps, diversity, time-commitment, and statutory requirements while considering the appointment of any person on the Board. This ensures smooth transitions in key Board positions.

For appointment of Ms. Shyamala Venkatachalam on the Board, the Nomination and Remuneration Committee took into consideration her rich experience in corporate law & compliance, strategic counsel, regulatory adaptation & future-proofing, complex contract negotiation, expertise in handling intellectual property matters, risk & compliance management including litigation & dispute resolution. Further, the Nomination and Remuneration Committee also noted that skills, expertise, and competencies possessed by Ms. Shyamala Venkatachalam were in alignment with the skills and expertise, identified by the Committee and the Board, for the directors of the Company.

Brief profile of Ms. Shyamala Venkatachalam is as follows:

• Ms. Shyamala holds a Master of Arts (Media Specialization) from Bournemouth University, a Bachelor of Commerce (Economics & Business) from Kolkata University, and is an Associate Member of the Institute of Company Secretaries of India (Corporate Law & Compliance).
• She has also completed certificate courses in Intellectual Property (WIPO Academy, Switzerland) and Copyright Law (Harvard Law School).
• Media & Entertainment (M&E) Sector (22+ Years): Managed legal and regulatory affairs for global and domestic brands, guiding the content value chain and shaping industry regulations and business models.
• Dynamatic Technologies Limited (Prior Decade): Managed corporate matters during India's early economic liberalization, including contracts, IP, finance, and taxation for an entrepreneurial company in aerospace, hydraulics, and security applications.
• Key Areas of Expertise: Strategic Counsel, Regulatory Adaptation & Future-Proofing, Complex Contract Negotiation, Risk & Compliance Management, Litigation & Arbitration.
• Featured in "Top 100 General Counsels of India" (2022) by the BusinessWorld Group.
• Featured in "Top 100 Influential Women in Law" (2023) by the Business World Group.

None of the directors, key managerial personnel, of the Company or the relatives of the aforementioned persons except Ms. Shyamala Venkatachalam are in any way, financially or otherwise concerned or interested in the said resolutions, except to the extent of their shareholding in the Company.

The board of directors of the Company recommends the resolutions set out at Item No. 02 of the Notice for your approval as special resolution

Details pursuant to Regulation 36(3) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 and Secretarial Standard on General Meeting

Name of the Director	Air Chief Marshal V.R. Chaudhari (Retd.)	Ms. Shyamala Venkatachalam
Date of Birth	04.09.1962	05.05.1969
Date of First Appointment	23.12.2025	23.12.2025
Age about	63 years	56 years
Qualifications	• Air Chief Marshal VR Chaudhari (Retd.) is an alumnus of the National Defence Academy and the Defence Services Staff College, Wellington. • Commissioned into the IAF Flying Branch in December 1982, he is a Qualified Flying Instructor with over 3,650 hours of accident-free flying, and has served as a formation aerobatics team member, fighter squadron Flight Commander, and Air Force Examiner on MiG variants and trainer aircraft.	• Ms. Shyamala holds a Master of Arts (Media Specialization) from Bournemouth University, a Bachelor of Commerce (Economics & Business) from Kolkata University, and is an Associate Member of the Institute of Company Secretaries of India. She has also completed certificate courses • in Intellectual Property (WIPO Academy, Switzerland) and Copyright Law (Harvard Law School).
Relationship between Directors inter-se	None	None
Expertise in specific functional area	Air Chief Marshal VR Chaudhari (Retd.) has over 3,850 flying hours on MiG-21, MiG-23MF, and MiG-29 aircraft, was part of the IAF's first Kiran aerobatic team, and flew operational missions in Operations Meghdoot and Safed Sagar. A Category A (CAT A) Qualified Flying Instructor and examiner, he commanded fighter units and air bases, contributed to major aircraft inductions including Rafale, and held senior leadership roles culminating as the 27th Chief of the Air Staff from 2021 to 2024.	Ms. Shyamala has over 22 years of experience in the media and entertainment sector, leading legal and regulatory functions for global and domestic brands and providing strategic guidance across the content value chain. Her expertise includes regulatory strategy, complex contract negotiation, expertise in handling intellectual property matters, risk and compliance management including litigation & dispute resolution.
Directorships held in other Public Companies (excluding Foreign, Private and Section 8 Companies)	None	None
Name of the listed entities in which the director has resigned in the past three years	None	None
Memberships / Chairmanships of Committees of other Public Companies (includes only Audit Committee and Stakeholders Relationship Committee)	None	None
No. of shares held in the Company	None	None
The skills and capabilities required for the role the manner in which the proposed person meets such requirements.	The Board of Directors of the Company is of the opinion that Air Chief Marshal VR Chaudhari (Retd.) is a person of integrity and considering his qualifications, extensive knowledge and rich experience as a Category A Qualified Flying Instructor and Instrument Rating Instructor and Examiner, he has undertaken diverse flying roles, including operational missions during Operation Meghdoot and Operation Safed Sagar alongside commanded a fighter squadron and two frontline air bases, and	The Board of Directors of the Company is of the opinion that Ms. Shyamala Venkatachalam is a person of integrity and considering her qualifications, extensive knowledge and rich experience in Corporate Law & Compliance, strategic counsel, regulatory adaptation & future proofing, complex contract negotiation, expertise in handling intellectual property matters, risk and compliance management including litigation & dispute resolution, appointment of Ms. Shyamala Venkatachalam is in the interest of the Company.

	contributed to IAF capability development, including the induction of the Pilatus PC-7, C-295, and Rafale aircraft, appointment of Air Chief Marshal VR Chaudhari (Retd.) is in the interest of the Company. His association would be of immense benefit and value to the company and, therefore, the Board recommends his appointment as an Independent Director to the members. In the opinion of the Board of Directors, Air Chief Marshal VR Chaudhari (Retd.) is independent of the management of the Company and fulfils the conditions specified in the Act, the rules made thereunder, and SEBI Listing Regulations, for appointment as an Independent Director.	Her association would be of immense benefit and value to the company and, therefore, the Board recommends her appointment as an Independent Director to the members. In the opinion of the Board of Directors, Ms. Shyamala Venkatachalam is independent of the management of the Company and fulfils the conditions specified in the Act, the rules made thereunder, and SEBI Listing Regulations, for appointment as an Independent Director.
No. of Board meetings attended during the year	One out of one meeting was attended, as of the date of this Notice	One out of one meeting was attended, as of the date of this Notice
Terms and conditions of appointment/re appointment along with details of remuneration sought to be paid and the remuneration last drawn by such person	Air Chief Marshal VR Chaudhari (Retd.) shall be appointed as an Independent Director, not liable to retire by rotation, to hold office for a period of five (5) years, from 23rd December 2025 up to 22nd December 2030. He will be entitled to sitting fees and reimbursement of expenses for attending Board and Committee meetings, in addition to commission (if any) from the date of his appointment till the end of his tenure, such other terms and conditions as may be decided by the Board.	Ms. Shyamala Venkatachalam shall be appointed as an Independent Director, not liable to retire by rotation, to hold office for a period of five (5) years, from 23rd December 2025 up to 22nd December 2030. She will be entitled to sitting fees and reimbursement of expenses for attending Board and Committee meetings, in addition to commission (if any) from the date of her appointment till the end of her tenure, such other terms and conditions as may be decided by the Board.

By Order of the Board of Directors

Shivaram V Chief Legal Officer and Company Secretary Membership No. ACS 19173

Place: Bangalore Date: 23rd December 2025

Registered Office:

JKM Plaza, Dynamatic Aerotropolis, 55 KIADB Aerospace Park, Bangalore 562149 Corporate Identity Number: L72200KA1973PLC002308 Phone Number: +91 80 2111 1223 / +91 80 2204 0535 Email ID: investor.relations@dynamatics.net website: www.dynamatics.com