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Himatsingka Seide Ltd. AGM Information 2025

Sep 3, 2025

59230_rns_2025-09-03_2a292ce9-e349-4f3e-82ea-0ef7baea6283.pdf

AGM Information

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REF: HSL/SEC/2025/59

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September 03, 2025

To To The Deputy Manager The Manager Department of Corporate Services National Stock Exchange of India Limited BSE Limited Exchange Plaza, Plot No. C/1, G Block PJ Towers, Dalal Street Bandra-Kurla Complex, Bandra (E), Mumbai -400001 Mumbai 400051 Scrip Code: 514043 Symbol: HIMATSEIDE

Dear Sir/ Madam,

Sub: Notice of 40th Annual General Meeting (“AGM”) of Himatsingka Seide Limited “ ” - ( the Company ) and Intimation of e voting facility. Ref: Disclosure under PART- A Regulation 30 and Regulation 34 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

We hereby inform you that the 40th AGM of the Company is scheduled to be held on Friday, September 26, 2025 at 12:10 p.m. (IST) through Video Conferencing/ Other Audio-Visual Means (“VC/OAVM”) in accordance with the relevant circulars issued by the Ministry of Corporate Affairs and the Securities and Exchange Board of India.

Further, pursuant to Section 108 of the Companies Act, 2013 read with the Companies (Management and Administration) Rules, 2014 as amended and Regulation 44 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Company is providing its members the facility to cast their vote by electronic means on all resolutions set forth in the Notice. The instructions for e- voting are provided in notes to the Notice.

The Company has engaged the services of its Registrar and Transfer Agent, KFin Technologies Limited (“KFin/ RTA”), for facilitating remote e-voting to enable the Members to cast their votes electronically. The remote e-Voting period commences on Tuesday, September 23, 2025 at 9:00 a.m. (IST) and ends on Thursday, September 25, 2025 at 5:00 p.m. (IST). In case of any queries, you may refer the Frequently Asked Questions (FAQs) for shareholders and e-voting user manual available at https://evoting.kfintech.com or contact RTA at Tel no. 1800 309 4001 (toll free).

The Notice for the 40th AGM of the Company is enclosed and the businesses to be transacted at the meeting are given in the ANNEXURE to this Notice.

The Notice of AGM is also available at the website of the Company - www.himatsingka.com and at the website of KFintech - https://evoting.kfintech.com.

This is for your information & records.

Thanking you,

Yours faithfully,

For Himatsingka Seide Limited

Bindu D

Digitally signed by Bindu D Date: 2025.09.03 19:47:21 +05'30'

Bindu D. Company Secretary & Compliance Officer

Himatsingka Seide Limited Registered Office: No.4/1-2, Crescent Road, Bangalore – 560001, India T +918022378000 E [email protected] CIN L17112KA1985PLC006647 www.himatsingka.com

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ANNEXURE

The following businesses shall be transacted at the 40th AGM:

Sr.
**No. **
Type of
resolution
Resolution Description
1. Ordinary
Resolution
To receive, consider and adopt the audited standalone financial statements of
the Company for the financial year ended March 31, 2025, together with the
board's report and report of auditor’s thereon.
2. Ordinary
Resolution
To receive, consider and adopt the audited consolidated financial statements of
the Company for the financial year ended March 31, 2025, together with the
report of auditors thereon.
3. Ordinary
Resolution
To declare a final dividend of ₹0.25/- (5%) per equity share of face value of ₹5/-
each for the financial year ended March 31, 2025.
4. Special
Resolution
To subject the directorship of Mr. Shrikant Himatsingka (DIN: 00122103),
Executive Vice Chairman & Managing Director to section 152 i.e. Retirement by
rotation and to re-appoint Mr. Shrikant Himatsingka who retires by rotation.
5. Ordinary
Resolution
To appoint Mr. Vivek Manjunath Bhat, Practicing Company Secretary
(CoP:8426) as the Secretarial Auditor of the Company.
6. Special
Resolution
To approve the limit of payment to Non-Executive Independent Directors.
7. Ordinary
Resolution
To increase the Authorized Share Capital of the Company and alter Capital
Clause of the Memorandum of Association of the Company.

Himatsingka Seide Limited Registered Office: No.4/1-2, Crescent Road, Bangalore – 560001, India T +918022378000 E [email protected] CIN L17112KA1985PLC006647 www.himatsingka.com

HIMATSINGKA SEIDE LIMITED

Registered Office: No. 4/1-2, Crescent Road, Bengaluru - 560 001, India Corporate Office: 10/24, Kumara Krupa Road, Bengaluru - 560 001, India Phone: +91-80-42578000; Email: [email protected] Website: www.himatsingka.com CIN: L17112KA1985PLC006647

NOTICE

NOTICE is hereby given pursuant to Section 96 and 101 of the Companies Act, 2013 (“the Act”) that the Fortieth Annual General Meeting (“AGM”) of the members of Himatsingka Seide Limited (“Company”) will be held through Video Conferencing (“VC”)/Other Audio-Visual Means (“OAVM”) as scheduled below to transact the following items of business:

Day : Friday Date : September 26, 2025 Time : 12:10 p.m.

ORDINARY BUSINESS:

1. TO ADOPT THE AUDITED STANDALONE FINANCIAL STATEMENTS

To receive, consider and adopt the audited standalone financial statements of the Company for the financial year ended March 31, 2025, together with the board’s report and report of auditor’s thereon.

2. TO ADOPT THE AUDITED CONSOLIDATED FINANCIAL STATEMENTS

To receive, consider and adopt the audited consolidated financial statements of the Company for the financial year ended March 31, 2025, together with the report of auditors thereon.

3. TO DECLARE FINAL DIVIDEND

To declare a final dividend of ₹0.25/- (5%) per equity share of face value of ₹5/- each for the financial year ended March 31, 2025.

4. TO SUBJECT THE DIRECTORSHIP OF MR. SHRIKANT HIMATSINGKA (DIN: 00122103), EXECUTIVE VICE CHAIRMAN & MANAGING DIRECTOR TO SECTION 152 i.e. RETIREMENT BY ROTATION AND TO RE-APPOINT MR. SHRIKANT HIMATSINGKA WHO RETIRES BY ROTATION

To consider and if thought fit, to pass with or without modification, the following resolution as a Special Resolution:

“RESOLVED THAT further to the recommendation of the Nomination & Remuneration Committee and the approval of the Board of Directors, the directorship of Mr. Shrikant Himatsingka (DIN: 00122103), Executive Vice Chairman & Managing Director be subject to section 152 of the Companies Act, 2013 i.e. retirement by rotation and pursuant to section 152(6) of the Companies Act, 2013, consent of the members be and is hereby accorded for the re-appointment of Mr. Shrikant Himatsingka, as a Director of the Company, who retires by rotation and being eligible, offers himself for re-appointment.

RESOLVED FURTHER THAT the Board, the Company Secretary be and are hereby authorised to do all acts, deeds, matters and things as may be deemed necessary and/or expedient in connection therewith or incidental thereto, to give effect to the foregoing resolution.”

SPECIAL BUSINESS:

  1. TO APPOINT MR. VIVEK MANJUNATH BHAT, PRACTICING COMPANY SECRETARY (CoP:8426) AS THE SECRETARIAL AUDITOR OF THE COMPANY

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

“RESOLVED THAT pursuant to the provisions of Section 204 of the Companies Act, 2013 and Rule 9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, read with Regulation 24A of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, including any statutory modification(s) or re-enactment(s) thereof for the time being in force, and based on the recommendations of the Audit Committee and approval of the Board of Directors, the approval of the members of the Company be and is hereby accorded for appointment of Mr. Vivek Manjunath Bhat, Practicing Company Secretary, (CoP:8426) as the Secretarial Auditor of the Company for a term of 5 (five) consecutive years, commencing from financial year 2025-2026 till financial year 2029-2030, at such remuneration and on such terms and conditions as may be determined by the Board of Directors and to avail any other services, certificates, or reports as may be permissible under applicable laws.

RESOLVED FURTHER THAT the Board, the Company Secretary be and are hereby authorised to do all acts, deeds, matters and things as may be deemed necessary and/or expedient in connection therewith or incidental thereto, to give effect to the foregoing resolution.”

Himatsingka | 2025 AGM Notice | 1

6. TO APPROVE THE LIMIT OF PAYMENT TO NON-EXECUTIVE INDEPENDENT DIRECTORS

To consider and if thought fit to pass with or without modification, the following resolution as a Special Resolution:

“RESOLVED THAT pursuant to provisions of Section 197, 198, Schedule V and other applicable provisions, if any, of the Companies Act, 2013, and the rules made thereunder (including any statutory modification(s) or re-enactment(s) thereof for the time being in force) (“Act”), Regulation 17(6)(a) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, and in accordance with the Articles of Association of the Company, further to recommendation of the Nomination & Remuneration Committee, and approval of the Board of Directors, approval of members be and is hereby accorded for payment of a sum not exceeding 1% per annum of the net profits of the Company or ₹ 2 Crores, whichever is lower, calculated in accordance with the provisions of section 198 of the Act, be paid to and distributed amongst the Non-Executive Independent Directors of the Company or some or any of them in such manner, as may be decided by the Board of Directors of the Company and such payments shall be made in respect of the profits of the Company for each year for a period of three financial years commencing from April 01, 2025.

RESOLVED FURTHER THAT in the event of loss or inadequacy of profits in any financial year during the term mentioned above, the Non-Executive Independent Directors of the Company or some or any of them in such manner, as may be decided by the Board of Directors of the Company shall be paid an amount not exceeding ₹ 2 Crores, not-withstanding that it may exceed 1% per annum of the net profits of the Company and subject to such restrictions, if any, as may be set out in the applicable provisions and Schedule V to the Companies Act, 2013, from time to time.

RESOLVED FURTHER THAT the Board, the Company Secretary be and are hereby authorised to do all acts, deeds, matters and things as may be deemed necessary and/or expedient in connection therewith or incidental thereto, to give effect to the foregoing resolution.”

7. TO INCREASE THE AUTHORIZED SHARE CAPITAL OF THE COMPANY AND ALTER CAPITAL CLAUSE OF THE MEMORANDUM OF ASSOCIATION OF THE COMPANY

To Consider and if thought fit, to pass with or without modification the following resolution as an Ordinary Resolution:

“RESOLVED THAT pursuant to the provisions of Section 61 and other applicable provisions, if any, of the Companies Act, 2013, and the rules thereto (including any statutory modification or re-enactment thereof for the time being in force), and in accordance with the Articles of Association of the Company, consent of members be and is hereby accorded to increase the Authorised Share Capital of the Company from the existing Rs. 75,00,00,000 (Rupees Seventy-Five Crores Only) divided into 15,00,00,000 (Fifteen Crores) Equity Shares of face value Rs.5/- each to Rs. 1,10,00,00,000 (Rupees One Hundred Ten Crores Only) divided into 22,00,00,000 (Twenty-Two Crores) Equity Shares of face value Rs. 5/- each by creation of additional 7,00,00,000 (Seven Crores) Equity shares of face value Rs. 5/- each, ranking pari passu in all respect with the existing Equity Shares of the Company.

RESOLVED FURTHER THAT pursuant to the provisions of section 13 of the Companies Act, 2013 and other applicable provisions, if any, of the Companies Act, 2013, and the rules thereto (including any statutory modification or re-enactment thereof for the time being in force) and in accordance with the provisions of the Articles of Association of the Company, consent of members be and is hereby accorded for alteration of capital clause of the Memorandum of Association of the Company in the following manner i.e. Clause V of the Memorandum of Association shall be henceforth read as under:

“V. The Authorised Share Capital of the Company is Rs. 1,10,00,00,000 (Rupees One Hundred Ten Crores Only) divided into 22,00,00,000 (Twenty-two Crores) equity Shares of Rs.5/- (Rupees five) each. The company has power to increase and reduce the Capital of the Company and to divide the shares in the Capital for the time being into several classes and to attach thereto respectively such preferential, qualified or special rights, privileges or conditions as may be determined by or in accordance with the Articles of the company for the time being and to vary, modify or abrogate any such rights, privileges or conditions in such manner as may be permitted by the Act or provided by the Articles of the Company for the time being.”

RESOLVED FURTHER THAT the Board, the Company Secretary be and are hereby authorised to do all acts, deeds, matters and things as may be deemed necessary and/or expedient in connection therewith or incidental thereto, to give effect to the foregoing resolution.”

By order of the Board For Himatsingka Seide Limited

Place : Bengaluru Date : September 02, 2025

Bindu D. Company Secretary & Compliance Officer M.N.: A23290

Himatsingka | 2025 AGM Notice | 2

NOTES:

  • 1) Information, pursuant to Secretarial Standard-2 (“SS-2”) on General Meetings issued by the Institute of Company Secretaries of India and Regulation 36 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“Listing Regulations”), in respect of the Director seeking re-appointment under Item No. 4 of the accompanying Notice, is annexed hereto.

  • 2) The Explanatory Statement pursuant to the provisions of Section 102 of the Act and applicable regulations of Listing Regulations setting out material facts relating to the business under Item No. 4, 5, 6 and 7 of the accompanying Notice, is annexed hereto.

  • 3) Pursuant to General Circular No. 09/2024 dated September 19, 2024 and General Circular No. 20/2020 dated May 5, 2020, along with other applicable circulars issued by the Ministry of Corporate Affairs (“MCA Circulars”), and SEBI Circular No. SEBI/HO/DDHS/ DDHS-PoD-1/P/CIR/2025/83 dated June 5, 2025 issued by the Securities and Exchange Board of India (“SEBI Circular”) and in compliance with the provisions of the Act and Listing Regulations, the 40th AGM of the Company is scheduled to be held through VC/OAVM, without the physical presence of members at a common venue. The deemed venue for the 40th AGM shall be the Corporate Office of the Company. As the 40th AGM will be held through VC/OAVM, Route Map to the venue is not annexed to this Notice.

  • 4) SINCE THIS MEETING IS BEING HELD THROUGH VC/OAVM, THE FACILITY FOR APPOINTMENT OF PROXY BY MEMBERS UNDER SECTION 105 OF THE ACT WILL NOT BE AVAILABLE. HENCE, THE PROXY FORM AND ATTENDANCE SLIP ARE NOT ANNEXED HERETO.

  • 5) Pursuant to the provisions of Section 108 of the Act read with Rule 20 of the Companies (Management and Administration) Rules, 2014 (as amended), SS-2 and Regulation 44 of the Listing Regulations read with MCA Circulars and SEBI Circular, the Company is providing remote e-Voting facility, facility to participate in the 40th AGM through VC/OAVM and e-Voting facility during the 40th AGM to its members. The Company has engaged the services of Company’s Registrar and Transfer Agent, KFin Technologies Limited (“KFin”) to provide these facilities.

AGM Notice & Annual Report:

  • 6) In line with the MCA Circulars, SEBI Circular and the Listing Regulations, the Notice of the 40th AGM along with the Annual Report for the financial year 2024-25 is being sent only through electronic mode to those Members whose e-mail addresses are registered with the Company/ their Depository Participant(s) as on Friday, August 29, 2025. For shareholder(s) who have not registered their e-mail addresses, a letter will be sent by the Company containing the web-link, including the exact path where complete details of the Annual Report are available. Upon request of the shareholders, the Company will also dispatch a physical copy of the Annual Report and Notice. The Notice of the 40th AGM along with the Annual Report 2024-25 is available on the website of the Company at https://www.himatsingka.com/investors/fnancial-reports?tab=annual_report_tab, on the website of BSE Limited at www.bseindia.com, National Stock Exchange of India Limited at www.nseindia.com and also on the website of KFin at https://evoting.kfntech.com/. Members who wish to receive a hard copy of the Annual Report 2024-25 and Notice of the 40th AGM may send a request to the Company at [email protected] with their Folio number/ DP ID and Client ID.

Appointment of Scrutinizer:

  • 7) CS Vinod Sunder Raman, (C.P. No. 22422) failing whom CS Megha Mattoo (C.P. No.27124), of M/s Megha M Vinod & Co. LLP, Company Secretaries (Peer Review No. 6786/ 2025), have been appointed as the Scrutinizer(s) to scrutinize the e-Voting process in a fair and transparent manner.

E- voting & instructions to attend AGM:

  • 8) The remote e-Voting period commences on Tuesday, September 23, 2025 at 9:00 a.m. (IST) and ends on Thursday, September 25, 2025 at 5:00 p.m. (IST). Thereafter, the remote e-voting module shall be disabled. However, members who have not cast their votes through remote e-voting shall be eligible to vote through e-Voting system during the 40th AGM.

  • 9) Members whose name appear in the Register of Members/ in the list of Beneficial Owners as on Friday, September 19, 2025 (the cut-off date), shall be entitled to vote on the Resolutions set forth in this Notice, in proportion to their shareholding in the paidup equity share capital of the Company. A person who is not a Member as on the cut-off date is requested to treat this Notice for information purposes only. Once a vote on a resolution is cast by a Member, the same cannot be changed subsequently.

  • 10) Members may join the 40th AGM through VC/OAVM facility by following the procedure as outlined below. The facility will be open for members from 11:40 a.m. IST i.e., 30 minutes before the scheduled start time of the 40th AGM, and the Company may close the window for joining the VC/OAVM facility 30 minutes after the scheduled time to start the 40th AGM.

  • 11) Members are advised that the VC/OAVM facility provided by KFin allows participation of at least 2,000 Members on a first come, first-served basis. The large members (i.e., those holding 2% or more shareholding), promoters, institutional investors, directors, key managerial personnel, Chairpersons of the Audit Committee, Nomination and Remuneration Committee and Stakeholders Relationship Committee, Auditors, etc. can attend the 40th AGM without any restriction arising from the first-come, first-served principle.

Himatsingka | 2025 AGM Notice | 3

  • 12) The attendance of Members participating in the 40th AGM through VC/OAVM facility shall be counted for the purpose of reckoning the quorum under Section 103 of the Act.

  • 13) The instructions for members for e-voting are annexed hereto:

  • A) Instructions for Members for e-Voting during the 40th AGM are as under:

    • a) Members may follow the same procedure for e-Voting during the 40th AGM as mentioned for remote e-Voting.

    • b) Only those Members who are present at the 40th AGM through the VC/OAVM Facility and have not already cast their vote on the Resolutions through remote e-Voting, and who are otherwise eligible, shall be entitled to vote through e-Voting system during the 40th AGM.

    • c) Members who have cast their votes by remote e-Voting prior to the 40th AGM may participate in the 40th AGM through VC/ OAVM Facility but shall not be entitled to cast their vote again during the 40th AGM.

  • 14) In case of joint holders attending the meeting, only the member whose name appears first in the Register of Members of the Company shall be entitled to vote during the 40th AGM.

Inspection of documents:

  • 15) Extracts from the Register of Directors and Key Managerial Personnel and their shareholding, the Register of Contracts and Arrangements in which Directors are interested shall be available for inspection in electronic mode during the meeting to any person entitled to attend. These documents may be accessed upon logging in at: https://emeetings.kfntech.com/.

Scrutinizer’s Report & Voting Results:

  • 16) The Scrutinizer shall prepare a consolidated Scrutinizer’s Report detailing the total votes cast in favour and against the resolutions, including invalid votes, if any. The Report shall then be sent to the Chairman or a person authorized by him, who will countersign the Report and declare the results of the voting forthwith.

  • 17) The results shall be intimated to the Stock Exchanges on or before Monday, September 29, 2025 and will be made available on the website of the Company www.himatsingka.com as well as on KFin’s e-voting portal https://evoting.kfntech.com immediately after the declaration. The resolutions shall be deemed to have been passed on the date of the AGM, subject to receipt of the requisite number of votes in favour of the resolutions.

Dividend & Record Date:

  • 18) Members are informed that the Board, at its meeting held on May 28, 2025, has recommended a final dividend of Rs. 0.25/- (5%) per equity share for the financial year ended March 31, 2025. The “Record Date” for determining the members eligible to receive final dividend is Friday, September 19, 2025. The dividend, if declared at the AGM, will be paid/credited/dispatched within 30 days from the date of declaration.

  • 19) Pursuant to Income Tax Act,1961 as amended by Finance Act 2020, dividend income will be taxable in the hands of members w.e.f. April 1, 2020 and the Company is required to deduct tax at source (TDS) from the dividend paid to members at the prescribed rates. Members are requested to refer to the Finance Act, 2020 and subsequent amendments for the applicable rates of TDS for various categories. Members holding shares in physical form are requested to update their PAN with the Company/ KFin and those holding in dematerialised form are requested to update their PAN with their respective Depository Participant(s).

However, no tax shall be deducted on the dividend payable to resident individual shareholders if the total dividend to be received by them does not exceed ₹5,000, and also in cases where members submit a duly filled Form 15G / Form 15H (Form 15H is applicable to resident individual aged 60 years or more), subject to conditions specified in the Income Tax Act, 1961. Resident shareholders may also submit any other document as prescribed under the Income Tax Act, 1961 to claim a lower/ nil withholding of tax. PAN is mandatory for members providing Form 15G/ 15H.

A Resident individual shareholder who have PAN and are not liable to pay income tax may submit a yearly declaration in Form No. 15G/15H, to avail the benefit of the non-deduction of TDS. Such declarations can be uploaded on the website of KFin at: https://ris.kfntech.com/form15/forms.aspx?q=0 or sent by email to KFin at [email protected] or to the Company at [email protected] on or before Friday, September 26, 2025. Members are requested to note that in case their PAN is not registered, the tax will be deducted at a higher rate of 20%. Non-resident members can avail beneficial rates under tax treaty between India and their country of residence, subject to providing necessary documents i.e. No Permanent Establishment and Beneficial Ownership Declaration, Tax Residency Certificate, Form 10F, any other document which may be required to avail the tax treaty benefits by uploading on the KFin website mentioned above or by sending an email to the Company or KFin at email address mentioned above on or before Friday, September 26, 2025..

Himatsingka | 2025 AGM Notice | 4

Mandatory updation of PAN, KYC, Nomination and Bank details by Members:

  • 20) SEBI has mandated furnishing of KYC (i.e., PAN, Postal Address with PIN Code, email address, mobile number, bank account details, specimen signature) and nomination details by holders of securities in physical form in prescribed forms. Any service requests or complaints received from the member, are being processed by RTA on receipt of aforesaid details/ documents. Further, w.e.f. April 1, 2024 members holding shares in physical mode are not eligible for receiving dividend in physical mode. Accordingly, dividend payments against such holdings are liable to be withheld and shall be released immediately after updation of KYC. For updating KYC, manner is provided below in notes to notice.

  • 21) Members holding shares in physical form are requested to furnish Form ISR-1, Form ISR-2 and SH13 to update KYC and choice of Nomination (in case the same are not already updated), to KFin Technologies Limited, Unit: Himatsingka Seide Limited, Selenium Tower B, Plot Nos. 31 & 32, Financial District Nanakramguda, Serilingampally Mandal, Hyderabad – 500032. Tel: 1800 309 4001, Email: [email protected], or the Company at: The Company Secretary, Himatsingka Seide Limited, 10/24 Kumara Krupa Road, High Grounds, Bengaluru - 560 001, Email: [email protected]. Standard forms and annexures as per SEBI can be accessed at https://ris.kfntech.com/clientservices/isc/isrforms.aspx.

  • 22) Members holding shares in demat mode are requested to update their details with their Depository Participants at the earliest.

  • 23) Members are requested to notify immediately any change of name, address, bank details, e-mail address, contact numbers etc., and nomination details to the Company/ KFin (for shares held in physical form) and Depository Participants (for shares held in dematerialized form).

Demat:

  • 24) Pursuant to Regulation 40 of Listing Regulations read with circular thereon, listed company can 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; transfer; transmission; transposition. In view of this and to eliminate all risks associated with physical shares and for ease of portfolio management, members holding shares in physical form are requested to consider converting their holdings to dematerialized form. Members can contact KFin for assistance in this regard.

  • 25) Accordingly, Members are requested to make service requests by submitting a duly filled and signed Form ISR-4, the format of which is available at https://ris.kfntech.com/clientservices/isc/isrforms.aspx. It may be noted that any service request can be processed only after the folio is KYC compliant.

IEPF:

  • 26) Members are requested to note that dividends not encashed or remaining unclaimed for a period of 7 (Seven) years from the date of transfer to the Company’s Unpaid Dividend Account, shall be transferred, under Section 124 of the Act, to the Investor Education and Protection Fund (“IEPF”), established under Section 125 of the Act. As per Section 124(6) of the Act read with the IEPF Rules, as amended, all the shares in respect of which dividend has remained unpaid/unclaimed for seven consecutive years or more are required to be transferred to Demat Account of IEPF.

  • The Company has been sending reminders to members having unpaid/ unclaimed dividends before transfer of such dividend(s) and shares to IEPF. Details of the unpaid/ unclaimed dividend along with eligible shares identified to be transferred are uploaded on the website of the Company at www.himatsingka.com. Members who have not encashed Final Dividend 2017-18 or any subsequent dividend(s) declared by the Company, are advised to write to the Company Secretary at [email protected] or to KFin at [email protected]. In case valid claim is not received, the Company will proceed to transfer such dividend and the corresponding shares to the IEPF Account in accordance with the prescribed procedure under the IEPF Rules. Members may approach the IEPF authority to claim the unclaimed dividend and corresponding shares transferred by the Company to IEPF.

Special window, for shareholders, for re-lodgement of transfer requests of physical shares:

  • 27) Pursuant to SEBI Circular No. SEBI/HO/MIRSD/MIRSD-POD/P/CIR/2025/97 dated July 2, 2025, a Special Window is open for a period of 6 months, from July 7, 2025 to January 6, 2026 for re-lodgement of transfer requests of physical shares. This facility is available for Transfer deeds lodged prior to April 1, 2019 that were rejected / returned/ not attended due to deficiencies in documents / process / or otherwise. All such securities re-lodged during this period (including pending cases) shall be issued only in demat mode. The same has been communicated through newspaper advertisement, update on website of the Company, social media.

  • 28) Investors who have missed the earlier deadline of March 31, 2021 may submit the necessary documents to KFin Technologies Limited at Selenium Tower B, Plot Nos. 31 & 32, Financial District Nanakramguda, Serilingampally Mandal, Hyderabad - 500032 Tel: 1800 309 4001, Email: [email protected]

Himatsingka | 2025 AGM Notice | 5

“Saksham Niveshak” 100-Day Campaign- for shareholders

  • 29) The Company has initiated the “Saksham Niveshak” 100-Day Campaign, ending on November 6, 2025. Purpose of the Niveshak Shivir - Campaign:

  • to resolve issues related to unclaimed dividends and shares.

  • to update KYC and nomination details.

  • to promote transparency and investor empowerment by ensuring direct claims processing.

  • and enable

  • shareholders claim unclaimed dividends

  • to activate accounts thereby mitigate transfer of shares/ dividends to the IEPF due to inactivity

  • to encourage KYC updates (PAN, bank details, contact info, nomination)

  • The same has been communicated through website of the Company, social media.

  • 30) Shareholders are requested to check your unclaimed dividend details on our website: https://www.himatsingka.com/investors/ shareholder-information?tab=dividend_tab or IEPF’s Website: https://iepfa.gov.in/login# and update KYC with RTA at: KFin Technologies Limited, Unit: Himatsingka Seide Limited, Selenium Building, Tower-B, Plot No. 31 & 32, Financial District, Nanakramguda, Serilingampally, Hyderabad, Rangareddy, Telangana, India - 500032 T: 1800 309 4001; WhatsApp Number: (91) 910 009 4099; Email: [email protected]; Website: https://ris.kfntech.com

[Pursuant to Regulation 36(3) of the SEBI (Listing Obligations and Disclosure Requirements), Regulations, 2015 and Secretarial Standard 2 on General Meetings]

DETAILS OF DIRECTORS SEEKING RE-APPOINTMENT UNDER ITEM NO. 4

Name Mr. Shrikant Himatsingka
DIN 00122103
Age (Years) 45
Date of frst appointment on the Board June 3, 2003
Brief resume including qualifcations & experience Mr. Shrikant Himatsingka is the Executive Vice-Chairman & Managing
Director of the Company and has been a Director of the Company
since June 2003. He has obtained a degree of Bachelor of Science in
Economics from the Leonard Stern School of Business, New York
University and has led the Group’s growth initiatives over the years.
Shareholding in the Company as on date of notice including as
a benefcial owner
18.53%
Nature of expertise in specifc functional areas Home Textiles
Terms and conditions of appointment including remuneration
sought to be paid
Same terms and conditions as approved by the members through
Postal Ballot dated July 21, 2023 and directorship subject to Section
152
Last drawn remuneration* during fnancial year 2024-25, if
applicable
Rs. 330.81 Lacs as remuneration and commission of Rs.100 Lacs
Inter-se relationships between directors, managers and KMP Mr. Shrikant Himatsingka is the son of Mr. D.K. Himatsingka, Executive
Chairman of the Company.
Number of meetings of the Board attended during the fnancial
year 2024-25
5
Other Companies in which he is a director Himatsingka Wovens Private Limited
Himatsingka Energy Private Limited '
Himatsingka Ventures Private Limited
Priya Resources Private Limited
Bihar Mercantile Union Private Limited
Aditya Resources Limited
Chairperson/ Membership of the statutory committee(s) of
Board of Directors of the other Company
Nil
Listed entities from which the person has resigned in the past
three years
NA
  • The aforementioned remuneration does not include cost of employee benefits such as gratuity. Provision for these is based on an actuarial valuation carried out for the Company as a whole.

Himatsingka | 2025 AGM Notice | 6

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

The following Statement sets out all material facts relating to Item No. 4, 5, 6 and 7 mentioned in the accompanying Notice.

Item No. 4

TO SUBJECT THE DIRECTORSHIP OF MR. SHRIKANT HIMATSINGKA (DIN: 00122103), EXECUTIVE VICE CHAIRMAN & MANAGING DIRECTOR TO SECTION 152 i.e. RETIREMENT BY ROTATION AND TO RE-APPOINT MR. SHRIKANT HIMATSINGKA WHO RETIRES BY ROTATION

Pursuant to provisions of section 152(6) of the Companies Act, 2013 (“Act”), at every Annual General Meeting (“AGM”), not less than 2/3rd of total number of Directors of the company (excluding Independent Directors) shall be persons whose period of office is liable to determination by retirement of directors by rotation. Further, at every AGM,1/3[rd] of such Directors shall retire by rotation. Independent Directors are not subject to retirement by rotation.

As per the terms of appointment approved by shareholders, Mr. Shrikant Himatsingka, Executive Vice Chairman & Managing Director was not subject to retirement by rotation.

Mr. D. K. Himatsingka, Executive Chairman and Mr. Shanmugasundaram Selvam, Executive Director- Manufacturing Operations (Group) were liable to retire by rotation. However, with the cessation of term of Mr. S. Shanmugasundaram, on December 14, 2024, the number of Executive Directors subject to rotation reduced from the requisite two (2) to one (1). Consequently, in order to comply with the requirements of above provisions, it is proposed that directorship of Mr. Shrikant Himatsingka (DIN: 00122103) be subject to retirement by rotation. Mr. Shrikant Himatsingka, being eligible, offers himself for re-appointment. The same has been recommended by the Nomination and Remuneration Committee and approved by the Board of Directors at their respective meetings held on May 28, 2025.

The contract of service will be made available for inspection to the members from the date of dispatch of the Notice till the last date for voting. Members may send a request to the Company along with their DP/ Client ID or Folio No. from their registered e-mail address to the Company at [email protected].

Except for Mr. D. K. Himatsingka, Mr. Shrikant Himatsingka, and their relatives to the extent of their shareholding, if any, in the Company, no other Director or Key Managerial Personnel of the Company, or their relatives, is concerned or interested financially or otherwise in the Resolution.

The Board recommends the special resolution set forth at Item No. 4 of the accompanying Notice for the approval of the Members.

Item No. 5

TO APPOINT MR. VIVEK MANJUNATH BHAT, PRACTICING COMPANY SECRETARY (CoP: 8426) AS THE SECRETARIAL AUDITOR OF THE COMPANY

In accordance with the provisions of Section 204 and other applicable provisions of the Companies Act, 2013, read with Rule 9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, (“the Act”) and Regulation 24A of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“Listing Regulations”), the Company is required to appoint a Practicing Company Secretary to carry out the secretarial audit of the Company.

Mr. Vivek Manjunath Bhat, Practicing Company Secretary, (CoP:8426) has served as Secretarial Auditor of the Company.

The amended Regulation 24A of the Listing Regulations, inter alia, provides that with effect from April 1, 2025, the Company is required to appoint an individual Practicing Company Secretary for not more than one term of five consecutive years or a firm of Practicing Company Secretaries for not more than two terms of five consecutive years as Secretarial Auditors, with the approval of the members at its Annual General Meeting (“AGM”) and such Secretarial Auditors(s) must be a peer reviewed company secretary and should not have incurred any of the disqualifications as specified under the Listing Regulations. Further, as per the said Regulation, any association of the individual or the firm as the Secretarial Auditor(s) of the Company before March 31, 2025 shall not be considered for the purpose of calculating the tenure of the Secretarial Auditor(s).

Based on the recommendation of the Audit Committee, the Board of Directors at its meeting held on August 12, 2025, has approved the appointment of Mr. Vivek Manjunath Bhat as the Secretarial Auditor of the Company for a term of 5 (five) consecutive financial years, Commencing from FY 2025-26 till FY 2029-30, subject to the approval of the shareholders of the Company at the ensuing AGM.

Mr. Vivek Manjunath Bhat is a Fellow Member of the Institute of Company Secretaries of India (FCS 7708) and a Practicing Company Secretary holding a Certificate of Practice (COP 8426). He specializes in corporate and securities laws, FEMA, and related secretarial matters. His professional services include advising on mergers, demergers, joint ventures, capital restructuring, and company incorporations, including LLPs. He conducts secretarial and due diligence audits, handles company liquidation and winding-up processes, and represents clients before various regulatory and judicial bodies such as the RoC, RD, OL, NCLT, MCA, SEBI, RBI, and Stock Exchanges.

Mr. Vivek Manjunath Bhat has given his consent to act as Secretarial Auditor of the Company and confirmed that his appointment would be within the prescribed limits under the Act and the SEBI Listing Regulations and he is not disqualified to be appointed as a Secretarial Auditor under the applicable laws.

Himatsingka | 2025 AGM Notice | 7

The brief profile and consent letter of Mr. Bhat will be made available for inspection to the members from the date of dispatch of the Notice till the last date for voting. Members may send a request to the Company along with their DP/ Client ID or Folio No. from their registered e-mail address to the Company at [email protected].

The fees proposed to be paid to the Secretarial Auditor for the financial year ending March 31, 2026 is Rs.1,00,000/- (Rupees one lakh only) excluding out-of-pocket expenses, travel costs, and applicable taxes. For the subsequent years, the fee shall be determined by the Board, on recommendation of the Audit Committee and in consultation with the Secretarial Auditor.

The Company may, from time to time, engage the Secretarial Auditor for providing certain certifications as may be required under various statutory regulations, for which the fees shall be agreed separately.

None of the Directors or Key Managerial Personnel of the Company, or their relatives, is concerned or interested financially or otherwise in the Resolution.

The Board recommends the ordinary resolution set forth at Item No. 5 of the accompanying Notice for the approval of the Members.

Item No. 6

TO APPROVE THE LIMIT OF ANNUAL PAYMENT TO NON-EXECUTIVE INDEPENDENT DIRECTORS

The members of the Company, at their meeting held on September 28, 2023, had approved the payment of remuneration to Non-Executive Directors, for a period of three years from April 1, 2022 to March 31, 2025, not exceeding one percent (1%) p.a. or ₹ 2 Crores per annum, whichever is lower, calculated in accordance with the provisions of Section 198 of the Companies Act, 2013.

Pursuant to provisions of Regulation 17(6) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“Listing Regulations”), the Board shall recommend all fees or compensation, if any, paid to non-executive directors, including independent directors and shall require approval of shareholders in general meeting. The said requirement shall not apply to payment of sitting fees to non-executive directors, if made within the prescribed limits of the Companies Act, 2013.

The Non-Executive Independent Directors have made significant contributions to the governance and strategic oversight of the Company. Based on the recommendation of the Nomination and Remuneration Committee and the approval of the Board of Directors at their respective meetings held on May 28, 2025, members approval by way of Special Resolution, is solicited, for setting annual limit for payment to non-executive independent directors for a further period of three years commencing from April 1, 2025 to March 31, 2028. Proposed amount shall not exceed 1% p.a. of the net profits of the Company or ₹ 2 Crores per annum, whichever is lower, calculated in accordance with the provisions of Section 198 of the Companies Act, 2013. The same shall be distributed in the manner and proportion as may be decided by the Board of Directors.

In the event of loss or inadequacy of profits in any financial year during the above period, the Company may, subject to compliance with the applicable provisions of the Companies Act, 2013 including Schedule V thereto, pay to the Non-Executive Directors in excess of the above limits, as may be decided by the Board of Directors.

The proposed amount represents the maximum ceiling. The actual amount to be paid each year shall be decided by the Nomination and Remuneration Committee and the Board of Directors of the Company based on the Company’s operating performance during the year, prevailing industry practices and Company’s remuneration philosophy & principles.

Except Non-Executive Independent Directors of the Company and their relatives, to the extent of their shareholding, if any, in the Company, no other Director or Key Managerial Personnel of the Company, or their relatives, is concerned or interested financially or otherwise in the Resolution.

The Board recommends the special resolution set forth at Item No. 6 of the accompanying Notice for the approval of the Members.

STATEMENT PURSUANT TO SECTION II, PART II OF THE SCHEDULE V OF THE COMPANIES ACT, 2013 FOR ITEM NO. 6

I. GENERAL INFORMATION
1. Nature of Industry:Home Textile Industry
2. Date or expected date of commencement of Commercial production:December 1, 1987
3. In case of new companies, expected date of commencement of activities as per project approved fnancial
institutions appearing in the prospectus:Not applicable

Himatsingka | 2025 AGM Notice | 8

4. Financial performance based on given indicators:
(Rs. in Lacs)
Particulars
F.Y. 2024-25
F.Y. 2023-24
Revenue from Operations
2,22,049
2,54,910
Other Income
4,727
2,675
Total Revenue
2,26,776
2,57,585
EBITDA
46,917
52,088
EBITDA Margin(%)
21%
20%
EBIT
35,341
40,484
Proft before tax
8,510
16,417
Tax Expense
-6,158
4,877
Proft after tax
14,669
11,540
5. Foreign investments or collaborators, if any:Himatsingka America Inc., United States – 100% wholly owned subsidi-
ary, Himatsingka Holdings NA Inc., United States-100% step-down wholly owned subsidiary
II. INFORMATION ABOUT THE APPOINTEES:Not Applicable
III. OTHER INFORMATION
1. Reason of loss or inadequate profts:Currently the Company is making adequate profts for payment of commission to the
Non-Executive Independent Directors. In the eventuality of inadequacy of profts, which may arise due to subdued demand
environment, global uncertainty and related issues, the Company may consider payment of commission as specifed in the
resolution.
2. Steps taken or proposed to be taken for improvements:In the eventuality of inadequacy of profts as mentioned above,
the Company will take adequate steps to counter the eventualities, if any.
3. Expected increase in productivity and profts in measurable terms:It is expected that operating performance will
improve to witness progressive improvement on the back of improved capacity utilization levels.
IV. DISCLOSURES
The disclosures pertaining to all elements of remuneration package such as salary, benefts, bonuses, pensions, details of
fxed components and performance linked incentives along with performance criteria, service contract details, notice
period, severance fees, etc. shall be mentioned by the Company in its Corporate Governance Report forming part of Annual
Report of the Company.

Item No. 7

TO INCREASE THE AUTHORIZED SHARE CAPITAL OF THE COMPANY AND ALTER CAPITAL CLAUSE OF THE MEMORANDUM OF ASSOCIATION OF THE COMPANY

The present Authorised Share Capital of the Company is Rs. 75,00,00,000 (Rupees Seventy-Five Crores Only) divided into 15,00,00,000 (Fifteen Crores) Equity Shares of Rs. 5/- each.

The Board of Directors, at its meeting held on September 2, 2025, considered and approved the proposal to increase the Authorised Share Capital of the Company. The Company is poised to reinforce long-term financial stability by strengthening the balance sheet with additional funds, thus by improving debt to equity.

Section 61 of the Companies Act, 2013, (including any statutory modification(s) or re-enactment thereof, for the time being in force) provides that, a company limited by shares may, if so authorized by its Articles of Association and with the consent of its members in a general meeting or through Postal ballot, alter the capital clause of its Memorandum of Association to increase its authorised share capital by such amount as it thinks expedient. The Company is empowered by Article 48 of the Articles of Association to do so.

It is proposed to increase the Authorised Share Capital of the Company from the existing Rs. 75,00,00,000 (Rupees Seventy-Five Crores Only) divided into 15,00,00,000 (Fifteen Crores) Equity Shares having face value of Rs. 5/- each to Rs. 1,10,00,00,000 (Rupees One Hundred Ten Crores Only) divided into 22,00,00,000 (Twenty-Two Crores) Equity Shares having face value of Rs. 5/- each, by creation of additional 7,00,00,000 (Seven Crore) Equity shares having face value of Rs. 5/- each. These shares shall rank pari-passu with the existing Equity Shares in all respects.

Further, pursuant to Section 13 of the Companies Act, 2013 (including any statutory modification(s) or re-enactment(s) thereof, for the time being in force), any alteration in the capital clause of Memorandum of Association of the Company requires the approval of the Members by way of an Ordinary Resolution.

Himatsingka | 2025 AGM Notice | 9

Accordingly, it is required to alter Clause V of the Memorandum of Association of the Company as follows:

“V. The Authorised Share Capital of the Company is Rs. 1,10,00,00,000 (Rupees One Hundred Ten Crores Only) divided into 22,00,00,000 (Twenty-two Crores) equity Shares of Rs.5/- (Rupees five) each. The company has power to increase and reduce the Capital of the Company and to divide the shares in the Capital for the time being into several classes and to attach thereto respectively such preferential, qualified or special rights, privileges or conditions as may be determined by or in accordance with the Articles of the company for the time being and to vary, modify or abrogate any such rights, privileges or conditions in such manner as may be permitted by the Act or provided by the Articles of the Company for the time being.”

The draft of the Altered Memorandum of Association will be made available for inspection to the members from the date of dispatch of the Notice till the last date for voting. Members may send a request to the Company along with their DP/ Client ID or Folio No. from their registered e-mail address to the Company at [email protected]

The above-mentioned increase in the Authorised Share Capital of the Company along with alteration of capital clause of the Memorandum of Association of the Company will require approval of the Members by means of an Ordinary Resolution. The Board of Directors recommends the resolution as set out in item no. 7 to be passed as an Ordinary Resolution(s).

None of the Director(s) and Key Managerial Personnel of the Company or their respective relatives, are concerned or interested financially or otherwise, in this resolution.

By order of the Board For Himatsingka Seide Limited

Place : Bengaluru Date : September 02, 2025

Bindu D. Company Secretary & Compliance Officer M.N.: A23290

PROCEDURE TO LOGIN FOR REMOTE E-VOTING, E-VOTING DURING THE AGM AND TO ATTEND AGM THROUGH VC/OAVM

  • 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.

  • 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.

  • The remote e-Voting period commences on Tuesday, September 23, 2025 at 9:00 a.m. and concludes on Thursday, September 25, 2025 at 5:00 p.m.

  • 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 cutoff date.

  • Any person holding shares in physical form and non-individual 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 [email protected]. 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.

  • 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.”

The details of the process and manner for remote e-Voting and e-AGM are explained herein below:

  • 1: Access to Depositories e-Voting system in case of individual shareholders holding shares in demat mode.

  • 2: Access to KFintech e-Voting system in case of shareholders holding shares in physical and non-individual shareholders in demat mode.

  • 3: Access to join virtual meetings (e-AGM) of the Company on KFin system to participate e-AGM and vote at the AGM.

Himatsingka | 2025 AGM Notice | 10

1. Login method for remote e-voting for Individual members holding securities in demat mode:

Type of members Login Method Login Method
National Securities DepositoryLimited(“NSDL”)
Individual
Members holding
securities in demat
mode with NSDL
1. User already registered for IDeAS facility:
I.
Visit URL:https://eservices.nsdl.com
II.Click on the “Benefcial Owner” icon under “Login” under ‘IDeAS’ section.
III.On the new page, enter User ID and Password. Post successful authentication, clickon “Access to
e-Voting”.
IV.Click on company name “Himatsingka Seide Limited” or e-Voting service provider “KFintech” 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 athttps://eservices.nsdl.com SecureWeb/
IdeasDirectReg.jsp
III.Proceed with completing the required felds.
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 16 (sixteen) digit demat
account number held with NSDL), Password/ OTP and a Verifcation Code as shown on the screen.
IV.Post successful authentication, you will be requested to select the name of the Company
“Himatsingka Seide Limited” and e-Voting service provider name “KFintech”.
V.
On successful selection, you will be redirected to KFintech e-Voting page for casting your vote
during the remote e-Voting period.
Central DepositoryServices(India)Limited(“CDSL”)
Individual Members
holding securities in
demat mode with
CDSL
1. Existing user who have opted for Easi/ Easiest:
I.
Visit URL:https://web.cdslindia.com/myeasitoken/home/login or URL:https://www.cdslindia.
com/
II.Click on New System Myeasi.
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 i.e. KFintech to cast your vote.
2. User not registered for Easi/Easiest:
I.
Option to register is available athttps://web.cdslindia.com/myeasitoken/home/login
II.Proceed with completing the required felds.
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 Demat Account Number and PAN No.
III.System will authenticate user by sending OTP on registered Mobile & Email as reorded in the
Demat Account.
IV.After successful authentication, user will be provided links for the respective e-voting service
provider “KFintech” where the e-Voting is in progress.
Individual members
login through their
demat accounts/
Website of
Depository
Participant
I.
You can also login using the login credentials of your Demat account through your Depository
Participant registered with NSDL/CDSL for e-Voting facility.
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.
II.Click on options available against Company name “Himatsingka Seide Limited” or e-Voting
service provider “KFintech” and you will be redirected to e-Voting service provider website of
KFintech for casting your vote during the remote e-Voting period without any further
authentication.

Himatsingka | 2025 AGM Notice | 11

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

i.e., NSDL and CDSL.
Login type Helpdesk details
Individual
members
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 toll free no.:1800 1020 990and1800 22 44 30
Individual
members
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 at022- 23058738or022-23058542-43

2. Login method for e-Voting for members other than Individual members holding securities in demat mode and members holding securities in physical mode:

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.kfntech.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) 9184, 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 KFin 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 not to share your password with any other person and 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 “EVENT” i.e., ‘Himatsingka Seide Limited- AGM” and click on “Submit”.

  • vii) On the voting page, 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) Cast your votes by selecting an appropriate option and click on ‘SUBMIT’. A confirmation box will be displayed. Click ‘OK’ to confirm, else ‘CANCEL’ to modify. Once you confirm, you will not be allowed to modify your vote subsequently. During the voting period, you can login multiple times till you have voted on the resolution(s).

  • xi) 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., authorizing its representative to attend the AGM through VC/ OAVM on its behalf and to cast its vote through remote e-voting. Together with attested specimen signature(s) of the duly authorised representative(s), to the Scrutinizer at email is [email protected] with a copy marked to [email protected]. The scanned image of the above-mentioned documents should be in the naming format ‘HSL_EVEN No. 9184’

  • Instructions for all the members, including Individual, other than Individual and Physical, for attending the AGM of the Company through VC/OAVM and e-Voting during the meeting.

  • i) Members will be provided with a facility to attend the AGM through VC/ OAVM platform provided by KFintech. Members may access the same at https://emeetings.kfntech.com by using their e-voting login credentials provided in the email received

Himatsingka | 2025 AGM Notice | 12

from the Company/ KFintech. After logging in, click on the Video Conference tab and select the EVEN of the Company. Click on the video symbol and accept the meeting etiquettes to join the meeting. Please note that the members who do not have the User ID and Password for e-Voting or have forgotten the User ID and Password may retrieve the same by following the remote e-Voting instructions mentioned above. Facility for joining AGM though VC/ OAVM shall open atleast 30 minutes before the commencement of the Meeting.

  • ii) Members are encouraged to join the Meeting through Laptops/ Desktops with Google Chrome (preferred browser), Safari, Internet Explorer, Microsoft Edge, Mozilla Firefox 22.

  • iii) Members will be required to grant access to the webcam to enable VC/ OAVM. Further, Members connecting from Mobile Devices or Tablets or through Laptop connecting via Mobile Hotspot may experience Audio/Video loss due to fluctuation in their respective network. It is therefore recommended to use Stable Wi-Fi or LAN Connection to mitigate any kind of aforesaid glitches.

  • iv) As the AGM is being conducted through VC/ OAVM, for the smooth conduct of proceedings of the AGM, Members are encouraged to express their views/ send their queries in advance mentioning their name, demat account number/ folio number, email id, mobile number at [email protected]. Questions /queries received by the Company during the period starting from Tuesday, September 23, 2025 (9:00 a.m.) up to Wednesday, September 24, 2025 (5:00 p.m.) shall only be considered and responded during the AGM.

  • v) The Members who have not cast their vote through remote e-voting shall be eligible to cast their vote through e-voting system available during the AGM. E-voting during the AGM is integrated with the VC/ OAVM platform. The Members may click on the voting icon displayed on the screen to cast their votes.

  • vi) A Member can opt for only single mode of voting i.e., through Remote e-voting or voting at the AGM. If a Member casts votes by both modes, then voting done through Remote e-voting shall prevail and vote at the AGM shall be treated as invalid.

  • vii) Facility of joining the AGM through VC / OAVM shall be available for atleast 2000 members on first come first served basis.

  • viii) Institutional Members are encouraged to attend and vote at the AGM through VC / OAVM.

OTHER INSTRUCTIONS

  • i) Speaker Registration: The Members who wish to speak during the meeting may register themselves as speakers for the AGM to express their views. They can visit https://emeetings.kfntech.com and login through the user id and password provided in the mail received from KFintech. On successful login, select ‘Speaker Registration’ which will opened from Tuesday, September 23, 2025 (9:00 a.m.) to Wednesday, September 24, 2025 (5:00 p.m.). Members shall be provided a ‘queue number’ before the meeting. The Company reserves the right to restrict the speakers at the AGM to only those Members who have registered themselves, depending on the availability of time for the AGM.

  • ii) Post your Question: The Members who wish to post their questions prior to the meeting can do the same by visiting https://emeetings.kfntech.com. Please login through the user id and password provided in the mail received from KFintech. On successful login, select ‘Post Your Question’ option which will open from Tuesday, September 23, 2025 (9:00 a.m.) till Wednesday, September 24, 2025 (5:00 p.m.).

  • iii) 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.kfntech.com (KFintech Website) or contact KFin, at [email protected] or call KFintech’s toll free No. 1-800-309-4001 for any further clarifications.

  • iv) The Members, whose names appear in the Register of Members/ list of Beneficial Owners as on Friday, September 19, 2025, 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.

  • v) In case a person has become a Member of the Company after dispatch of AGM 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: MYEPWD IN12345612345678

    2. Example for CDSL: MYEPWD 1402345612345678

    3. Example for Physical: MYEPWD XXXX1234567890

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  • vi) 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.kfntech.com/ , the member may click “Forgot Password” and enter Folio No. or DP ID Client ID and PAN to generate a password.

  • vii) Members who may require any technical assistance or support before or during the AGM are requested to contact KFintech at toll free number 1-800-309-4001 or write to them at [email protected].

  • viii) The results of the electronic voting shall be declared to the Stock Exchanges after the AGM. The results along with the Scrutinizer’s Report, shall also be placed on the website of the Company.

  • ix) A video guide assisting the members attending e-AGM either as a speaker or participant is available for quick reference at URL https://emeetings.kfntech.com/, under the “How It Works” tab placed on top of the page.

  • x) Members who need technical assistance before or during the e-AGM can contact KFin at [email protected] or Helpline: 1800 309 4001.

  • xi) The results of the electronic voting shall be declared to the Stock Exchanges after the AGM. The results along with the Scrutinizer’s Report, shall also be placed on the website of the Company.

OTHER INSTRUCTIONS:

  • I. Any person holding shares in physical form and non-individual 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 [email protected]. However, if he/ she is already registered with KFin for remote e-Voting then he/she can use his/ her existing User ID and password for casting the vote.

  • II. 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 above.

III. Procedure for Registration of email and Mobile:

Physical shareholders are hereby notified that based on SEBI Circular number: SEBI/HO/MIRSD/MIRSD-PoD-1/P/CIR/2023/37, dated March 16, 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.kfntech.com/clientservices/isc/isrforms.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.
  • c) Through electronic mode with e-sign by following the link: https://ris.kfntech.com/clientservices/isc/isrforms.aspx Detailed FAQ can be found on the link: https://ris.kfntech.com/faq.html

For more information on updating the email and Mobile details for securities held in electronic mode, please reach out to the respective DP(s), where the DEMAT a/c is being held.

IV. Payment of Dividend through electronic mode only for Physical Folios:

SEBI, vide its circular dated November 03, 2021 (subsequently amended by circulars dated December 14, 2021, March 16, 2023 and November 17, 2023) mandated that the security holders (holding securities in physical form), whose folio(s) are not updated with the KYC details (any of the details viz., PAN; Choice of Nomination; Contact Details; Mobile Number and Bank Account Details and signature, if any) shall be eligible for any payment including dividend, interest or redemption in respect of such folios, only through electronic mode with effect from April 01, 2024.

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For the purpose of updation of KYC details against your folio, you are requested to send the details to KFin at: KFin Technologies Limited (Unit: Himatsingka Seide Limited), Selenium Tower-B”, Plot No 31 & 32, Gachibowli, Financial District, Nanakramguda, Serilingampally, Hyderabad - 500 032, Telangana

  • a) Through hard copies which should be self -attested and dated; or

  • b) Through electronic mode, provided that they are sent through E-mail id of the holder registered with KFin and all documents should be electronically/digitally signed by the members and in case of joint holders, by first joint holder; or

  • c) Through web- portal of KFin- https://ris.kfntech.com

Investors can download the following forms & SEBI Circulars, which are also uploaded on the website of the company at https://www.himatsingka.com/investors/shareholder-information?tab=dividend_tab and on the website of Kfin at https://ris.kfntech.com/clientservices/isc/isrforms.aspx

  • a) Form ISR-1 duly filled in along with self-attested supporting documents for updation of KYC details

  • b) Form ISR-2 duly filled in for banker attestation of signature along with Original cancelled cheque with your name(s) printed thereon or self-attested copy of bank passbook/statement

  • c) Form SH-13 for updation of Nomination for the aforesaid folio or ISR-3 for “Opt-out of the Nomination

V.

Application(s) by Registrar and Share Transfer Agent, KFin Technologies Limited

Members are requested to note that as an ongoing endeavor to enhance shareholders experience and leverage new technology, Kfin has developed following applications for members:

Online application for Investor Query: :

Members are hereby notified that KFin, based on the SEBI Circular (SEBI/HO/MIRSD/MIRSD-PoD-1/P/CIR/2023/72) dated Jun 08, 2023, have launched an online application which can be accessed at https://ris.kfntech.com/default.aspx# > Investor Services > Investor Support.

Members are required to register/ signup, using the Name, PAN, Mobile and email ID. Post registration, user can login via OTP and execute activities like, raising Service Request, Query, Complaints, check for status, KYC details, Dividend, Interest, Redemptions, eMeeting and eVoting Details.

Quick link to access the signup page: https://kprism.kfntech.com/signup

 Senior Citizens – Investor support:

As part of KFin’s initiative to enhance the investor experience for Senior Citizens, a Senior Citizens investor cell has been newly formed to assist exclusively the Senior Citizens in redressing their grievances, complaints, and queries. The special cell closely monitors the complaints coming from Senior Citizens through this channel and handholds them at every stage of the service request till closure of the grievance.

The Senior Citizens wishing to avail this service can send the communication with the below details to the email id, [email protected] .

Senior Citizens (above 60 years of age) have to provide the following details:

  • 1) ID proof showing Date of Birth

  • 2) Folio Number

  • 3) Company Name

  • 4) Nature of Grievance

A dedicated Toll-free number for Senior Citizens can also be accessed at 1-800-309-4006 for any queries or information.

 KPRISM Mobile App:

Mobile application for all users to review their portfolio being managed by KFINTECH is available in Play store and App Store. User are requested to download the application and register with the PAN number. Post verification, user can use functionalities like – Check portfolio / holding, check IPO status / Demat / Remat , Track general meeting schedules, download ISR forms , view the live streaming of AGM and contact the RTA with service request, grievance, and query.

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 Online Personal Verification:

In today’s ever-changing dynamic digital landscape, security, foolproof systems and efficiency in identity verification are paramount. We understand the need to protect the interests of you (members) and also comply with KYC standards. Ensuring security and KYC compliance is paramount of importance in today’s remote world. Digital identity verification, using biometrics and digital ID document checks, helps combat fraud, even when individuals aren’t physically present. To counteract common spoofing attempts, we engage in capturing liveness detection and facial comparison technology.

We are excited to announce that KFin has introduced an Online Personal Verification process, based on liveness detection and document verification.

Key Benefits:

  • A fully digital process, only requiring internet access and a device.

  • Effectively reduces fraud for remote and unknown applicants.

  • Supports KYC requirements.

Here’s how it works:

  • I) Users receive a link via email and SMS.

  • II) Users record a video, take a selfie, and capture an image with their PAN card.

III) Facial comparison ensures the user’s identity matches their verified ID (PAN).

 WhatsApp:

Shareholders can use WhatsApp Number: (91) 910 009 4099 to avail bouquet of services.

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