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Intense Technologies Proxy Solicitation & Information Statement 2026

Mar 31, 2026

62219_rns_2026-03-31_3973a95a-3ae2-4a7f-9be1-c89c6eabeb75.pdf

Proxy Solicitation & Information Statement

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Date: March 31, 2026

Ordinary Appointment of Mr. Rajesh Kumar Agarwal (DIN: 08394377) as
a Non-executive Non-Independent Director of the Company
Type of
Resolution
:
Resolution
30, Pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015, we hereby enclose the Notice of the Postal Ballot ('Notice') dated March
2026 for seeking approval of the members the Company for the following matters:
Dear Sir / Madam,
Sub: Notice of Postal Ballot
Scrip Code: 532326 Symbol: INTENTECH;
The Manager,
Corporate Relation Department
BSE Limited
Phiroze Jeejeebhoy Towers
Dalal Street, Fort
Mumbai - 400001
The Manager
Listing Department
National Stock Exchange of India Limited
Exchange Plaza, 5th Floor; Plot No. C/1
G Block, Bandra Kurla Complex, Bandra (East),
Mumbai - 400051
To,
Date: March 31, 2026
Ref: ITL/SE/2025-26/56

Sub: Notice of Postal Ballot

Ref: ITL/SE/2025-26/56
Date: March 31, 2026
Corporate Relation Department
Phiroze Jeejeebhoy Towers
The Manager
Listing Department
National Stock Exchange of India Limited
Exchange Plaza, 5th Floor; Plot No. C/1
G Block, Bandra Kurla Complex, Bandra (East),
Mumbai - 400051
Symbol: INTENTECH;
Regulations, 2015, we hereby enclose the Notice of the Postal Ballot ('Notice') dated March
2026 for seeking approval of the members the Company for the following matters:
:
Resolution
Appointment of Mr. Rajesh Kumar Agarwal (DIN: 08394377) as
a Non-executive Non-Independent Director of the Company
Appointment of Mr. Prithvi Tapadiya (DIN: 11564117) as a Non
executive Independent Director of the Company
Commencement of e-voting In terms of various circulars issued by Ministry of Corporate Affairs, the Notice is being sent
by electronic mode to the members whose mail addresses are registered with the Company/
Depositories and whose names appear in the Register of Members/ list of beneficial owners
maintained by the Company / Depositories as on Friday, 27*t March, 2026 ie. the Cut-Off
Date. Physical Copies of the Notice, Postal Ballot forms etc., is not being sent to the members
for this Postal Ballot. The assent or dissent on the above resolutions can be communicated
by the members through remote e-voting process ('e-voting), within the following period:
9:00 a.m. IST on Wednesday, 1st April, 2026
Sub: Notice of Postal Ballot
Pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements)
Commencement of e-voting 9:00 a.m. IST on Wednesday, 1st April, 2026
End of e-voting 5:00 p.m. IST on Thursday, 30** April, 2026
Result of e-voting On or before Saturday, 024 May, 2026
Intense Technologies Limited
Knowledge City, Raidurg, Hyderabad-500019, India
T: +91 40 45474621
E: [email protected] CIN - L30007TGIS90PLCOTISIO
Our Global Offices : Dubai Florida London
Unit # 01, The Headquarters, 10th floor, Wing B, Orbit by Auro Realty,
: +91 40 27819040

Intense Technologies Limited

The Notice is also being uploaded on the Company's' website, ie. https: //www.inlOstech.com/ , in the investors section, on the website of the Stock Exchanges i.e., BSE Limited and National Stock Exchange of India Limited at www.bseindia.com and www.nseindia.com respectively, and on the website of KFin Technologies Limited, agency providing e-voting services at https://evoting.kfintech.com.

Kindly take note of the same on record.

Thanking you,

Yours Faithfully,

For Intense Technologies Limited

PRATYUSHA Digitally signed by

PODUGU PRATYUSHA Date: 2026.03.31 20:35:39 +05'30'

Pratyusha Podugu

Company Secretary & Compliance Officer

Intense Technologies Limited Unit # 01, The Headquarters, 10th floor, Wing B, Orbit by Auro Realty, a i Knowledge City, Raidurg, Hyderabad-500019, India Nn S T : +91 40 45474621 F: +9140 27819040 E: [email protected] CIN - L30007TGI990PLCO1I510 Our Global Offices : Dubai | Florida | London www.iniOstech.com PODUGU

INTENSE TECHNOLOGIES LIMITED

Registered Office: Unit #01, The Headquarters, 10th Floor, Wing B, Orbit by Auro Realty, Knowledge City, Raidurg, RR District, Hyderabad - 500019. CIN: L30007TG1990PLC011510 NOTICE OF POSTAL BALLOT

T- +91 40 45474621, F: +91 40 27819040, E: [email protected] web: https: / /www.in10stech.com /

Pursuant to Sec 110 of Companies Act, 2013, read with rules 22 of Companies (Management and Administration) Rules, 2014

Dear Members,

Notice is hereby given to the Members of Intense Technologies Limited ("the Company'), pursuant to section 108 and 110 of the Companies Act, 2013 (including any statutory modifications or re-enactment thereof for time being in force) ("the Act"), read with Rule 20 and 22 of the Companies (Management and Administration) Rules, 2014 as amended ("the Rules') and in accordance with the guidelines as prescribed by the Ministry of Corporate Affairs ("MCA") for holding of general meeting/postal ballot process through e-voting vide the General Circular No. 09/2024 dated 19th September, 2024 and other applicable circulars issued by the Ministry of Corporate Affairs ("MCA _ Circulars"), Circular No. SEBI/HO/CFD/CFD-PoD-2/P/CIR/2024/133 dated 3rd October 2024 issued by Securities and Exchange Board of India ("SEBI") and Regulation 44 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, ("LODR Regulations"), Secretarial Standard on General Meetings issued by the Institute of Company Secretaries of India ("SS-2") 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 and as amended from time to time), that the resolution as set out in this Notice is proposed for consideration by the Members of the Company for passing through Postal Ballot by way of voting through electronic means only.

An Explanatory Statement pursuant to Section 102, 110, and other applicable provisions, if any, of the Act, pertaining to the said resolutions setting out the material facts and the reasons thereof is annexed to the Postal Ballot Notice ("Notice"), for your consideration.

The Board has appointed Mr. Puttaparthi Jaganatham, Corporate Advocate, as the scrutinizer ("Scrutinizer") for conducting the Postal Ballot/e-voting process in a fair and transparent manner. In compliance with Regulation 44 of the Listing Regulations and pursuant to the provisions of Sections 108 and 110 of Act read with the rules framed thereunder and the MCA Circulars, the manner of voting on the proposed resolutions is restricted only to e-voting i.e. by casting votes electronically instead of submitting postal ballot forms. Accordingly, the Notice and instructions for e-voting are being sent only through electronic mode only to those Members whose email address is registered with the Company/ Depository Participants(s)/ Kfin

Technologies Limited ("RTA"). Those Members who have not yet registered their e-mail address are requested to register the same by following the procedure set out in the Notice.

The e-voting period commences at 09:00 a.m. (IST) on Wednesday, April 01, 2026, and ends at 05:00 p.m. (IST) on Thursday, April 30, 2026. Members desiring to exercise their vote through the e-voting process are requested to carefully read the instructions indicated in the Notice and record their assent (FOR) or dissent (AGAINST) by following the procedure as stated in the notes forming part of the Notice not later than 5:00 p.m. (IST) on April 30, 2026. The e-voting facility will be disabled by Kfin Technologies Limited immediately after that and will not be allowed beyond the said date and time. The Scrutinizer will submit a report to the Chairman of the Company or any other person authorized by the Chairman, and the result of the e-voting by the Postal Ballot will be announced within 2 (Two) working days from the conclusion of the evoting.

The result declared along with the Scrutinizer's report shall be communicated in the manner provided in the Notice. The last date of e-voting i.e. April 30, 2026, shall be the date on which the resolutions would be deemed to have been passed, if approved by the requisite majority. The Board of Directors of the Company recommends approval of the Members for the Resolutions appended below.

SPECIAL BUSINESS

Item No. 1

Appointment of Mr. Rajesh Kumar Agarwal (DIN: 08394377) as a Non-executive Non-Independent Director of the Company

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

"RESOLVED THAT in terms of the recommendation of the Nomination and Remuneration Committee and approval of the Board of Directors and pursuant to the provisions of Sections 149, 152, 161 of the Companies Act, 2013 (the Act) read with other applicable rules as amended, Regulation 17 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and other applicable laws and pursuant to the provisions of the Articles of Association of the Company, Mr. Rajesh Kumar Agarwal (DIN: 08394377), who was appointed by the Board of Directors as an Additional Director of the Company in the category of Non-Executive Non-Independent Director w.e.f. March 20, 2026 and who is eligible for appointment and has given his consent to act as Director of the Company and in respect of whom the Company has received a notice in writing from the member under Section 160(1) of the Act proposing his candidature for the office of Director of the Company, be and is hereby appointed as the Non-Executive Non-Independent Director, liable to retire by rotation.

RESOLVED FURTHER THAT the Board of Directors (including any Committee thereof) or Company Secretary and/or any person authorised by the Board, be and is hereby authorised, severally, to do all such acts, deeds, matters and things, as may be considered necessary, desirable and expedient to give effect to this Resolution."

Item No. 2

Appointment of Mr. Prithvi Tapadiya (DIN: 11564117) as a Non-executive Independent Director of the Company

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

"RESOLVED THAT pursuant to the provisions of Sections 149, 150 and 152 read with Schedule IV and other applicable provisions, if any, of the Companies Act, 2013 ("Act") and the Companies (Appointment and Qualification of Directors) Rules, 2014("Rules') including any statutory modification(s) or re-enactment thereof for the time being in force and the applicable provisions of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("SEBI Listing Regulations"), as amended, Mr. Prithvi Tapadiya (DIN: 11564117), who was appointed as an Additional Director in the category of Non-Executive Independent Director of the company w.e.f. March 20, 2026, by the Board of Directors of the Company on the recommendation of Nomination and Remuneration Committee, pursuant to Section 161(1) of the Companies Act, 2013 and the Articles of Association of the Company and being eligible for appointment has submitted a declaration that he meets the criteria for independence as provided in Section 149(6) of the Act read with the rules framed thereunder and Regulation 16(1)(b) of SEBI Listing Regulations and in respect of whom the Company has received notice in writing under Section 160(1) of the Act, from a member proposing his candidature for the office of an Independent Director, be and is hereby appointed as a Non- Executive Independent Director of the Company, to hold office for a term of 5 (Five) consecutive years with effect from March 20, 2026 to March 19, 2031 and not liable to retire by rotation."

RESOLVED FURTHER THAT the Board of Directors (including any Committee thereof) or Company Secretary and/or any person authorised by the Board, be and is hereby authorised, severally, to do all such acts, deeds, matters and things, as may be considered necessary, desirable and expedient to give effect to this Resolution."

NOTES:

    1. The Explanatory Statement pursuant to Section 102 read with Section 110 of the Companies Act, 2013 ("the Act") setting out the material facts and reasons in respect of the resolution as set out above, is annexed hereto and forms part of this Notice.
    1. Pursuant to the provisions of Sections 108 and 110 of the Act read with the Rules made thereunder and General Circular No. 09/2024 dated 19th September, 2024, other Circulars issued by the Ministry of Corporate Affairs ("MCA") from time to time, and Circular No. SEBI/HO/CFD/CFD-PoD-2/P/CIR/2024/133 dated 3rd October, 2024 issued by the Securities and Exchange Board of India ("SEBI") ("the Circulars"), companies have an option to seek the approval of the Members through Postal Ballot (via remote e-voting) for the abovementioned resolution, instead of getting the same passed at a General Meeting. Accordingly, if the resolution is approved by the Members through Postal Ballot via remote e-voting, it shall be deemed to have been passed as if the same has been passed at a General Meeting of the Members convened in this regard.

3. Dispatch of Postal Ballot Notice through electronic mode

In accordance with the provisions of the circulars, this Notice is being sent through email only to Members whose email IDs are registered with KFin Technologies Limited ("KFin"), Registrar and Share Transfer Agent ("RTA") of the Company, National Securities Depository Limited ("NSDL") and / or Central Depository Services (India) Limited ("CDSL") (collectively referred to as Depositories or

NSDL / CDSL) as at close of business hours on Friday, 27th March, 2026, ("cut-off date"). As per the 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. In respect of those members who have not registered their e-mail IDs, the Company has mentioned the documents to be provided to KFin hereunder. www.nseindia.com respectively and on the website of KFin at https: / /evoting.kfintech.com

Members may note that the Notice will be available on the Company's website https: //www.inlOstech.com/Investors, website of the Stock Exchanges i.e. BSE Limited ("BSE") and the National Stock Exchange of India Limited ("NSE") at www.bseindia.com and

4. Registration of e-mail ID

Members who have not registered their email IDs are requested to do so at the earliest. Members holding shares in:

  • Electronic mode can register their email ID by contacting their respective Depository Participant(s) ("DP").
  • Physical mode can register their email ID with the Company or KFin. Requests can be emailed to [email protected] or [email protected] or by registering with the first holder PAN at https://kprism.kfintech.com/signup. Existing users can login through KPRISM (https://kprism.kfintech.com/). All updations to be done through ISR Forms only.
    1. Members whose names appears in the Register of Members / List of Beneficial Owners as on the cut-off date only i.e., 27*» March, 2026 shall be entitled to vote on the resolution set out in this Notice. A person who is not a Member as on the cut-off date should treat this Notice for information purpose only.
    1. Instructions for remote e-voting
  • i. In compliance with the provisions of Sections 108 and110 of the Act read with the Rules as amended and Regulation 44 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("Listing Regulations"), as amended from time to time, the Company is providing facility to the Members to exercise voting through electronic voting system ("remote e-voting") on the e-voting platform provided by KFin. The Members may cast their votes remotely, using remote e-voting only on the dates mentioned hereunder. The instructions for remote e-voting forms part of this Notice.

. Facility to exercise vote through remote e-voting will be available during the following period: Commencement of Remote e-voting End of Remote e-voting

1st April, 2026 30' April, 2026
  • The remote e-voting module shall be disabled by KFin for voting thereafter. Once the vote on a resolution is cast by the Member, the Member shall not be allowed to change it subsequently or cast the vote again.
  • . During the above period, Members of the Company holding shares either in physical form or in dematerialised form, as on 27' March, 2026, i.e., cut-off date, may cast their vote by remote e-voting.
  • Mr. Puttaparthi Jagannatham, Corporate advocate, is appointed as the Scrutinizer for conducting the Postal Ballot only through remote e-voting process in a fair and transparent manner. The Scrutinizer's decision on the validity of remote e-voting will be final.
  • Vi. The process and manner for remote e-voting is as under:
  • a. In compliance with the provisions of Section 108 of the Act, Rule 20 of the Companies (Management and Administration) Rules, 2014, as amended from time to time, Regulation 44 of the Listing Regulations read with SEBI circular no. SEBI/HO/CFD/CMD/CIR/P/2020/242 dated 9th December, 2020 relating to 'e-voting Facility Provided by Listed Entities' ("SEBI evoting Circular") the Members are provided with the facility to cast their vote electronically, through the remote e-voting services provided by KFin, on the resolutions set forth in this Notice. The instructions for remote e-voting are given herein below.
  • b. E-voting process has been enabled for 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.
  • c. 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. Members are advised to update their mobile number and e-mail ID with their DPs to access e-voting facility.
  • d. The process and manner of remote e-voting is explained below:
    • i. | Access to Depositories e-voting system in case of individual Members holding shares in demat mode.
    • ii. Access to KFin e-voting system in case of Members holding shares in physical and non-individual Members in demat mode.

I. Access to Depositories e-voting system in case of individual Members holding shares in demat mode.

Type of Member Login
Members
Individual
For OTP based login you can click
holding securities in on https: / /eservices.nsdl.com /SecureWeb/ evoting/evotinglo
demat
mode
with
_
gin.jsp. You will have to enter your 8-digit DP ID,8-digit
NSDL Client Id, PAN No., Verification code and generate OTP. Enter
the OTP received on registered email id/mobile number and
click on login. After successful authentication, you will be
redirected to NSDL Depository site wherein you can see e
Voting page. Click on the company name or e-Voting service
provider name and you will be re-directed to e-Voting service
provider website for casting your vote during the remote e
Voting period or joining virtual meeting & voting during the
meeting.
Existing Internet-based Demat Account Statement ("IDeAS")
facility Users:
Visit the e-services website of NSDL
i. https: //eservices.nsdl.com
either on a personal
computer or on a mobile.
ii. On the e-services home page click on the "Beneficial
Owner" icon under "Login" which is available under
TDeAS' section. Thereafter enter the existing user id and
password.
iii. After successful authentication, Members will be able to
see
e-voting services under 'Value Added Services'. Please
click on "Access to e-voting" under e-voting services,
after which the
e-voting page will be displayed.
Click on company name i.e. 'Intense Technologies
iv. Limited' or ESP i.e. KFin.
Members will be re-directed to KFin's website for casting
v. their vote during the remote e-voting period.
3. Those not registered under IDeAS:
i. Visit https://eservices.nsdl.com for registering.
ii. Select "Register Online for IDeAS Portal" or click at
https: / /eservices.nsdl.com/SecureWeb/IdeasDirectReg.j
sp
iii. Visit the e-voting website of NSDL
https: //www.evoting.nsdl.com.
iv. Once the home page of e-voting system is launched, click
on the icon "Login" which is available under 'Shareholder
/ Member' section. A new screen will open.
Members will have to enter their User ID (i.e. the sixteen
v. digit demat account number held with NSDL), password
/ OTP and a verification code as shown on the screen.
vi. After successful authentication, Members will be
redirected to NSDL Depository site wherein they can see
e-voting page.
vii. Click on company name i.e Intense Technologies Limited
or ESP name i.e KFin after which the Member will be

Type of Member Login Method
Individual . Existing user who have opted for Electronic Access To
Securities
Information ("Easi/ Easiest") facility:
Members
holding
securities
https: //web.cdslindia.com /myeasitoken /Home/Login
Visit
or
in
demat mode with
i.
www.cdslindia.com.
CDSL li. Click on New System Myeasi.
iii. Login to Myeasi option under quick login.
iv. Login with the registered user ID and password.
Members will be able to view the e-voting Menu.
v.
Menu will
vi.The
have
of KFin
and will
e-voting
links
portal
be
redirected to the e-voting page of KFin to cast their vote without
any further authentication.
. User not registered for Easi/ Easiest
Visit
i.
https: / /web.cdslindia.com /myeasi/ Registration /EasiRegistratio
n for registering.
ii. Proceed to complete registration using the DP ID, Client ID (BO
ID), etc.
iii. After successful registration, please follow the steps given in point
no. 1 above to cast your vote.
. Alternatively, by directly accessing the e-voting website of CDSL
Visit www.cdslindia.com.
i.
Provide demat account number and PAN.
ii.
iii. System
OTP
authenticate
sending
user
registered
by
on
will
mobile and email as recorded in the demat Account.
After successful authentication, please enter the e-voting module
iv.
of CDSL. Click on the e-voting link available against the name of
the Company, viz. 'Intense Technologies Limited' or select KFin.
Members will be re-directed to the e-voting page of KFin to cast
v.
their vote without any further authentication.
Individual Members can also login using the login credentials of their demat
Members
login
account through their DPs registered with the Depositories for e
through
their
voting facility.
Once logged-in, Members will be able to view e-voting option.
demat accounts / iii. Upon clicking on e-voting option, Members will be redirected to the
website of DPs NSDL / CDSL website after successful authentication, wherein they
will be able to view the e-voting feature.
. Click on options available against 'Intense Technologies Limited' or
'KFin'.
Members will be redirected to e-voting website of KFin for casting
V.
their vote during the remote e-voting period without any further

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.

Login type Helpdesk details
Securities held NSDL
helpdesk
sending
contact
request
Please
by
at
a
with NSDL [email protected] or call at toll free no.:
102 0990 and 1800 22
1800
4430
Securities held
with CDSL
CDSL
helpdesk
sending
contact
request
Please
by
at
a_
022-23058738
[email protected]
contact
or
at
or
022-23058542-43
Access to KFin e-voting system in case of members holding shares in physical and non
individual members in demat mode.
Members whose e-mail IDs are registered with the Company / DPs, will receive an e-mail
from Number
USER
KFin which will include
details of E-Voting
Event
(EVEN),
and
ID
password. They will have to follow the following process:
Launch internet browser by typing the URL: https://emeetings.kfintech.com.
  • Launch internet browser by typing the URL: https://emeetings.kfintech.com.
  • Enter the login credentials (i.e., User ID and password). In case of physical folio, User ID will be EVEN (E-Voting Event Number) 9498, 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.
  • After entering these details appropriately, click on "LOGIN".
  • 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, e-mail 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.
  • You need to login again with the new credentials.
  • Vi. On successful login, the system will prompt you to select the "EVEN" i.e., Intense Technologies Limited' and click on "Submit"
  • Vil. 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.
  • Viil. Members holding multiple folios/demat accounts shall choose the voting process separately for each folio/ demat accounts.
  • In case you do not desire to cast your vote, it will be treated as abstained.
  • 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, 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.

General Guidelines for Members:

    1. Institutional members (i.e. other than individuals, HUF, NRI etc.) are required to send scanned copy (PDF/JPG Format) of the relevant Board Resolution / Authority letter etc. with attested specimen signatures of the duly authorised signatory(ies) who are authorised to vote on their behalf. The documents should be emailed to [email protected] with the subject line "Intense Technologies Limited 1st Postal Ballot 2025-26". Explanatory Statement pursuant to Sections 102 and 110 of Companies Act, 2013
    1. Incase of any query and/ or assistance required, Members may refer to the Help & Frequently Asked Questions ("FAQs") available at the download section of https: / /evoting.kfintech.com or contact KFin at the email ID [email protected] or call KFin's toll free No.: 1800 309 4001 for any further clarifications/ technical assistance that may be required.

Item No.1

The Board of Directors of the Company, based on the recommendation of the Nomination and Remuneration Committee ("NRC") and subject to the approval of shareholders, appointed Mr. Rajesh Kumar Agarwal (DIN 08394377) as an Additional Director under category Non-Executive Non-Independent Director w.e.f. March 20, 2026, liable to retire by rotation. In terms of Section 161 of the Act, an Additional Director shall hold office up to the date of the next annual general meeting or the last date on which the annual general meeting should have been held, whichever is earlier. Further, in terms of Regulation 17(1C) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, listed entity shall ensure that approval of Members for appointment of a person on the Board of Directors is taken at the next general meeting or within a time period of three months from the date of appointment, whichever is earlier.

The Company has received a notice under Section 160 of the Act from a Member proposing the candidature of his appointment as a Director of the Company.

Name of the Director Mr. Rajesh Kumar Agarwal
Director Identification Number 08394377
Date of Birth 26.06.1960
Nationality Indian
Profile / Qualifications & Experience Kumar
Agarwal
Rajesh
highly
Mr.
is
a
«
accomplished
business
leader
with
over
decades
diverse
four
rich
of
and_
experience
finance,
strategy,
and
in
global operations.
He is a Chartered Accountant from
the
*
Institute of Chartered Accountants of India
and
leadership
(1983)
has
senior
held
reputed
multinational
positions
across
organizations.
He previously served as Chief Executive
¢
Officer of Woco Tech India,. Prior to this,
Motherson
was
associated
with
he
the
Group as Chief Financial Officer, playing
a pivotal role in supporting global business

Additional Disclosures as required under Regulation 36(3) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and Secretarial Standards-2 are as under:

Terms and Conditions of Appointment expansion,
restructuring
international
cross-border
operations,
and
executing
acquisitions, particularly across Europe.
Earlier in his career, he served as CFO of
°
Woco Motherson Joint Venture, where he
was
instrumental
setting
up
in
manufacturing
and
India
facilities
in
overseas (UAE) and strengthening financial
and operational frameworks.
Mr. Agarwal is currently serving as Director
«
companies,
Boards
multiple
on
the
of
Quatro
including
and
Services
Projects
and
valuable
Limited,
brings
Private
insights in financial services, consulting,
and international business practices.
known
result-oriented
He
his
for
is
*
approach, strong analytical capabilities,
and leadership in driving organizational
transformation.
exposure and
His global
strategic perspective make him a valuable
addition to the Board.
Appointment as Non-Executive Non-Independent
Remuneration Proposed to be paid Director, liable to retire by rotation
Will be entitled to Sitting Fees for Board and
Committee Meetings of the Company as approved
by the Members of the Company.
List of Directorships held in other
Companies
Quatro Projects and services Private Limited,
Yudiz Solutions Limited, Sea Hawk Travels
Private Limited
which
has Nil
from
Director
Listed
entities
the
resigned in the past three years
Chairman/Member of the
Committees of the -
companies
Boards
which
other
he
of
in
is
Director
Shareholding in the Company
Relationship with Other Directors, Manager and
Nil
Not related to any Director / Key Managerial
Managerial
Personnel
Key
other
the
of
Company.
Personnel

Whilst considering the appointment of Mr. Director, the NRC and the Rajesh Kumar Agarwal (DIN 08394377) as a

Board reviewed and confirmed that:

¢ He is a fit and proper person to be appointed as a Director of the Company.

¢ He is not disqualified from being appointed as a Director of the Company, in terms of Section 164 of the Act and has given his consent to act as a Director of the Company. In the opinion of the Board, he fulfils the conditions relating to his appointment as prescribed under the relevant provisions of the Act, the relevant rules notified thereunder, the SEBI Listing Regulations, in this regard from time to time.

¢ He is not debarred from holding the office of Director by virtue of any order by SEBI or any other authority; and

e He has the requisite qualification, skills, experience and expertise in functional areas viz. Business finance, strategy and business transformation.

Mr. Rajesh Kumar is not related to any other Director or Key Managerial Personnel and shall be liable to retire by rotation.

Except Mr. Dhiman Gupta and/or his relatives, no other Director, Key Managerial Personnel or their respective relatives are, in any way, concerned or interested, financially or otherwise, in the said resolution.

The Board recommends the Ordinary Resolution as set out in Item No. 1 of the Notice of Postal Ballot for the approval of the Members.

Item No.2

With a view to broad base the Board with respect to composition of Board of Directors of the Company, the Board at its Meeting held on March 20, 2026, on the recommendations of the Nomination and Remuneration Committee, inducted Mr. Prithvi Tapadiya (DIN: 11564117), as an Additional Director in the category of Non- Executive Independent Director of the Company for a term of 5 (five) consecutive years w.e.f. March 20, 2026, subject to the approval of shareholders of the Company. Mr. Prithvi Tapadiya (DIN: 11564117) has submitted a declaration that he meets the criteria for independence as provided in Section 149(6) of the Companies Act,2013 along with the rules framed thereunder and Regulation 16(1)(b) of SEBI Listing Regulations. The Company has received notice in writing from a member under Section 160 of the Companies Act, 2013 proposing the candidature of Mr. Prithvi Tapadiya (DIN: 11564117) as a Non-Executive Independent Director of the Company.

Mr. Prithvi Tapadiya (DIN: 11564117) aged about 25 years, is a B.Tech graduate from Vellore Institute of Technology, Tamil Nadu, in Computer Science and a practicing software developer with experience in the IT industry, bringing strong expertise in software development and emerging technologies. Currently working as a Software Developer Engineer with Alvara Technologies Limited. As a young professional, he offer a contemporary perspective on digital transformation, technology governance, and innovation. He seek to contribute as an Independent Director by providing objective oversight and supporting ethical governance and long-term value creation.

In compliance with Listing Regulations and Secretarial Standards-2 on General Meetings, the brief resume of Mr. Prithvi Tapadiya (DIN: 11564117) is separately annexed and forming part of this notice.

The Board considers that association of Mr. Prithvi Tapadiya (DIN: 11564117) as a Non-Executive Independent Director would be of immense benefit to the Company. In the opinion of the Board, Mr. Prithvi Tapadiya (DIN: 11564117) fulfills the conditions for his appointment as an Independent Director as specified in the Companies Act, 2013 and SEBI (Listing Obligation & Disclosure Requirements) Regulation, 2015 as amended from time to time.

Information of individuals seeking appointment as an Non-Executive Independent Directors as per Companies Act, 2013 & the SEBI (Listing Obligations and Requirements) Regulations, 2015 and Secretarial Standard-2:

Name of the Director Mr. Prithvi Tapadiya
Director Identification Number 11564117
Date of Birth 15.09.1999
Nationality Indian
Profile / Qualifications & Experience AB.Tech graduate from Vellore Institute of
«
Computer
Technology
Science
and
in
a
practicing
software
developer
with
experience
industry,
bringing
the
IT
in
development
software
strong
expertise
in
and emerging technologies.
Currently working as a Software Developer
¢
Engineer with Alvara Technologies Limited.
young
professional,
As
they
offer
a
a
«
contemporary
perspective
on _
digital
transformation, technology governance, and
innovation. They seek to contribute as an
Independent Director by providing objective
and
supporting
oversight
ethical
Terms and Conditions of Appointment governance and long-term value creation.
As mentioned in the letter of appointment as an
Independent Director for first term of 5 years
effective from 20th March, 2026.
Remuneration Proposed to be paid Will be entitled to Sitting Fees for Board and
Committee Meetings of the Company as approved
by the Members of the Company.
List of Directorships held in other
Companies
Nil
which
Director
has Nil
Listed
from
entities
the
resigned in the past three years
Chairman/Member of the
Committees of the Nil
companies
Boards
which
other
he
of
in
is
Director
Shareholding in the Company
Relationship with Other Directors, Manager and Not related to any Director / Key Managerial
Managerial
Personnel
other
Key
of
Company.
Nil
the Personnel

A copy of the draft letter of appointment Mr. Prithvi Tapadiya (DIN: 11564117) has been uploaded on the website of the company at www.in1lO0stech.com and available for inspection.

Save and except the appointee, none of the other Directors / Key Managerial Personnel of the Company / their relatives are, in any way, concerned or interested, financially or otherwise, in the resolution set out at Item No.2 of the Notice.

The Board recommends the Special Resolution set out at Item No.2 of the Notice for approval by the shareholders.

By Order of the Board of Directors

Sd/- Pratyusha Podugu Company Secretary & Compliance Officer M. No: ACS-7 1069

Date: March 30, 2026 Place: Hyderabad

Registered Office: Unit # 01, The Headquarters, 10' floor, Wing B,

Orbit by Auro Realty, Knowledge City, Raidurg, RR district, Hyderabad - 500019, Telangana