Kapston Services Limited — Proxy Solicitation & Information Statement 2026

Mar 17, 2026

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March 17, 2026

To

The Listing Department, National Stock Exchange of India Limited, Exchange Plaza, C-1, Block G, Bandra Kurla Complex, Bandra (E), Mumbai- 400051.

SYMBOL: KAPSTON

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Dear Sir/Madam,

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Sub: Intimation under Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("Listing Regulations") - Notice of Postal Ballot.

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With reference to above and pursuant to Regulation 30 of the listing regulations, we enclose herewith the copy of postal ballot notice dated February 06, 2026, along with the explanatory statement pursuant to the applicable provisions of the Companies Act, 2013 read with the Listing Regulations (“Notice”) for seeking approval of the Members of the Company.

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The notice is being sent only through electronic mode to those members whose names appear in the register of members/list of beneficial owners maintained by the Depositories as on March 13, 2026 (“Cut-off date”) and whose e-mail addresses are registered with the Depositories/ RTA.

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The remote e-voting facility commences from March 18, 2026, at 09:00 a.m. (IST) and will end on April 16, 2026, at 5:00 p.m. (IST). The e-voting system shall be disabled thereafter. The instructions for remote e-voting are provided in the notice. The copy of notice is also available on the websites of the Company at www.kapstonservices.com and Bigshare Services Private Limited at www.bigshareonline.com.

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Kindly take the above information on record and acknowledge the receipt.

Thanking you, Yours faithfully, For Kapston Services Limited

Srikanth Digitally signed by Srikanth Kodali Kodali Date: 2026.03.17 11:20:37 +05'30' Srikanth Kodali Managing Director DIN: 02464623

K A P S T O N S E R V I C E S L I M I T E D

REGISTERED OFFICE: # 287, MIG – 2, IX Phase, KPHB, Hyderabad, Telangana - 500 072, Ph: 98487 78241 CORPORATE OFFICE: Plot # 75, Kavuri Hills, Madhapur, Hyderabad, Telangana - 500034, Ph: 98487 78243 Control Room: +91 96 4050 4050 (24X7) Emai l : info@kapstonservices.com Website: www.kapstonservices.com

CIN. No. L15400TG2009PLC062658

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KAPSTON SERVICES LIMITED

Corporate Identity Number (CIN): L15400TG2009PLC062658

Registered Office : Plot No.287, MIG-2, IX Phase, KPHB, Kukatpally Hyderabad, TG -500072. Corporate Office : Plot No. 75, Kavuri Hills, Madhapur, Hyderabad, Telangana – 500034. Website : www.kapstonservices.com, email : cs@kapstonservices.com Contact Details : +91 96 4050 4050

POSTAL BALLOT NOTICE

[Notice issued to members pursuant to Section 108 and Section 110 of the Companies Act, 2013, read with rules made thereunder]

VOTING STARTS ON	VOTING ENDS ON
Wednesday, March 18, 2026 at 09:00 Hours(IST)	Thursday, April 16, 2026 at 17:00 Hours(IST)

Dear Member(s),

Notice is hereby given pursuant to and in compliance with the provisions of Sections 108, 110 and other applicable provisions, if any, of the Companies Act, 2013 (“the Act”), Rules 20 and 22 of the Companies (Management and Administration) Rules, 2014 (“the Rules”) read with the General Circular Nos. 14/2020 dated April 8, 2020, 17/2020 dated April 13, 2020, and 09/2023 dated September 25, 2023, issued by the Ministry of Corporate Affairs (“MCA Circulars”), the Secretarial Standard on General Meetings issued by the Institute of Company Secretaries of India (“SS-2”), Regulation 44 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“Listing Regulations”) (including any statutory modification or reenactment thereof for the time being in force, and as amended from time to time), and pursuant to other applicable laws and regulations, that the resolutions appended below are proposed for approval of the shareholders of the Company through postal ballot by remote e-voting process (“e-voting”). In compliance with the MCA Circulars, this Postal Ballot Notice is being sent only through electronic mode to those members whose email addresses are registered with the Company/ Depository Participants and whose names appear on the Register of Members as of March 13, 2026 (“Cut-Off Date”). A member whose e-mail address is not registered with the Company/ Depository Participants, may please follow the process provided in the notes to the Postal Ballot Notice hereto to receive this Notice and login ID and password for remote e- voting. The communication of members assent or dissent would only take place through the e-voting system. Accordingly, the Company is pleased to provide remote e-voting facility to all its members to cast their votes electronically. Members are requested to follow the procedure and read the instructions as stated in the Notes of the Postal Ballot Notice to cast their vote electronically not later than 05:00 P.M. (IST), April 16, 2026 , i.e., the last day to cast their vote electronically, to be eligible for being considered.

Pursuant to Rule 22(5) of the Companies (Management and Administration) Rules, 2014, the Board of Directors has appointed Mr. D.S. Rao (ACS 12394; CP NO: 14487 ) Practicing Company Secretary, Hyderabad as the Scrutinizer for conducting the postal ballot through the e-voting process fair and transparently, and he has communicated his willingness to be appointed and will be available for the said purpose. The scrutinizer's decision on the validity of the Postal Ballot shall be final.

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The Company has engaged Bigshare Services Pvt Ltd (‘Bigshare’) as the agency to provide e- voting facility. After the completion of scrutiny, the Scrutinizer will submit his report to the Chairperson of the Company, or any other person authorized by him. The results of e-voting will be announced within two working days from conclusion of last day polling of postal ballot, and will be displayed on the Company’s website, www.kapstonservices.com and on the website of the e-Voting agency i.e., Bigshare Services Private Limited, at https://ivote.bigshareonline.com and the same will be communicated to the Stock Exchange, i.e., National Stock Exchange of India Limited (NSE).

The proposed resolutions, if approved, will be taken as having duly passed on the last date specified for e-voting by the requisite majority of members by means of Postal Ballot i.e., April 16, 2026 .

SPECIAL BUSINESS

1. TO CONSIDER THE RECOMMENDATIONS OF NOMINATION AND REMUNERATION COMMITTEE IN RELATION TO RE-APPOINTMENT OF MR. SRIKANTH KODALI AS THE MANAGING DIRECTOR ON REVISED REMUNERATION:

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

“ RESOLVED THAT in supersession of earlier resolution passed by the Shareholders on September 25, 2023 and pursuant to the provisions of sections 196, 197, and 203 read with Schedule V and other applicable provisions, if any, of the Companies Act, 2013 (Act), and rules made thereunder, Pursuant to Regulation 17 and applicable provisions/regulations of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, (“the LODR Regulations”) and upon recommendation and approval of Nomination and Remuneration Committee (NRC), Audit Committee (AC), and that of the Board, the consent of the members be and is hereby accorded for the re-appointment of Mr. Srikanth Kodali (DIN 02464623) as Managing Director for a period of 3 (Three) years with effect from February 06, 2026 at an annual Remuneration of Rs.3,60,00,000 (Three Crore Sixty Lakhs) and on the terms and conditions as stated hereunder or mutually agreed between the Board and Managing Director from time to time.”

RESOLVED FURTHER THAT the above remuneration shall be maximum monetary limit and the Board of Directors be and is hereby authorized to fix and revise the remuneration, as it deems fit and proper from time to time.”

RESOLVED FURTHER THAT Mr.Srikanth Kodali during his tenure as Managing Director is also entitled for the following:

• i) Reimbursement of Expenses: Reimbursement of reasonable expenses actual and properly incurred in connection with the business of the Company.

• ii) He will be provided chauffeur driven car, driver mobile and telephone at residence to carry out his responsibilities. The provisions of car, driver and telephone will not be considered as perquisites.

RESOLVED FURTHER THAT where in any financial year during the currency of the tenure of Mr. Srikanth Kodali, Managing Director (DIN: 02464623), the Company has no profits or its profits are inadequate, the remuneration as stated above will be passed as minimum remuneration and Mr.

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Srikanth Kodali is not entitled for any sitting or for any other fee except the remuneration as stated above, during his tenure of office as Managing Director.”

RESOLVED FURTHER THAT Mr. Srikanth Kodali, being Managing Director be and is hereby entrusted with all the powers of management of the affairs of the Company during his tenure of office and responsible for day today affairs and management.”

RESOLVED FURTHER THAT any of the Directors of the Company be and are hereby authorized, on behalf of the Company, to do all such acts, deeds and things and execute all such documents, instruments and writings and filing of necessary forms with the concerned Registrar of Companies as may be required to give effect to the aforesaid resolution.”

By the Order of the Board of Directors for Kapston Services Limited

Place: Hyderabad Date: February 06, 2026

Sd/-

Srikanth Kodali Managing Director DIN: 02464623

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NOTES:

1. The Explanatory Statement pursuant to Section 102(1) of the Companies Act, 2013, read with section 110 and other applicable provisions, if any, of the Act read with the rules framed thereunder, concerning the Special Business in respect of items set out above, is annexed hereto and forms part of this notice.

2. In terms of Section 110 of the Companies Act, 2013, read with Rules 20 and 22 of Companies (Management and Administration) Rules, 2014, the business set out in the notice above is sought to be passed by Postal Ballot.

3. The Board of Directors has appointed Mr. D.S. Rao, Practicing Company Secretary (C.P.No.14487 ), as a Scrutinizer to scrutinize the postal ballot process in a fair and transparent manner, and he has expressed his willingness and will be available for the said purpose. The Scrutinizer's decision on the validity of the Postal Ballot shall be final.

4. The Postal Ballot Notice is being sent only by e-mail to those members who have registered their e-mail address with their Depository Participant(s) (‘DPs’) or with Big share Services Private Limited, Registrar and Share Transfer Agent of the Company (‘Bigshare’) and whose names appear in the Register of Members/List of Beneficial Owners as received from Depositories, i.e. National Securities Depository Limited(‘NSDL’)/Central Depository Services (India) Limited (‘CDSL’) as on March 13, 2026 (‘Cut-off date’) in accordance with the provisions of the Companies Act, 2013, read with Rules made thereunder and, General Circular Nos. 09/2023 dated September 25, 2023, 11/2022 dated December 28, 2022, General Circular No. 03/2022 dated May 5, 2022, General circular No 20/2021, 10/2021, 39/2020, 33/2020, 22/2020, 17/2020 and 14/2020, dated December 08, 2021, June 23, 2021, December 31, 2020, September 28, 2020, June 15, 2020, April 13, 2020, and April 08, 2020, respectively, issued by the Ministry of Corporate Affairs, Government of India (‘MCA Circulars’). In accordance with the aforesaid MCA Circulars, a physical copy of the Notice, Postal Ballot Form, and pre-paid business reply envelope will not be sent to the Members for this Postal Ballot. The communication of member’s assent or dissent would take place through the process of remote e-Voting only. A person who is not a member on the cut-off date should treat this Notice of Postal Ballot for information purposes only.

5. A member cannot exercise his vote by proxy on the Postal Ballot. Voting rights of a Member/ Beneficial Owner (in case of electronic shareholding) shall be in proportion to his/her/its shareholding in the paid-up equity share capital of the Company as on the Cut-Off Date.

6. In terms of Sections 108, 110 and other applicable provisions of the Companies Act, 2013, as amended, read together with the Companies (Management and Administration) Rules, 2014 and in compliance with Regulation 44 of the SEBI Listing Regulations read with circular of SEBI on e-Voting Facility provided by Listed Entities, dated December 9, 2020, SS-2 and amendments thereto, the Company is pleased to offer remote e-Voting facility to all the Members of the Company. The Company has appointed Bigshare Services Pvt Ltd to facilitate remote e-Voting, enabling the Members to cast their votes electronically (hereinafter referred to as the ‘remote e- Voting’). The instructions for e-voting are provided in this Postal Ballot Notice, which the members are requested to read carefully before casting their vote.

7. The portal for remote e -voting will remain open for the members to exercise their voting right from March 18, 2026 (09.00 A.M IST) till April 16, 2026 (05.00 P.M IST), both days

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inclusive. Please note the e-voting module will be disabled for e-voting by Bigshare after the said date and time. During this period, the members of the Company holding shares as on the cut-off date may cast their vote electronically. Once a member casts a vote on the resolution, he/she shall not be allowed to change it subsequently.

1. All material documents referred to in this Postal Ballot Notice will be open/available for inspection through electronic mode by the Members of the Company during working hours on all working days up to and including the last day for remote e-Voting, i.e., April 16, 2026 . Any member seeking to inspect the documents can send an e-mail to cs@kapstonservices.com with the subject line “Inspection of Documents.”

2. The Notice of Postal Ballot is also placed on the website of the Company, i.e. www.kapstonservices.com, and the website of Bigshare, i.e. https://ivote.bigshareonline.com and at the relevant sections of the websites of the stock exchange on which the shares of the Company are listed, i.e. National Stock Exchange of India Limited (www.nseindia.com).

10. Procedure for registering the e-mail addresses for obtaining the Notice of Postal ballot and remote e-Voting instructions by the Members whose e-mail addresses are not registered with the DPs

Those persons who are Members of the Company as of the Cut-off date, i.e ., March 13, 2026, and who have not yet registered their e-mail addresses are requested to get their e-mail addresses registered by following the procedure given below:

• (i) For Temporary Registration for Demat shareholders: The Members of the Company holding equity shares of the Company in Demat Form and who have not registered their e-mail addresses may temporarily get their e-mail addresses registered with Bigshare by clicking the link on their website www.bigshareonline.com at the “For Investor” tab by choosing the “E-mail/Bank Detail Registration” heading and follow the registration process as guided therein. The Members are requested to provide details such as Name, DPID, Client ID/ PAN, mobile number and e-mail id. In case of any query, a member may send an e-mail to Bigshare at investor@bigshareonline.com. On submission of the shareholder’s details, the shareholder will receive an OTP, which needs to be entered in the link for verification.

• (ii) For Permanent Registration for Demat shareholders: It is clarified that for permanent registration of e-mail address, the Members are requested to register their e-mail address in respect of Demat holdings with the respective DP by following the procedure prescribed by the DP.

E-VOTING INTRUCTIONS FOR POSTAL BALLOT ARE AS UNDER:

• i. The voting period begins on March 18, 2026 (09.00 A.M IST) till April 16, 2026 (05.00 P.M IST). During this period shareholders of the Company, holding shares either in physical form or in dematerialized form, as on the cut-off date of March 13, 2026 , may cast their vote electronically. The e-voting module shall be disabled by Bigshare for voting thereafter.

• ii. Pursuant to SEBI Circular No. SEBI/HO/CFD/CMD/CIR/P/2020/242 dated 09.12.2020 , under Regulation 44 of Securities and Exchange Board of India (Listing Obligations and

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Disclosure Requirements) Regulations, 2015, listed entities are required to provide remote e-voting facility to its shareholders, in respect of all shareholders’ resolutions. However, it has been observed that the participation by the public non-institutional shareholders/retail shareholders is at a negligible level.

Currently, there are multiple e-voting service providers (ESPs) providing e-voting facility to listed entities in India. This necessitates registration on various ESPs and maintenance of multiple user IDs and passwords by the shareholders.

In order to increase the efficiency of the voting process, pursuant to a public consultation, it has been decided to enable e-voting to all the demat account holders , by way of a single login credential, through their demat accounts/ websites of Depositories/ Depository Participants . Demat account holders would be able to cast their vote without having to register again with the ESPs, thereby, not only facilitating seamless authentication but also enhancing ease and convenience of participating in e-voting process.

iii. In terms of SEBI circular no. SEBI/HO/CFD/CMD/CIR/P/2020/242 dated December 9, 2020 on e-Voting facility provided by Listed Companies, Individual shareholders holding securities in demat mode are allowed to vote through their demat account maintained with Depositories and Depository Participants. Shareholders are advised to update their mobile number and email Id in their demat accounts in order to access e- Voting facility.

1. Pursuant to above said SEBI Circular , Login method for e-Voting for Individual shareholders holding securities in Demat mode is given below:

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Type of Login Method
shareholders
1) Users who have opted for CDSL Easi / Easiest facility, can login
through their existing user id and password. Option will be made
Individual
available to reach e-Voting page without any further authentication. The
Shareholders
URL for users to login to Easi / Easiest are
holding
https://web.cdslindia.com/myeasinew/home/login or visit
securities in
www.cdslindia.com and click on Login icon and select New System
Demat mode
with CDSL Myeasi.
2) After successful login the Easi / Easiest user will be able to see the e-
Voting option for eligible companies where the evoting is in progress as
per the information provided by company. On clicking the evoting
option, the user will be able to see e-Voting page of BIGSHARE the e-
Voting service provider and you will be re-directed to i-Vote website
for casting your vote during the remote e-Voting period. Additionally,
there is also links provided to access the system of all e-Voting Service
Providers i.e. BIGSHARE , so that the user can visit the e-Voting
service providers’ website directly.
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3) If the user is not registered for Easi/Easiest, option to register is
available at
https://web.cdslindia.com/myeasinew/Registration/EasiRegistration
4) Alternatively, the user can directly access e-Voting page by providing
Demat Account Number and PAN No. from a link www.cdslindia.com
home page. The system will authenticate the user by sending OTP on
registered Mobile & Email as recorded in the Demat Account. After
successful authentication, user will be able to see the e-Voting option
where the evoting is in progress, and also able to directly access the
system of all e-Voting Service Providers. Click on BIGSHARE and
you will be re-directed to i-Vote website for casting your vote during
the remote e-voting period.
1) If you are already registered for NSDL IDeAS facility, please visit the
e-Services website of NSDL. Open web browser by typing the
Individual
following URL: https://eservices.nsdl.com either on a Personal
Shareholders
Computer or on a mobile. Once the home page of e-Services is
holding
launched, click on the “Beneficial Owner” icon under “Login” which is
securities in
available under ‘IDeAS’ section. A new screen will open. You will
demat mode
with NSDL have to enter your User ID and Password. After successful
authentication, you will be able to see e-Voting services. Click on
“Access to e-Voting” under e-Voting services and you will be able to
see e-Voting page. Click on company name or e-Voting service
provider name BIGSHARE and you will be re-directed to i-Vote
website for casting your vote during the remote e-Voting period.
2) If the user is not registered for IDeAS e-Services, option to register is
available at https://eservices.nsdl.com. Select “Register Online for
IDeAS “Portal or click at
https://eservices.nsdl.com/SecureWeb/IdeasDirectReg.jsp
3) Visit the e-Voting website of NSDL. Open web browser by typing the
following URL: https://www.evoting.nsdl.com/ either on a Personal
Computer or on a mobile. Once the home page of e-Voting system is
launched, click on the icon “Login” which is available under
‘Shareholder/Member’ section. A new screen will open. You will have
to enter your User ID (i.e. your sixteen digit demat account number hold
with NSDL), Password/OTP and a Verification Code as shown on the
screen. After successful authentication, you will be redirected to NSDL
Depository site wherein you can see e-Voting page. Click on company
name or e-Voting service provider name BIGSHARE and you will be
redirected to i-Vote website for casting your vote during the remote e-
Voting period.
Individual You can also login using the login credentials of your demat account
Shareholders through your Depository Participant registered with NSDL/CDSL for e-
(holding Voting facility. After Successful login, you will be able to see e-Voting
securities in
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demat mode) option. Once you click on e-Voting option, you will be redirected to login through NSDL/CDSL Depository site after successful authentication, wherein their you can see e-Voting feature. Click on company name or e-Voting Depository service provider name and you will be redirected to e-Voting service Participants provider website for casting your vote during the remote e-Voting period.

Important note: Members who are unable to retrieve User ID/ Password are advised to use Forget User ID and Forget Password option available at abovementioned website.

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

Login type		Helpdesk details
Individual Shareholders holding securities in Demat mode withCDSL		Members facing any technical issue in login can contact CDSL helpdesk by sending a request at helpdesk.evoting@cdslindia.com or contact at 022- 23058738 and 22-23058542-43.
Individual Shareholders holding securities in Demat mode withNSDL		Members facing any technical issue in login can contact NSDL helpdesk by sending a request at evoting@nsdl.co.in or call at toll free no.: 1800 1020 990 and 1800 22 44 30

2. Login method for e-Voting for shareholder other than individual shareholders holding shares in Demat mode & physical mode is given below:

• You are requested to launch the URL on internet browser: https://ivote.bigshareonline.com

• Click on “ LOGIN ” button under the ‘ INVESTOR LOGIN ’ section to Login on E-Voting Platform.

• Please enter you ‘ USER ID’ (User id description is given below) and ‘ PASSWORD’ which is shared separately on you register email id.

  • Shareholders holding shares in CDSL demat account should enter 16 Digit Beneficiary ID as user id.

  • Shareholders holding shares in NSDL demat account should enter 8 Character DP ID followed by 8 Digit Client ID as user id.

  • Shareholders holding shares in physical form should enter Event No + Folio Number registered with the Company as user id.

Note If you have not received any user id or password, please email from your registered email id or contact i-vote helpdesk team. (Email id and contact number are mentioned in helpdesk section).

• Click on I AM NOT A ROBOT (CAPTCHA) option and login.

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NOTE : If Shareholders are holding shares in demat form and have registered on to e-Voting system of https://ivote.bigshareonline.com and/or voted on an earlier event of any company then they can use their existing user id and password to login.

• If you have forgotten the password: Click on ‘ LOGIN ’ under ‘ INVESTOR LOGIN ’ tab and then Click on ‘ Forgot your password ?

• Enter “ User ID” and “ Registered email ID ” Click on I AM NOT A ROBOT (CAPTCHA) option and click on ‘ Reset ’.

• (In case a shareholder is having valid email address, Password will be sent to his / her registered e-mail address).

Voting method for shareholders on i-Vote E-voting portal:

• After successful login, Bigshare E-voting system page will appear.

• Click on “ VIEW EVENT DETAILS (CURRENT) ” under ‘ EVENTS ’ option on investor portal.

• Select event for which you are desire to vote under the dropdown option.

• Click on “VOTE NOW” option which is appearing on the right hand side top corner of the page.

• Cast your vote by selecting an appropriate option “ IN FAVOUR ”, “ NOT IN FAVOUR ” or “ ABSTAIN ” and click on “ SUBMIT VOTE ”. 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.

• Once you confirm the vote you will receive confirmation message on display screen and also you will receive an email on your registered email id. During the voting period, members can login any number of times till they have voted on the resolution(s). Once vote on a resolution is casted, it cannot be changed subsequently.

• Shareholder can “ CHANGE PASSWORD ” or “ VIEW/UPDATE PROFILE ” under “ PROFILE ” option on investor portal.

3. Custodian registration process for i-Vote E-Voting Website:

• You are requested to launch the URL on internet browser: https://ivote.bigshareonline.com

• Click on “ REGISTER ” under “ CUSTODIAN LOGIN ”, to register yourself on Bigshare i- Vote e-Voting Platform.

• Enter all required details and submit.

• After Successful registration, message will be displayed with “User id and password will be sent via email on your registered email id” .

• NOTE : If Custodian have registered on to e-Voting system of https://ivote.bigshareonline.com and/or voted on an earlier event of any company then they can use their existing user id and password to login.

• If you have forgotten the password: Click on ‘ LOGIN ’ under ‘ CUSTODIAN LOGIN ’ tab and further Click on ‘ Forgot your password ?

• Enter “ User ID” and “ Registered email ID ” Click on I AM NOT A ROBOT (CAPTCHA) option and click on ‘ RESET .

(In case a custodian is having valid email address, Password will be sent to his / her registered e-mail address).

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Voting method for Custodian on i-Vote E-voting portal:

• After successful login, Bigshare E-voting system page will appear.

Investor Mapping:

• First you need to map the investor with your user ID under “ DOCUMENTS ” option on custodian portal.

• Click on “ DOCUMENT TYPE ” dropdown option and select document type power of attorney (POA).

• Click on upload document “ CHOOSE FILE ” and upload power of attorney (POA) or board resolution for respective investor and click on “ UPLOAD ”.

  • Note : The power of attorney (POA) or board resolution has to be named as the “ InvestorID.pdf ” (Mention Demat account number as Investor ID.)

• Your investor is now mapped and you can check the file status on display.

Investor vote File Upload:

• To cast your vote select “ VOTE FILE UPLOAD ” option from left hand side menu on custodian portal.

• Select the Event under dropdown option.

• Download sample voting file and enter relevant details as required and upload the same file under upload document option by clicking on “ UPLOAD ”. Confirmation message will be displayed on the screen and also you can check the file status on display (Once vote on a resolution is casted, it cannot be changed subsequently).

• Custodian can “ CHANGE PASSWORD ” or “ VIEW/UPDATE PROFILE ” under “ PROFILE ” option on custodian portal.

- Helpdesk for queries regarding e voting:

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Login type Helpdesk details
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Helpdesk for queries regarding e-voting:	Helpdesk for queries regarding e-voting:	Helpdesk for queries regarding e-voting:
Login type Helpdesk details
Shareholder‘s other than individual shareholders holding shares in Demat mode & Physical mode.		In case shareholders/ investor have any queries regarding E-voting, you may refer the Frequently Asked Questions (‘FAQs’) and i-Vote e-Voting module available athttps://ivote.bigshareonline.com,under download section or you can email us to ivote@bigshareonline.com or call us at: 1800 22 54 22.

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EXPLANATORY STATEMENT PURSUANT TO SECTION 102 OF THE COMPANIES ACT, 2013 (‘THE ACT’) FORMING PART OF THE NOTICE.

ITEM NO 1

Mr. Srikanth Kodali, founder of Kapston Services Limited is a promoter director on the Board of the Company. He has rich and varied experience over a one and half decade in Facilities Management, Manpower Solutions, Security Services and other connected services. Under his leadership and guidance, Kapston has grown significantly over a period and got listed its shares at National Stock Exchange (NSE). He also has diverse experience in the field of advertising, printing, construction, marketing, and client retention. He is a firm believer in Diversity and Inclusion (DNI) and has created an ecosystem that helps the youth particularly from rural areas find employment opportunities easily, providing social security benefits to a wider employable population through the Kapston. He has been the key guiding force behind all the strategic decisions of the Company and has been ‘Instrumental’ in formulating the overall business strategy and developing a Business & Client relations module, for the company. Taking into consideration his long association with the Company, his expertise and focus in the industry, various other factors including the remuneration being offered to the similar post in comparable size of industries, NRC has recommended for the reappointment of Mr.Srikanth Kodali for a period of 3 years w.e.f. February 6, 2026 on the terms and conditions stated in the resolution.

Upon the recommendations of NRC, and approval of Audit Committee, Mr. Srikanth Kodali was reappointed as Managing Director of the Company for a period of 3 (Three) years w.e.f. February 6, 2026, by the Board of Directors at the board meeting held on February 06, 2026, pursuant to the provisions of the Act and Schedule V subject to the approval of the members by way of Special resolution through postal ballot.

Information as required under Schedule V of the Companies Act, 2013 is as under:

I. General Information
Nature of Industry	The Company is engaged in Facilities Management, Manpower, Security Services and Support Services to various organizations i.e Private Security Services, housekeeping services, staffing solution(includingother soft services)and Training.
Date or expected date of commencement of commercial production.	Not Applicable.
In case of new companies, expected date of commencement of activities as per project approved by financial institutions appearing in the prospectus	Not applicable
Financial performance based on given indicators	Financial Year 2024-25 (Rs. In Lakhs)	Financial Year 2023-24 (Rs. In Lakhs)
Total Income Profit/loss before tax Net Profit/Loss After Taxation	68,870.17 1,504.02	52,008.86 992.49

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1,783.38 1,257.07
Export performance and net Not Applicable
foreign exchange collaborations
Foreign investments or No
collaborations, if any
II Information about the appointee
Background details Mr. Srikanth Kodali is a promoter director of the Company.
Apart from rich experience over a decade in Facilities
Management, Manpower services, and Security Services, he also
has diverse experience in field of marketing and client retention.
He has been the key guiding force behind all the strategic
decisions of our Company and has been ‘Instrumental’ in
formulating the overall business strategy and developing a
Business & Client relations module, for the company.
Past Remuneration Gross Remuneration Rs.1,80,00,000/- (One Crore and Eighty
Lakhs) per annum.
Job profile and his suitability Managing Director shall be responsible for overall business
development, achievement of targets and day-to-day affairs of
the Company.
Taking into consideration his long association with the
Company, his expertise and focus in the industry, various other
factors including the remuneration being offered to the similar
post in comparable size of industries, NRC has recommended
for the reappointment of Mr.Srikanth Kodali for a period of 3
years w.e.f. February 6, 2026 on the terms and conditions stated
in the resolution.
Remuneration proposed Gross Remuneration Rs.3,60,00,000 Per Annam and also
entitled for:
i. Reimbursement of Expenses: Reimbursement of reasonable
expenses actual and properly incurred in connection with
the business of the Company.
ii. He will be provided chauffeur driven car, driver mobile and
telephone at residence to carry out his responsibilities. The
provisions of car, driver and telephone will not be
considered as perquisites.
Comparative remuneration profile The Proposed remuneration is commensurate with size and
with respect to industry, size of nature of business of the Company and the huge responsibility
the Company, profile of the the appointee who is promoter too of the Company are carrying.
position and person The remuneration do differ from Company to Company in the
industry depending on the respective operations
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Pecuniary relationship directly or indirectly with the Company or relationship with the managerial personnel, if any	Promoter and existing shareholder of the Company.
III. Other Information
Reasons of loss or inadequate profits	High competition and expenditure on the expansion and opening of new business offices.
Steps taken or proposed to be taken for improvement	As mentioned above the Company is expanding its business to reach new areas to improve its customer base and its services this would improve overall business operational area which in turn improve the overall size and margins of the company in future.
Expected increase in productivity and profits in measurable terms	The management is very much confident that their client base will increase which will automatically lead to higher profit compared to that of previous years.

The additional details of Mr. Srikanth Kodali as required under Regulation 36 (3) of the Listing Regulations and pursuant to Secretarial Standards issued by the Institute of Company Secretaries of India are furnished in Annexure – 1 to this notice.

The resolution is recommended by the Board for your approval as required under the provisions of the Companies Act as well as SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Except Mr. Srikanth Kodali, being appointee, Mrs. Kanti Kiran Doddapaneni, Director being related to him, none of the Directors or Key Managerial Personnel or their relatives, are, in any way, concerned or interested, financially or otherwise, in this resolution.

Place: Hyderabad Date: February 06, 2026

By the Order of the Board of Directors for Kapston Services Limited Sd/Srikanth Kodali Managing Director DIN: 02464623

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Annexure – 1

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Details of Director seeking appointment (pursuant to Regulation 36(3) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and as per Secretarial Standards on General Meetings.

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Name Mr. Srikanth Kodali
Brief Resume
a) Age 49 years
b) Qualification Bachelor of Commerce
Experience in specified functional area Field of Expertise: Business, Administration,
Security & FM, Industry Knowledge, Risk
Management, Security and Facility management,
Date of appointment on present Board of the Since Incorporation i.e., since 31st January, 2009
Company
Name of the other Companies in which NIL
directorship held (as per section 165 of the
Companies Act, 2013)
Names of the Companies in which committee Kapston Services Limited – Audit Committee
Membership(s) held
No of Shares of held by the Directors. 1,44,07,386 Equity Shares Only.
Disclosure of relationships between directors Spouse of Ms. Kanti Kiran Doddapaneni, Non-
inter-se executive Director
Terms and Conditions of As per the details provided under the resolution
appointment/reappointment and explanatory statement
Details of Remuneration sought to be paid As per the details provided under the resolution
and explanatory statement
In the case of Independent Directors, the skills Not Applicable
and capabilities required for the role and the
manner in which the proposed person meets such
requirements
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