KSB LIMITED — Proxy Solicitation & Information Statement 2026

May 12, 2026

KSB

Date: 12th May, 2026

The General Manager
The Corporate Relationship Department
BSE Limited
1st floor, New Trading Ring,
Rotunda Building
P J Towers
Dalal Street, Fort
Mumbai 400 001
BSE Scrip Code: 500249

The Manager
Listing Department
National Stock Exchange of India Limited
“Exchange Plaza”, C-1, Block G
Bandra-Kurla Complex
Bandra (E)
Mumbai 400 051
NSE Symbol: KSB

Subject: Addendum to the Notice of the 66th Annual General Meeting of the Company.

Ref. Our earlier intimations dated 28th April, 2026 for 66th AGM Notice and 66th Annual Report 2025.

Dear Sirs/Madam,

This is in continuation to our above referred intimations regarding Notice of the 66th Annual General Meeting (“AGM”) of KSB Limited dated 25th February, 2026 which has been circulated through prescribed modes to all the shareholders of the Company on 28th April, 2026.

The Company is issuing ‘Addendum’ in continuation to the Notice of 66th AGM of the Company, by adding Business No. 6 and Business No. 7 herewith along with its explanatory statement, dealing with the appointment of Statutory Auditors of the Company.

Except as provided in enclosed Addendum, all other items of the Notice of the 66th AGM along with Explanatory Statement dated 30th April, 2026, shall remain unchanged.

Please note that on and from the date hereof, the AGM Notice dated 25th February, 2026 shall always be read collectively with this Addendum.

The aforesaid Addendum along with Notice has also been uploaded on the website of the Company at www.ksbindia.co.in

Kindly take the same on your record.

Yours faithfully,
For KSB Limited

SHRADDHA
SHAM
KAVATHEKAR

Digitally signed by
SHRADDHA SHAM
KAVATHEKAR
Date: 2026.05.12 29:58:11
+05'50'

Shraddha Kavathekar
Company Secretary

Encl.: Addendum to the Notice of 66th AGM

Mail to : (Head Office) KSB Limited (Formerly KSB Pumps Limited), Mumbai - Pune Road, Pimpri, Pune - 411 018. (India)
Tel.: +91 20 2710 1000 Fax: +91 20 2742 6000 Visit us at: www.ksbindia.co.in
Registered Office : Office No. 601, Runwal R-Square, L.B.S. Marg, Mulund (West), Mumbai- 400 080, Tel.: +91 (022) 2168 1300
Zonal Offices : Chennai • Kolkata • Mumbai • NOIDA CIN:L29120MH1960PLC011635

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KSB

KSB LIMITED

CIN: L29120MH1960PLC011635

Registered Office: Office No. 601, Runwal R-Square, L.B.S. Marg,
Mulund (West), Mumbai- 400 080

Tel. No.: 022 66588787; 020 2710 1000; Email: compsec.india@ksb.com; www.ksbindia.co.in

ADDENDUM TO THE NOTICE OF SIXTY SIXTH ANNUAL GENERAL MEETING

ADDENDUM TO THE NOTICE OF SIXTY SIXTH ANNUAL GENERAL MEETING ("AGM") OF THE MEMBERS OF KSB LIMITED TO BE HELD ON WEDNESDAY, 20TH MAY, 2026 AT 01.30 P.M. IST THROUGH VIDEO CONFERENCING ("VC") / OTHER AUDIO-VISUAL MEANS ("OAVM").

KSB Limited ("the Company") had duly issued the Notice dated 25th February, 2026 of the 66th Annual General Meeting ("AGM") of the Company scheduled to be held on Wednesday, 20th May, 2026 at 01.30 p.m. IST through video conferencing ("VC") / Other Audio Visual Means ("OAVM"), along with the Annual Report for the financial year ended 2025. The said Notice was issued on 28th April, 2026 and has also been made available on the website of the Company and Stock Exchanges where the Company is listed.

This 'Addendum' is issued in continuation to the Notice of 66th AGM of the Company, by adding Business No. 6 and Business No. 7 herewith along with its explanatory statement, dealing with the appointment of Statutory Auditors of the Company. This Addendum shall form an integral part of and is to be read in conjunction with the Notice of 66th AGM dated 25th February, 2026 and Annual Report for FY 2025.

ORDINARY BUSINESS

Business No. 6: Appoint M/s B S R & Co. LLP, Chartered Accountants as the Statutory Auditors and to fix their remuneration

To consider and if thought fit, to pass, the following resolution as an Ordinary Resolution:

"RESOLVED THAT pursuant to the provisions of Section 139, 141, 142 read with Companies (Audit and Auditors) Rules, 2014 and other applicable provisions, if any, under the Companies Act, 2013 ("the Act") (including any statutory modification(s) or re-enactment thereof for the time being in force), M/s B S R & Co. LLP, Chartered Accountants (Firm Registration No. 101248W/W-100022) be and are hereby appointed as the Statutory Auditors of the Company for a term of five years to hold office from the conclusion of the 66th Annual General Meeting till the conclusion of the 71st Annual General Meeting of the Company, on such terms and conditions including remuneration as may be determined and recommended by the Audit Committee and approved by the Board of Directors;

RESOLVED FURTHER THAT any Director or the Key Managerial Person of the Company be and is hereby severally authorised to do all acts, deeds and things including filing of necessary forms, entering into agreements, signing documents, applications and take steps as may be deemed necessary, proper or expedient to give effect to this resolution and matters incidental thereto."

SPECIAL BUSINESS

Business No. 7: Appoint M/s B S R & Co. LLP, Chartered Accountants, as the Statutory Auditors to fill the casual vacancy

To consider and if thought fit, to pass, the following resolution as an Ordinary Resolution:

"RESOLVED THAT pursuant to Section 139, 141, 142 of the Companies Act, 2013 read with the Companies (Audit and Auditors) Rules, 2014 and other applicable provisions, if any, under the Companies Act, 2013, as amended from time to time or any other law for the time being in force (including any statutory modification or amendment thereto or enactment thereof for the time being in force), M/s B S R & Co. LLP, Chartered Accountants (Firm Registration No. 101248W/W-100022), be and are hereby appointed as the Statutory Auditors of the Company to hold the office from 30th April, 2026 till the conclusion of the 66th Annual General Meeting of the Company to fill the casual vacancy caused by the resignation of M/s Price Waterhouse Chartered Accountants LLP (Firm Registration No. 012754N/N500016), on such terms and conditions including remuneration as may be determined and recommended by the Audit Committee and approved by the Board of Directors;

RESOLVED FURTHER THAT any Director or Key Managerial Person of the Company be and is hereby severally authorised to do all acts, deeds and things including filing of necessary forms, entering into agreements, signing documents, applications and take steps as may be deemed necessary, proper or expedient to give effect to this resolution and matters incidental thereto."

By Order of the Board
GAURAV SWARUP
Chairman

KSB Limited

Registered Office:
Office No. 601, Runwal R-Square,
L.B.S. Marg, Mulund (West), Mumbai- 400 080.

30th April, 2026

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Notes:

1. The Explanatory Statement setting out the material facts in respect of the additional businesses of the meeting is annexed hereto.
2. All the processes, notes and instructions relating to attending AGM through VC/OAVM and e-voting / remote e-voting set out for and applicable to the ensuing 66th AGM, shall mutatis-mutandis apply for the additional resolutions proposed in this Addendum to the Notice of 66th AGM. Furthermore, the Scrutinizers appointed for the ensuing 66th AGM will act as Scrutinizers for the additional resolutions proposed in this Addendum.
3. All other contents of the Notice of 66th AGM dated 25th February, 2026 remain unchanged.

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

Business No. 6 and Business No. 7:

The members of the Company in their 62nd Annual General Meeting held on 11th May, 2022 had re-appointed M/s Price Waterhouse Chartered Accountants LLP (Firm Registration No. 012754N/N500016) as Statutory Auditors of the Company for a term of five (5) years from the conclusion of 62nd AGM until the conclusion of 67th AGM of the Company.

Further, in order to align the Statutory Auditors across various entities within KSB Group, it is proposed to change the Statutory Auditors of the Company. To facilitate this alignment, M/s Price Waterhouse Chartered Accountants LLP have resigned vide their letter dated 30th April 2026 and effective from the same date viz. 30th April 2026 (post signing of Limited Review Report for the quarter ended 31st March, 2026) as the Statutory Auditors of the Company and have not raised any concerns or issues and there is no other reason for their resignation.

Pursuant to the casual vacancy caused by such resignation, the Board of Directors, on the basis of recommendation of Audit Committee, has in its meeting held on 30th April, 2026 considered and approved the appointment of M/s B S R & Co. LLP, Chartered Accountants (Firm Registration No. 101248W/W-100022) as the Statutory Auditors of the Company to hold the office from 30th April, 2026 till the conclusion of the 66th Annual General Meeting of the Company to fill the casual vacancy, subject to approval of the members.

The Board has further recommended the appointment of M/s B S R & Co. LLP, Chartered Accountants for a term of five years and to hold the office from the conclusion of 66th Annual General Meeting till the conclusion of 71st Annual General Meeting, for approval of the members.

M/s B S R & Co. LLP, Chartered Accountants have shared their Eligibility and Consent Letter to act as the Statutory Auditors of the Company and have confirmed that the said appointment, if made, will be in accordance with the conditions prescribed under the Companies, Act 2013 and other applicable rules and regulations.

Proposed fees payable to the statutory auditors	INR 44,00,000 (Forty Four Lakh) for FY 2026 for audit services (to be paid proportionately) plus applicable taxes and reimbursement of out-of-pocket expenses if any, and/or such other remuneration as may be decided by the Board of Directors based on the recommendation of Audit Committee from time to time.
	The Company may also obtain other allowed statutory certifications and other permissible non-audit services as required from time to time, on the mutually agreed terms, as approved by the Board of Directors on the recommendation of the Audit Committee.
	The Board of Directors on the recommendation of the Audit Committee is authorised to approve revisions to the remuneration of the Statutory Auditors for the remaining part of the term of appointment.
Terms of appointment	From the conclusion of 66th AGM till the conclusion of 71st AGM (Appointment to fill the casual vacancy from 30th April, 2026 till the conclusion of the 66th AGM of the Company).
Any material change in the fee payable to such auditor from that paid to the outgoing auditor along with the rationale for such change	There are no material changes.
Basis of recommendation and auditor credentials	The Audit Committee and the Board of Directors, while recommending the said appointment have taken into consideration, among other things, the credentials of the firm and partners, proven track record of the firm and eligibility criteria prescribed under the Act.
Credentials of the Statutory Auditors proposed to be appointed:	B S R & Co. LLP was constituted in March 1990 as a partnership firm and was thereafter converted into limited liability partnership i.e. B S R & Co. LLP, in October 2013.
	The firm is a member entity of B S R & Affiliates, a network registered with the Institute of Chartered Accountants of India. The firm has over 4000 staff and 170+ Partners and has offices across 14 locations. The firm audits various companies listed on stock exchanges in India including companies in the industrial manufacturing sector.

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The Directors recommend the resolutions at Business No. 6 and Business No. 7 as Ordinary resolutions for your approval.

None of the Directors and Key Managerial Personnel of the Company including their relatives are, in any way, concerned or interested in the said resolution.

By Order of the Board
GAURAV SWARUP
Chairman

KSB Limited

Registered Office:
Office No. 601, Runwal R-Square,
L.B.S. Marg, Mulund (West), Mumbai- 400 080.
30th April, 2026

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