Palash Securities Limited — Proxy Solicitation & Information Statement 2026

Apr 24, 2026

PALASH SECURITIES LIMITED
CIN – L74120UP2015PLC069675
REGD. OFFICE - P.O. HARGAON, DIST SITAPUR (U.P.), PIN – 261 121
Phone No. (05862) 256220-221; Fax No.: (05862) 256 225
E-mail – palashsecurities@birlasugar.org; Website-www.birla-sugar.com

April 24, 2026

The Manager
Listing Department
National Stock Exchange of India Ltd.
Exchange Plaza, 5th Floor
Plot No. C/1, G Block
Bandra- Kurla Complex, Bandra (E)
Mumbai 400 051
Symbol : PALASHSECU

The Manager
Listing Department
BSE Ltd.
1st Floor, New Trading Ring,
Rotunda Building
P.J. Towers, Dalal Street, Fort
Mumbai-400 001
Stock Code : 540648

Dear Sir/Madam,

Sub: Notice of Postal Ballot

Pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, we hereby enclose a copy of the Notice of Postal Ballot ("Notice") dated March 30, 2026, along with the Explanatory Statement pursuant to the applicable provisions of the Companies Act, 2013, read with the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, seeking approval of the Members of the Company on the Resolutions forming part of the Notice by way Postal Ballot through remote e-voting only.

In accordance with the circulars of Ministry of Corporate Affairs, the aforesaid Notice is being sent only by email to all the members who have registered their email addresses with the Company/ Registrar and Share Transfer Agent ("RTA") or their respective depository participant(s) and whose names are recorded in the Register of Members/ Beneficial Owners as on the Cut-off date i.e. Friday, April 17, 2026.

The Company has engaged the services of National Securities Depository Limited ("NSDL"), for the purpose of providing remote e-voting facility to its members. The remote e-voting commences on Saturday, April 25, 2026 at 9:00 A.M. (IST) and ends on Sunday, May 24, 2026 at 5:00 P.M. (IST). The remote e-voting module shall be disabled by NSDL thereafter. The result of Postal Ballot will be announced within two working days of the conclusion of remote e-voting.

The Notice is also being made available on the website of the Company at www.birla-sugar.com and on the website of NSDL at www.evoting.nsdl.com .

Thanking you

Yours faithfully

For Palash Securities Limited

Vikram Kumar
Mishra
Digitally signed by Vikram
Kumar Mishra
Date: 2026.04.24 17:01:47
+05'30'

Vikram Kumar Mishra
Company Secretary
FCS: 11269
Encl – as above

Corporate Office: Birla Building (5th Floor), 9/1 R N Mukherjee Road, Kolkata 700 001
Phone - (033) 2248 7068; Fax - (033) 2248 6369

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PALASH SECURITIES LIMITED
CIN: L74120UP2015PLC069675
Registered Office: P.O. Hargaon, Dist. Sitapur (U.P.), Pin – 261 121
Email: palashsecurities@birlasugar.org; Website: www.birla-sugar.com
Phone No: (05862) 256220-221; Fax No.: (05862) 256 225

NOTICE OF POSTAL BALLOT

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

Dear Members,

NOTICE is hereby given pursuant to Section 110 read with Section on 108 of the Companies Act, 2013 (“Act”) and other applicable provisions, if any, of the Act and Rule 20 and Rule 22 of the Companies (Management and Administration) Rules, 2014 (“Rules”), Regulation 44 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI Listing Regulations”) and the Secretarial Standard on General Meetings issued by the Institute of Company Secretaries of India (“SS-2”), as amended from time to time, read with the General Circular Nos. 14/2020 dated April 8, 2020, 17/2020 dated April 13, 2020, and subsequent circulars issued in this regard, the latest being 03/2025 dated September 22, 2025 issued by the Ministry of Corporate Affairs (“MCA”) (hereinafter collectively referred to as “MCA Circulars”), that the following resolutions appended below, be passed by the members of the Company through postal ballot only by way of voting through electronic means (‘remote e-voting’).

Sr. No	Particulars
1.	Appointment of Mr. Suraj Kumar Agrawal (DIN: 03260442) as Director of the Company.
2.	Appointment of Mr. Suraj Kumar Agrawal (DIN: 03260442) as the Managing Director of the Company for a term of 3(three) years.

In compliance with the aforesaid MCA Circulars, this Postal Ballot Notice along with the instructions regarding e-voting is being sent only through electronic mode to those Members whose e-mail addresses are registered with the Company/Depository(ies)/Registrar and Share Transfer Agent (“RTA”) and whose names appear in the Register of Members/Register of Beneficial Owners maintained by the Depositories as on Friday, April 17, 2026 (“Cut-Off Date”). The communication of assent or dissent of the Members would take place only through the remote e-voting system. If your e-mail address is not registered with the Company/Company’s RTA/Depository(ies), please follow the process provided in the Notes to receive this Postal Ballot Notice.

The Postal Ballot Notice is also accessible on the website of the Company at www.birla-sugar.com and from the websites of the Stock Exchanges i.e. BSE Limited and National Stock Exchange of India Limited at www.bseindia.com and www.nseindia.com respectively. The same is also available on the website of NSDL at www.evoting.nsdl.com

An Explanatory Statement pursuant to Sections 102, 110 and other applicable provisions, if any, of the Act, pertaining to the Ordinary Resolution setting out the material facts and reasons thereof, is appended to this Postal Ballot Notice.

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The Board of Directors has appointed Mr. Mohan Ram Goenka (Membership No. FCS 4515, C.P. 2551), Practising Company Secretary, as Scrutiniser for conducting the Postal Ballot, through e-voting process, in a fair and transparent manner and he has communicated his willingness to be appointed and will be available for the said purpose. The Scrutiniser’s decision on the validity of the votes cast in the Postal Ballot shall be final.

The Company has engaged the services of National Securities Depository Limited (“NSDL”) as the agency to provide e-voting facility. The e-voting facility will be available at the link www.evoting.nsdl.com during the following period (both days inclusive) and shall be disabled for voting thereafter.

Commencement of Remote e-voting	End of Remote e-voting
Saturday, April 25, 2026 at 09:00 A.M. (IST)	Sunday, May 24, 2026 at 05:00 P.M. (IST)

We request you to carefully read the detailed procedure and instructions for remote e-voting set out in the Postal Ballot Notice.

The resolution, if passed by requisite majority shall be deemed to have been passed on May 24, 2026. The results of e-voting will be announced within two working days from the end of remote e-voting and will be displayed on the Company’s website at www.birla-sugar.com and NSDL at www.evoting.nsdl.com. The same will also be communicated to the Stock Exchanges.

By Order of the Board of Directors
For Palash Securities Limited
Sd/-
Vikram Kumar Mishra
Company Secretary
FCS: 11269

Place: Kolkata
Place: March 30, 2026

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SPECIAL BUSINESS:

1. Appointment of Mr. Suraj Kumar Agrawal (DIN: 03260442) as Director of the Company.

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

“RESOLVED THAT pursuant to the provisions of Section 152 and other applicable provisions, if any, of the Companies Act, 2013 (the “Act”) read with the Companies (Appointment and Qualifications of Directors) Rules, 2014, (including any statutory modification(s) or re-enactment thereof for the time being in force) and the Articles of Association of the Company, Mr. Suraj Kumar Agrawal (DIN: 03260442), who was appointed as an Additional Director by the Board of Directors of the Company with effect from 30th March, 2026 and who is eligible for appointment as a Director and in respect of whom the Company has received a notice in writing under Section 160 of the Act from a Member proposing his candidature for the office of Director, be and is hereby appointed as a Director of the Company, liable to retire by rotation;

RESOLVED FURTHER THAT the Board of Directors of the Company (which term shall be deemed to include any Committee of the Board constituted to exercise its powers, including the powers conferred by this Resolution) be and is hereby authorised to take all such steps as may be necessary, proper and expedient to give effect to this Resolution.”

1. Appointment of Mr. Suraj Kumar Agrawal (DIN: 03260442) as the Managing Director of the Company for a term of 3 (three) years.

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

“RESOLVED THAT pursuant to provisions of Section 196, 197, 203 and other applicable provisions, if any, of Companies Act, 2013, read with Schedule V and the applicable rules made thereunder (including any statutory modifications or re-enactments thereof for the time being in force) and the Articles of Association of the Company, the consent of the members of the Company be and is hereby accorded to the appointment of Mr. Suraj Kumar Agrawal (DIN:03260442) as the Managing Director and Key Managerial Personnel of the Company, without any remuneration, for a period of three years with effect from 30th March, 2026 to 29th March, 2029 and whose office would be liable to retire by rotation, pursuant to the applicable provisions of Sec 152 of the Companies Act, 2013, if required;

RESOLVED FURTHER THAT Mr. Suraj Kumar Agrawal shall, subject to superintendence, control and directions of the Board of Directors perform such duties and exercise such powers as have been or may from time to time be entrusted to or conferred upon him by the Board;

RESOLVED FURTHER THAT the Board of Directors of the Company including Board delegated Committee(s) thereof be and are hereby empowered to alter and vary the terms and conditions of appointment including remuneration subject to the provisions of Section 197 read with Schedule V of the Companies Act, 2013;

RESOLVED FURTHER THAT the Board of Directors of the Company including Board delegated Committee(s) thereof be and they are hereby authorised to do or cause to be done in the name and at the cost of the Company all such acts, deeds and things and to take all such steps as may be necessary, proper or expedient to give effect to the aforesaid Resolution”.

By Order of the Board of Directors
For Palash Securities Limited
Sd/-
Vikram Kumar Mishra
Company Secretary
FCS: 11269

Place: Kolkata
Place: March 30, 2026

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NOTES:

1. The Explanatory Statement pursuant to the provisions of Sections 102 and 110 of the Act read with Rule 22 of the Rules stating material facts and reasons for the proposed resolution is annexed hereto and forms part of this Notice. The relevant details, pursuant to Regulation 36(3) of the SEBI Listing Regulations and Secretarial Standard on General Meetings issued by the Institute of Company Secretaries of India, in respect of Director seeking appointment is also annexed to this Notice.

2. In compliance with the MCA Circulars, this Postal Ballot Notice is being sent only through electronic mode to those members whose names appear on the register of members / register of beneficial owners as on Friday, April 17, 2026 (“Cut-Off Date”) received from the Depositories and whose e-mail address is registered with the Company / Registrar and Transfer Agent / Depository Participants / Depositories. Physical copies of this Postal Ballot Notice along with postal ballot forms and pre-paid business reply envelopes are not being sent to members for this Postal Ballot.

3. This Postal Ballot Notice will also be available on the Company’s website at www.birla-sugar.com, websites of the Stock Exchanges, i.e., BSE Limited and National Stock Exchange of India Limited at www.bseindia.com and www.nseindia.com respectively.

4. In accordance with the MCA Circulars, the Company has made necessary arrangements for the members to register their e-mail address. Members who have not registered their e-mail address are requested to register the same (i) with the Depository Participant(s) where they maintain their demat accounts, if the shares are held in electronic form, and (ii) Members holding shares in physical mode, who have not registered / updated their e-mail address with the Company, are requested to register / update their e-mail address by submitting Form ISR-1 (available on the website of the Company at www.birla-sugar.com) duly filled and signed along with requisite supporting documents to MUFG Intime India Private Limited, Rasoi Court, 20 R N Mukherjee Road, Kolkata 700001.

5. Only a person, whose name is recorded in the register of members / register of beneficial owners, as on the Cut-Off Date, maintained by the Depositories shall be entitled to participate in the e-voting. A person, who is not a member as on the Cut-Off Date, should treat this Postal Ballot Notice for information purpose only.

6. Voting rights of a member / beneficial owner 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.

7. Pursuant to the provisions of Sections 108, 110 and other applicable provisions of the Act and the Rules made thereunder, the MCA Circulars, Regulation 44 of the SEBI Listing Regulations read with Section VI-C of the SEBI Master Circular bearing reference no. SEBI/ HO/CFD/PoD2/CIR/P/2023/120 dated July 11, 2023, as amended (“SEBI Master Circular”), and SS-2 and any amendments thereto, the Company is providing the facility to the members to exercise their right to vote on the proposed resolutions electronically. The instructions for e-voting are provided as part of this Postal Ballot Notice.

8. The e-voting period commences at 9:00 a.m. (IST) on Saturday, April 25, 2026 and ends at 5:00 p.m. (IST) on Sunday, May 24, 2026.

9. The e-voting will not be allowed beyond the aforesaid date and time and the e-voting module shall be forthwith disabled by NSDL upon expiry of the aforesaid period.

10. The resolutions, if approved, shall be deemed to have been passed on the last date of e-voting i.e., May 24, 2026.

11. All the documents referred to in this Postal Ballot Notice will be available for inspection electronically without any fee by the members from the date of circulation of this Postal Ballot Notice until the last date of e-voting. Members seeking to inspect such documents can send an email to palashsecurities@birlasugar.org mentioning his / her / its folio number / DP ID and Client ID.

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12. PROCEDURE FOR E-VOTING:

The way to vote electronically on NSDL e-Voting system consists of “Two Steps” which are mentioned below:

Step 1: Access to NSDL e-Voting system

A) Login method for e-Voting for Individual shareholders holding securities in demat mode

In terms of SEBI circular 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.

Login method for Individual shareholders holding securities in demat mode is given below:

Type of shareholders	Login Method
Individual Shareholders holding securities in demat mode with NSDL.	1. For OTP based login you can click on https://eservices.nsdl.com/SecureWeb/evoting/evotinglogin.jsp. You will have to enter your 8-digit DP ID,8-digit 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 company name or e-Voting service provider i.e. NSDL and you will be redirected to e-Voting website of NSDL for casting your vote during the remote e-Voting period.
	2. Existing IDeAS user can visit the e-Services website of NSDL Viz. https://eservices.nsdl.com either on a Personal Computer or on a mobile. On the e-Services home page click on the “Beneficial Owner” icon under “Login” which is available under ‘IDeAS’ section, this will prompt you to enter your existing User ID and Password. After successful authentication, you will be able to see e-Voting services under Value added 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 i.e. NSDL and you will be re-directed to e-Voting website of NSDL for casting your vote during the remote e-Voting period.
	3. If you are 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
	4. 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

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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 i.e. NSDL and you will be redirected to e-Voting website of NSDL for casting your vote during the remote e-Voting period.

1. Shareholders/Members can also download NSDL Mobile App "NSDL Speede" facility by scanning the QR code mentioned below for seamless voting experience.

NSDL Mobile App is available on

App Store

Google Play

Individual Shareholders holding securities in demat mode with CDSL

1. Users who have opted for CDSL Easi / Easiest facility, can login through their existing user id and password. Option will be made available to reach e-Voting page without any further authentication. The users to login Easi / Easiest are requested to visit CDSL website www.cdslindia.com and click on login icon & New System Myeasi Tab and then user your existing my easi username & password.
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 the e-Voting service provider 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, so that the user can visit the e-Voting service providers' website directly.
3. If the user is not registered for Easi/Easiest, option to register is available at CDSL website www.cdslindia.com and click on login & New System Myeasi Tab and then click on registration option.
4. Alternatively, the user can directly access e-Voting page by providing Demat Account Number and PAN No. from a e-Voting link available on 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.

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Individual Shareholders (holding securities in demat mode) login through their depository participants

You can also login using the login credentials of your demat account through your Depository Participant registered with NSDL/CDSL for e-Voting facility. upon logging in, you will be able to see e-Voting option. Click on e-Voting option, you will be redirected to NSDL/CDSL Depository site after successful authentication, wherein you can see e-Voting feature. Click on company name or e-Voting service provider i.e. NSDL and you will be redirected to e-Voting website of NSDL 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. NSDL and CDSL.

Login type	Helpdesk details
Individual Shareholders holding securities in demat mode with NSDL	Members facing any technical issue in login can contact NSDL helpdesk by sending a request at evoting@nsdl.com or call at 022 - 4886 7000
Individual Shareholders holding securities in demat mode with CDSL	Members facing any technical issue in login can contact CDSL helpdesk by sending a request at helpdesk.evoting@cdslindia.com or contact at toll free no. 1800-21-09911

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B) Login Method for shareholders other than Individual shareholders holding securities in demat mode and shareholders holding securities in physical mode.

How to Log-in to NSDL e-Voting website?

1. 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.
2. Once the home page of e-Voting system is launched, click on the icon "Login" which is available under 'Shareholder/Member' section.
3. A new screen will open. You will have to enter your User ID, your Password/OTP and a Verification Code as shown on the screen.

Alternatively, if you are registered for NSDL eservices i.e. IDEAS, you can log-in at https://eservices.nsdl.com/ with your existing IDEAS login. Once you log-in to NSDL eservices after using your log-in credentials, click on e-Voting and you can proceed to Step 2 i.e. Cast your vote electronically.

1. Your User ID details are given below :

Manner of holding shares i.e. Demat (NSDL or CDSL) or Physical	Your User ID is:
a) For Members who hold shares in demat account with NSDL.	8 Character DP ID followed by 8 Digit Client ID For example if your DP ID is IN300 and Client ID is 12 then your user ID is IN30012.
b) For Members who hold shares in demat account with CDSL.	16 Digit Beneficiary ID For example if your Beneficiary ID is 12 then your user ID is 12
c) For Members holding shares in Physical Form.	EVEN Number followed by Folio Number registered with the company For example if folio number is 001 and EVEN is 101456 then user ID is 101456001

1. Password details for shareholders other than Individual shareholders are given below:

a) If you are already registered for e-Voting, then you can user your existing password to login and cast your vote.
b) If you are using NSDL e-Voting system for the first time, you will need to retrieve the 'initial password' which was communicated to you. Once you retrieve your 'initial password', you need to enter the 'initial password' and the system will force you to change your password.
c) How to retrieve your 'initial password'?

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(i) If your email ID is registered in your demat account or with the company, your 'initial password' is communicated to you on your email ID. Trace the email sent to you from NSDL from your mailbox. Open the email and open the attachment i.e. a .pdf file. Open the .pdf file. The password to open the .pdf file is your 8 digit client ID for NSDL account, last 8 digits of client ID for CDSL account or folio number for shares held in physical form. The .pdf file contains your 'User ID' and your 'initial password'.

(ii) If your email ID is not registered, please follow steps mentioned below in process for those shareholders whose email ids are not registered

1. If you are unable to retrieve or have not received the "Initial password" or have forgotten your password:

a) Click on "Forgot User Details/Password?" (If you are holding shares in your demat account with NSDL or CDSL) option available on www.evoting.nsdl.com.
b) Physical User Reset Password?" (If you are holding shares in physical mode) option available on www.evoting.nsdl.com.
c) If you are still unable to get the password by aforesaid two options, you can send a request at evoting@nsdl.com mentioning your demat account number/folio number, your PAN, your name and your registered address etc.
d) Members can also use the OTP (One Time Password) based login for casting the votes on the e-Voting system of NSDL.

1. After entering your password, tick on Agree to "Terms and Conditions" by selecting on the check box.
2. Now, you will have to click on "Login" button.
3. After you click on the "Login" button, Home page of e-Voting will open.

Step 2: Cast your vote electronically on NSDL e-Voting system.

How to cast your vote electronically on NSDL e-Voting system?

1. After successful login at Step 1, you will be able to see all the companies "EVEN" in which you are holding shares and whose voting cycle.
2. Select "EVEN" of company for which you wish to cast your vote during the remote e-Voting period.
3. Now you are ready for e-Voting as the Voting page opens.
4. Cast your vote by selecting appropriate options i.e. assent or dissent, verify/modify the number of shares for which you wish to cast your vote and click on "Submit" and also "Confirm" when prompted.
5. Upon confirmation, the message "Vote cast successfully" will be displayed.
6. You can also take the printout of the votes cast by you by clicking on the print option on the confirmation page.
7. Once you confirm your vote on the resolution, you will not be allowed to modify your vote.

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General Guidelines for shareholders

1. Institutional shareholders (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 signature of the duly authorized signatory(ies) who are authorized to vote, to the Scrutinizer by e-mail to goenkamohan@gmail.com with a copy marked to evoting@nsdl.com. Institutional shareholders (i.e. other than individuals, HUF, NRI etc.) can also upload their Board Resolution / Power of Attorney / Authority Letter etc. by clicking on "Upload Board Resolution / Authority Letter" displayed under "e-Voting" tab in their login.

2. It is strongly recommended not to share your password with any other person and take utmost care to keep your password confidential. Login to the e-voting website will be disabled upon five unsuccessful attempts to key in the correct password. In such an event, you will need to go through the “Forgot User Details/Password?” or “Physical User Reset Password?” option available on www.evoting.nsdl.com to reset the password.

3. In case of any queries, you may refer the Frequently Asked Questions (FAQs) for Shareholders and e-voting user manual for Shareholders available at the download section of www.evoting.nsdl.com or call on: 022 - 4886 7000 or send a request to Ms. Pallavi Mhatre, AVP at evoting@nsdl.com

Process for those shareholders whose email ids are not registered with the depositories for procuring user id and password and registration of e mail ids for e-voting for the resolutions set out in this notice:

1. In case shares are held in physical mode please provide Folio No., Name of shareholder, scanned copy of the share certificate (front and back), PAN (self attested scanned copy of PAN card), AADHAR (self attested scanned copy of Aadhar Card) by email to palashsecurities@birlasugar.org

2. In case shares are held in demat mode, please provide DPID-CLID (16 digit DPID + CLID or 16 digit beneficiary ID), Name, client master or copy of Consolidated Account statement, PAN (self attested scanned copy of PAN card), AADHAR (self attested scanned copy of Aadhar Card) to palashsecurities@birlasugar.org. If you are an Individual shareholders holding securities in demat mode, you are requested to refer to the login method explained at step 1 (A) i.e. Login method for e-Voting for Individual shareholders holding securities in demat mode.

3. Alternatively shareholder/members may send a request to evoting@nsdl.com for procuring user id and password for e-voting by providing above mentioned documents.

4. In terms of SEBI circular 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 required to update their mobile number and email ID correctly in their demat account in order to access e-Voting facility.

By Order of the Board of Directors
For Palash Securities Limited
Sd/-
Vikram Kumar Mishra
Company Secretary
FCS: 11269

Place: Kolkata
Place: March 30, 2026

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STATEMENT PURSUANT TO SECTION 102(1) OF THE COMPANIES ACT, 2013 READ WITH RULE 22 OF THE COMPANIES (MANAGEMENT AND ADMINISTRATION) RULES, 2014 AND ADDITIONAL INFORMATION AS REQUIRED UNDER THE SECURITIES AND EXCHANGE BOARD OF INDIA (LISTING OBLIGATIONS AND DISCLOSURE REQUIREMENTS) REGULATIONS, 2015.

Item No. 1 and 2:

Based on the recommendation of the Nomination & Remuneration Committee, the Board of Directors at its meeting held on 30th March, 2026 have approved the appointment of Mr. Suraj Kumar Agrawal (DIN: 03260442) as an Additional Director of the Company pursuant to the provisions of Section 161(1) of the Companies Act, 2013 ('the Act') and in terms of the Articles of Association of the Company, who shall hold office upto the date of the approval of Members of the Company.

Mr. Suraj Kumar Agrawal is a seasoned Chartered Accountant with over 21 years of extensive experience across diverse domains of finance and accounting. His core areas of expertise include Financial Planning & Analysis, Budgeting and Forecasting, Financial Reporting, Variance Analysis, Risk Management, Cost Accounting, Statutory Compliance, Audit, and Internal Controls. He has further strengthened his professional credentials by completing specialized certification courses in Forensic Audit & Fraud Detection and Financial Risk Analysis from the Institute of Chartered Accountants of India (ICAI).

Mr. Suraj Kumar Agrawal, satisfies all the conditions as set out in Part I of Schedule V referred to in Section 196 of the Companies Act, 2013 for being eligible to be appointed as Managing Director and Key Managerial Personnel of the Company. He is not disqualified from being appointed as a Director in terms of Section 164 of the Companies Act, 2013 and is also not debarred from holding the office of Managing Director by virtue of any order of Securities and Exchange Board of India (SEBI) or any other authority.

The Board of Directors, at the same meeting, as per the recommendations of the Nomination & Remuneration Committee and given the knowledge, background and experience of Mr. Suraj Kumar Agrawal decided that it would be in the best interest of the Company to appoint him on the Board as a Managing Director for a period of 3(three) years, with effect from 30th March, 2026 to 29th March, 2029, without any remuneration, subject to the approval of the Members of the Company. Mr. Suraj Kumar Agrawal, if appointed, shall be one of the Key Managerial Personnel of the Company under Section 203 of the Act and whose office shall be liable to retire by rotation, if required.

The above may be treated as a written memorandum setting out the terms of appointment of Mr Suraj Kumar Agrawal under Section 190 of the Act.

As per the provisions of Sections 152 and 196 and 197 of the Act and the Rules thereunder and in accordance with Regulation 17(1C) of SEBI Listing Regulations, a Director / Managing Director can be appointed with the approval of the Members in the General Meeting. Accordingly, approval of the Members is sought for the appointment of Mr. Suraj Kumar Agrawal as a Director and Managing Director of the Company.

Your Board of Directors recommends the Resolution at Item No. 1 and the Resolution at Item No. 2 for approval by the Members by way of Ordinary Resolutions.

Disclosure under Regulation 36(3) of the SEBI Listing Regulations, 2015 and Secretarial Standard on General Meetings issued by the Institute of Company Secretaries of India are provided in the "Annexure A" to this Postal Ballot Notice.

Save and except Mr. Suraj Kumar Agrawal, none of the other Directors, Key Managerial Personnel of the Company or their relatives, are concerned or interested, financially or otherwise, in the Resolution as set out in Item No. 1 and Item No. 2 of this Postal Ballot Notice.

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"ANNEXURE-A"

DISCLOSURES RELATING TO DIRECTOR PURSUANT TO REGULATION 36(3) of SEBI LISTING REGULATIONS AND SS-2 ISSUED BY THE INSTITUTE OF COMPANY SECRETARIES OF INDIA

Name	Mr. Suraj Kumar Agrawal
DIN	03260442
Designation	Managing Director
Date of Birth / Age	01.03.1978 / 48 years
Brief profile covering expertise in specific functional areas	Mr. Suraj Kumar Agrawal is a seasoned Chartered Accountant with over 21 years of extensive experience across diverse domains of finance and accounting. His core areas of expertise include Financial Planning & Analysis, Budgeting and Forecasting, Financial Reporting, Variance Analysis, Risk Management, Cost Accounting, Statutory Compliance, Audit, and Internal Controls. He has further strengthened his professional credentials by completing specialized certification courses in Forensic Audit & Fraud Detection and Financial Risk Analysis from the Institute of Chartered Accountants of India (ICAI).
Qualification	Mr. Suraj Kumar Agrawal is a qualified Chartered Accountant and a fellow member of the Institute of Chartered Accountants of India
Date of first appointment on the Board	30.03.2026
Terms & Conditions of appointment	Mr. Suraj Kumar Agrawal (DIN: 03260442) is proposed to be appointed as the Managing Director and Key Managerial Personnel of the Company, without any remuneration, for a period of 3(three) years, with effect from 30th March, 2026 to 29th March, 2029 whose office would be liable to retire by rotation, pursuant to the applicable provisions of Sec 152 of the Companies Act, 2013, if required.
Relationship with other Directors / Key Managerial Personnel	None
Shareholding	Nil
Detail of Remuneration sought to be paid	Nil
Last drawn Remuneration	Nil
No. of Board Meetings attended	Nil

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| Directorships held in other companies | 1. Glasseye Agro Products Private Limited
2. Bhawanipur Properties Private Limited
3. Arrowspace Properties Private Limited
4. Nopany Educational and Research Foundation |
| --- | --- |
| Memberships / Chairmanships of Committees of other Indian public companies | None |
| The Listed entities from which the Director has resigned in last three years | None |

By Order of the Board of Directors

For Palash Securities Limited

Sd/-

Vikram Kumar Mishra

Company Secretary

FCS: 11269

Place: Kolkata

Place: March 30, 2026