Tulive Developers Limited — AGM Information 2025

Sep 25, 2025

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Date: 25[th] September 2025

BSE Limited, P J Towers, Dalal Street, Mumbai – 400001.

Dear Sir,

SUB: REPORTING UNDER REGULATION 30 (2) READ WITH SCHEDULE III OF THE SECURITIES AND EXCHANGE BOARD OF INDIA (LISTING OBLIGATIONS AND DISCLOSURE REQUIREMENTS) REGULATIONS, 2015.

As required under Regulation 30 (2) read with schedule III of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 we enclose herewith the proceedings of the 63[rd] Annual General Meeting of the Company held on 25[th] September 2025, Thursday through video conferencing.

Request you to kindly take the same on record.

Thanking you,

Yours faithfully,

For TULIVE DEVELOPERS LIMITED

ATUL Digitally signed by ATUL GUPTA Date: 2025.09.25 GUPTA 19:43:48 +05'30'

ATUL GUPTA

DIRECTOR

DIN: 01608328

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PROCEEDINGS OF THE 63[rd] ANNUAL GENERAL MEETING OF THE MEMBERS OF TULIVE DEVELOPERS LIMITED, HELD ON 25[th] DAY OF SEPTEMBER 2025, THURSDAY AT 04:03 PM (IST) THROUGH VIDEO CONFERENCING.

TIME OF CONCLUSION: 04:13 PM

PRESENT:

Mr. K V Ramana Shetty, Chairman

Mr. Atul Gupta, Director & Chairman of Stakeholder Relationship Committee

Mr. Pradeep Bhandari, Independent Director & Chairman of Audit Committee and Nomination and Remuneration Committee

Mr. Suresh Vaidyanathan, Whole-time Director, CEO & CFO

Ms. Sri Vidhya Kumar, Scrutinizer

Mr. Sunil Golcha, Partner of Dagliya & Co, Chartered Accountants

Ms. Sharadaa C and Mr. Anand, representatives of S.A.E. & Associates LLP, Company Secretaries, Secretarial Auditors

MEMBERS PRESENT

6 members present through video conferencing representing 17,15,396 equity shares

1. Mr. K V Ramana Shetty, the Chairman of the Company occupied the Chair and welcomed the members to the 63[rd] Annual General Meeting (“AGM”) of the Company. Thereafter, he informed the members present that Mr. Jacob George Kandathil & Ms. Nirmal Cariappa, Directors of the Company had expressed their inability to attend the meeting. He also stated that the Mr Pradeep Bhandari, Chairman of Audit Committee and Nomination and Remuneration Committee was present.

2. The Chairman informed the members present that the Company conducted the 63[rd] AGM through Video Conferencing (“VC”) in accordance with the circulars issued by the MCA, SEBI and in accordance with the Companies Act, 2013 and SEBI Regulations.

3. After ascertaining the valid quorum present for the meeting, the meeting was declared open and in order.

4. The members were informed that in compliance with the MCA circulars, the notice of this meeting along with the annual report was sent only by email to the members who have registered their e-mail address with the Company/their respective depositories. The members were also apprised that the Annual Report along with the AGM notice was also uploaded on the website of the Company, simultaneously.

5. The members were informed that Ms. Nirmal Cariappa will complete her second term as Independent Director on the Company’s Board on the 25[th] of September 2025. The Board extended their appreciation for her valuable suggestion, inputs and integral contribution to the Board and the Company.

6. The members were further informed that Board had proposed appointment of Ms Bhumika Jignesh Shah, a Company Secretary, as an Independent Director.

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1. The Notice of the 63[rd] Annual General Meeting together with the explanatory statement, the audit report given by statutory auditor and board report was taken as read.

2. The Members were apprised that report issued by S.A.E. & Associates LLP, Company Secretaries, the Secretarial Auditors contained certain qualifications. However, the qualifications mentioned in the secretarial audit report does not lead to any material adverse effect on the functioning of the company and hence in terms of Clause 13.2 of Secretarial Standards – 2, the secretarial audit report issued by the secretarial auditor was not read at the meeting.

3. The members were informed that the Company had reviewed all the statutory requirements and had made arrangements to provide a platform that ensured larger participation and also provided equal opportunity to all members in the voting process at the AGM.

4. The members were informed that as required under the provisions of Section 108 of the Companies Act, 2013 read with Rule 20 of the Companies (Management and Administration) Rules, 2014, the Company had provided remote e-voting facility to its members to exercise their right to vote by electronic means and also the Company was pleased to provide e-voting facility to the members to cast votes electronically during the AGM.

5. The members were informed that remote e-voting period commenced from 09:00 AM (IST) on 22[nd] September 2025 and concluded at 05:00 PM (IST) on 24[th] September 2025.

6. The members were further informed that the shareholders whose names were on the Register of Members as on 18[th] September 2025 i.e., cut-off date were entitled to cast their votes on the resolutions for the businesses listed in the notice for the 63[rd] Annual General Meeting through electronic mode.

7. The members were further apprised that those shareholders who are entitled to vote and were present in the meeting through VC facility and who had not cast their vote on the resolutions through remote e-voting, were eligible to vote through e-voting system during the AGM which remained open during the meeting and till 15 minutes after the conclusion of the meeting and the members were requested to vote by following the process which is mentioned in the Notice to the meeting.

8. The members were further informed that the Company had appointed Ms. Sri Vidhya Kumar as scrutinizer for scrutinizing the votes cast through ‘electronic means’ in a fair and transparent manner.

9. The Chairman further informed that in the interest of time, as per the notice of the meeting, only those members who had registered themselves with the Company on or before 6 days before the AGM to speak at the AGM were to be allowed to speak at the AGM and that in the above regard the Company had not received any request from any shareholders.

10. The following items of businesses as listed out in the Notice of 63[rd] AGM of the Company were put up for approval of the members of the Company:

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S.no. Particulars of the business matter taken up for approval by the members
Ordinary Business
1 To receive, consider, approve and adopt the audited financial statements
of the Company for the financial year ended March 31, 2025, together
with the reports of the directors and auditors thereon:
" RESOLVED THAT the audited financial statements of the Company for the
financial year ended March 31, 2025, and the reports of the board of directors
and auditors thereon laid before this meeting, be and are hereby considered,
approved and adopted.”
2
To appoint a director in place of Mr. Ramana Shetty Venkata Krishna
(DIN: 01470034) who retires by rotation:
" RESOLVED THAT pursuant to the provisions of section 152 of the
Companies Act, 2013, Mr. Ramana Shetty Venkata Krishna (DIN: 01470034),
who retires by rotation at this meeting and being eligible has offered himself for
re-appointment, be and is hereby re-appointed as a Director of the Company,
liable to retire by rotation."
3
To appoint Ms. Bhumika Jignesh Shah (DIN: 07019476) as an Independent
Director of the Company:
“RESOLVED THAT pursuant to the provisions of Sections 149, 150, 152,
Schedule IV and other applicable provisions of the Companies Act, 2013 (“the
Act”) read with the Rules framed thereunder, and applicable provisions of the
SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015,
(“the LODR Regulations”) [including any statutory modification(s) or re-
enactment(s) thereof, for the time being in force], approval and
recommendation of the Nomination and Remuneration Committee and that of
the Board, Ms. Bhumika Jignesh Shah (DIN: 07019476), who meets the criteria
for independence under Section 149(6) of the Act and the Rules made
thereunder and Regulation 16(1)(b) of the LODR Regulations and in respect of
whom the Company has received a notice in writing from a member under
Section 160 of the Act, be and is hereby appointed as an Independent Director
of the Company for a period of 5 (five) years from 63 [rd] AGM to 68 [th] AGM, and
that she shall not be liable to retire by rotation.
RESOLVED FURTHER THAT the Board be and is hereby authorised to do all
acts and take all such steps as may be necessary, proper or expedient to give
effect to this resolution and to settle any question, difficulty or doubt that may
arise in this regard, as the Board in its absolute discretion may deem
necessary or desirable and its decision shall be final and binding.”
4 Appointment of Secretarial Auditor:
“RESOLVED THAT pursuant to provisions of Regulation 24A of SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015 read with Rule 8
of Companies (Meetings of Board and its Powers) Rules, 2014 and in
compliance of Section 204 of the Companies Act, 2013 read with Rule 9 of
Companies (Appointment and Remuneration of Managerial Personnel) Rules,
2014, and any other applicable provisions of Companies Act, 2013 and LODR
2015, recommendation of Audit Committee and approval of the Board of
-
Directors, S.A.E. & Associates LLP, Company Secretaries (FRN
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L2018TN004700) be and is hereby appointed as Secretarial Auditors of the
Company for a term of 5 years from financial year 2025-2026 to 2029-2030 on
such remuneration as fixed by the Board of directors of the Company, from
time to time .
RESOLVED FURTHER THAT any of the directors of the Company be and are
hereby authorised severally to do all such acts, deeds and things, as may in
their absolute discretion deem necessary or desirable including filing of the
”
forms, returns, documents with statutory authorities .
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5 To re-appoint Mr. Suresh Vaidyanathan (DIN: 08857297) as whole time director: “ RESOLVED THAT pursuant to the provisions of Sections 152, 196, 203 and any other applicable provisions of the Companies Act, 2013 and the rules made thereunder read with Schedule V of the Companies Act, 2013 and the Companies (Appointment and Remuneration of Managerial Personnel) Rules,2014, and the relevant provisions of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, (including any statutory modification(s) or re-enactment thereof for the time being in force) and as recommended by the Nomination and Remuneration Committee and approved by the Board, Mr. Suresh Vaidyanathan (DIN: 08857297), be and is hereby re-appointed as Whole time Director on the Board of the Company liable to retire by rotation on such remuneration and other terms and conditions which shall be as mutually agreed between the wholetime director and the Company but which shall be within the limits laid down in Schedule V to the Companies Act, 2013. RESOLVED FURTHER THAT Mr. Suresh Vaidyanathan by the virtue of his nature of employment with the Company as a CEO & CFO, be construed as a whole-time director and hence pursuant to the provisions of section 196, 197, 203 and Schedule V of the Companies Act, 2013, the consent of the members be and are hereby accorded to re-designate him as a whole-time director for a period of 5 (five) years with effect from 1[st] September 2025. RESOLVED FURTHER THAT any director of the company be and is hereby authorised, on behalf of the company to do all such acts, things and matters as may be felt necessary and to sign, certify, file and execute all necessary documents, returns and forms in connection with the aforesaid appointment.”

The Chairman informed the members that the report on the voting done on the business listed in the notice of the 63[rd] AGM and as listed above in electronic mode (remote e- voting and through e-voting facility during the meeting), shall be consolidated by the Scrutinizer and the same shall be submitted to Chairman and will be communicated to the stock exchange within two working days from the conclusion of the Annual General Meeting.

Thanking the members for their participation, the Chairman announced formal closure of 63[rd] Annual General Meeting of the Company.

KRISHNA Digitally signed by Date: 25-September-2025 VENKATA KRISHNA VENKATA RAMANA SHETTY RAMANA Date: 2025.09.25 Place: Chennai SHETTY 19:44:06 +05'30'

K V Ramana Shetty Chairman of the meeting

DIN: 01470034

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