VOLTAS

06th June, 2026

BSE Limited
Department of Corporate Services
Phiroze Jeejeebhoy Towers
Dalal Street
Mumbai 400 001
Scrip Code: 500575

National Stock Exchange of India Limited
Listing Department
Exchange Plaza
Bandra-Kurla Complex
Bandra (East), Mumbai 400 051
NSE Symbol: VOLTAS

Dear Sirs,

Sub: Notice of 72nd Annual General Meeting to be held on 30th June, 2026 at 3.00 p.m.

Pursuant to Regulation 30 read with Schedule III, Part A, Para A of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, we enclose herewith the Notice of the 72nd Annual General Meeting of the Company which is being sent along with the Annual Report 2025-26 through electronic mode to those Members whose email addresses are registered with the Company / Registrar & Transfer Agent or Depositories.

The said Notice is also available on the website of the Company at www.voltas.in.

This is for your information and records.

Thanking you

Yours faithfully,

For Voltas Limited

RATNESH
Prasad
RUKHARIYAR

Digitally signed by
RATNESH PRASAD
RUKHARIYAR

Date: 2026.06.06
22:20:30 +05'30'

Ratnesh Rukhariyar
Company Secretary & Compliance Officer

Encl: As above

VOLTAS LIMITED
Corporate Management Office
Registered Office Voltas House 'A' Dr Babasaheb Ambedkar Road Chinchpokli Mumbai 400 033 India
Tel 91 22 66656290 66656258 e-mail [email protected] website www.voltas.com
Corporate Identity Number L29308MH1954PLC009371
A TATA Enterprise

NOTICE

The Seventy-Second Annual General Meeting of Voltas Limited will be held on Tuesday, 30 June, 2026 at 3.00 p.m. (IST) through Video Conferencing/Other Audio Visual Means to transact the following business:

ORDINARY BUSINESS

To receive, consider and adopt the Audited Standalone Financial Statements of the Company for the financial year ended 31 March, 2026 together with the Reports of the Board of Directors and the Auditors thereon.
To receive, consider and adopt the Audited Consolidated Financial Statements of the Company for the financial year ended 31 March, 2026 together with the Report of the Auditors thereon.
To declare a dividend of ₹ 4/- per Equity Share of ₹ 1/- each for the financial year ended 31 March, 2026.
To appoint a Director in place of Mr. Mukundan Menon C. P. (DIN: 09177076), who retires by rotation and being eligible offers himself for re-appointment.
To appoint a Director in place of Mr. Vinayak Deshpande (DIN: 00036827), who retires by rotation and being eligible offers himself for re-appointment.

SPECIAL BUSINESS

Appointment of Mr. Sunil Alaric D'Souza (DIN: 07194259) as a Non-Independent Non-Executive Director of the Company

To consider and, if thought fit, to 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') and rules made thereunder, Regulation 17 and other applicable regulations of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements), Regulations, 2015, (including any statutory modification or re-enactment thereto), Mr. Sunil Alaric D'Souza (DIN: 07194259), who was appointed as an Additional Director (Non-Independent Non-Executive) pursuant to the provisions of Section 161(1) of the Act and Article 131 of the Articles of Association of the Company and in respect of whom the Company has received a notice in writing from a Member under Section 160(1) of the Act proposing his candidature for the office of Director, be and is hereby appointed as a Director (Non-Independent Non-Executive) of the Company, liable to retire by rotation."

Ratification of Cost Auditor's Remuneration:

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

"RESOLVED that pursuant to the provisions of Section 148(3) and other applicable provisions, if any, of the Companies Act, 2013 (including any statutory modification or re-enactment thereto), the Companies (Audit and Auditors) Rules, 2014, as amended from time to time, the Company hereby ratifies the remuneration of ₹ 7.00 lakhs plus applicable taxes and reimbursement of out-of-pocket expenses incurred in connection with the audit, payable to M/s. Sagar & Associates, the Cost Accountants (Firm Registration Number 000118), who have been appointed by the Board of Directors on the recommendation of the Audit Committee, as the Cost Auditors of the Company, to conduct the audit of the cost records maintained by the Company for the financial year ending 31 March, 2027."

Voltas Limited

VOLTAS A TATA Enterprise

NOTES:

Holding of AGM through VC/OAVM and related information

The Ministry of Corporate Affairs (MCA) vide its General Circular No. 20/2020 dated 05 May, 2020, read with other relevant circulars on the subject, including General Circular No. 03/2025 dated 22 September, 2025 (collectively referred to as 'MCA Circulars') has permitted the holding of the Annual General Meeting (AGM) through Video Conferencing (VC)/Other Audio-Visual Means (OAVM), without the physical presence of the Members at a common venue. In compliance with the provisions of the Companies Act, 2013 (Act), SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, (SEBI Listing Regulations) and MCA Circulars, the 72nd AGM of the Company is being held through VC/OAVM on 30 June, 2026 at 3.00 p.m. (IST). The deemed venue for the 72nd AGM shall be Voltas House 'A', Dr. Babasaheb Ambedkar Road, Chinchpokli, Mumbai 400 033.
PURSUANT TO THE PROVISIONS OF THE ACT, A MEMBER ENTITLED TO ATTEND AND VOTE AT THE AGM IS ENTITLED TO APPOINT A PROXY TO ATTEND AND VOTE ON HIS/HER BEHALF AND THE PROXY NEED NOT BE A MEMBER OF THE COMPANY. SINCE THIS AGM IS BEING HELD PURSUANT TO THE MCA CIRCULARS THROUGH VC/OAVM, PHYSICAL ATTENDANCE OF MEMBERS HAS BEEN DISPENSED WITH. ACCORDINGLY, THE FACILITY FOR APPOINTMENT OF PROXIES BY THE MEMBERS WILL NOT BE AVAILABLE FOR THIS AGM AND HENCE, THE PROXY FORM, ATTENDANCE SLIP AND ROUTE MAP OF AGM ARE NOT ANNEXED TO THIS NOTICE.
The Members can join the AGM in the VC/OAVM mode 30 minutes before the scheduled time of the commencement of the Meeting by following the procedure mentioned in the Notice and this mode will be available throughout the proceedings of the Meeting. The Members will be able to view the proceedings on the National Securities Depository Limited's (NSDL) e-voting website at www.evoting.nsdl.com. The facility of participation at the AGM through VC/OAVM will be made available to at least 1,000 Members on a first come first serve basis as per the MCA Circulars. The detailed instructions for joining the Meeting though VC/OAVM form part of the Notes to this Notice.
Institutional/Corporate Members (i.e. other than individuals, HUF, NRI etc.) intending to appoint their authorised representatives pursuant to Section 113 of the Act, to attend the 72nd AGM through VC/OAVM or to vote through remote e-voting are requested to send a certified copy of the Board Resolution/Authority Letter/etc. (PDF/JPG format) to the Scrutiniser by e-mail at [email protected] with a copy marked to [email protected]. They can also upload their Board Resolution/Authority Letter etc. by clicking on "Upload Board Resolution/Authority Letter" displayed under "e-Voting" tab in their login.
The Members attending the AGM through VC/OAVM will be counted for the purpose of reckoning the quorum under Section 103 of the Act.
The Statement pursuant to Section 102 of the Act, setting out the material facts concerning the businesses under Item Nos. 6 and 7 of the Notice are annexed hereto. The relevant details pursuant to Regulation 36(3) of the SEBI Listing Regulations and Secretarial Standard 2 on General Meetings issued by the Institute of Company Secretaries of India, in respect of Directors seeking appointment and re-appointment at this AGM are also annexed.

Dispatch of Notice and Annual Report

In line with the MCA Circulars and Regulation 36 of the SEBI Listing Regulations, the Notice of the AGM along with Annual Report 2025-26 are being sent only through electronic mode to those Members whose e-mail addresses are registered with the Company/Depository Participants (DPs)/Registrar & Transfer Agent (RTA) as on 29 May, 2026.

In accordance with the provisions of Regulation 36(1)(b) of the SEBI Listing Regulations, the Company is sending a letter to those Members whose e-mail addresses are not registered with the Company/DPs/RTA as on 29 May, 2026, providing the weblink of Company's website from where the Annual Report can be accessed and downloaded. The Company shall send a physical copy of the Annual Report to those Members who request for the same at [email protected] mentioning their Folio No./DP ID and Client ID.

The Notice convening the 72nd AGM and the Annual Report 2025-26 have been uploaded on the website of the Company at www.voltas.in, and may also be accessed from the relevant section on the websites of the Stock Exchanges, i.e.

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BSE Limited and National Stock Exchange of India Limited at www.bseindia.com and www.nseindia.com, respectively. The Notice of the AGM is also available on the website of NSDL at www.evoting.nsdl.com.

Record Date and Dividend

(A) The Company has fixed Friday, 12 June, 2026 as the Record Date for determining the Members entitled to receive dividend for the Financial Year ended 31 March, 2026. The dividend of ₹ 4/- per equity share of ₹ 1 each (i.e. 400%) if approved and declared by the Members at the AGM, will be paid subject to deduction of income tax at source (TDS) on or after 03 July, 2026, as under:

For Shares held in electronic (demat) form: To all the Beneficial Owners as at the end of the day on Friday, 12 June, 2026 as per the list of beneficial owners to be furnished by the NSDL and Central Depository Services (India) Limited (CDSL); and

For Shares held in physical form: To all the Members after giving effect to transmission and transposition of shares in respect of valid requests lodged with the Company as of the close of business hours on Friday, 12 June, 2026.

(B) Pursuant to the provisions of Income-tax Act, 2025 (the IT Act), dividend income is taxable in the hands of the Members and the Company is required to deduct income-tax at source from dividend paid to the Members as per the rates prescribed under the Act. In general, to enable compliance with the TDS requirements, Members are requested to complete and/or update their Residential Status, Permanent Account Number (PAN), Category as per the IT Act with their Depository Participants (DPs) in respect of shares held in demat form or in case the shares are held in physical form, with the Company by sending documents through e-mail on or before Friday, 12 June, 2026.

Resident Members may send the TDS documents either by e-mail at [email protected] or by uploading the same at the following link https://web.in.mpms.mufg.com/formsreg/submission-of-Form-121-41.html and Non Resident Members are requested to send their documents at [email protected] on or before

Friday, 12 June, 2026. For detailed process, please click here: https://www.voltas.in/storage/Investor/schedule-announcements/download/Covering_Email_Annexures.pdf or refer to the email sent to the Members in this regard.

In accordance with Regulation 12 of SEBI Listing Regulations read with relevant SEBI Master Circular, dividend shall be paid to all shareholders (physical and demat) only through electronic mode.

Shares held in Physical form: Shareholders holding shares in physical form are requested to make their folio KYC compliant. Please note that the dividend will be released only if the folio is KYC compliant.

Procedure for updating KYC including bank account:

Members are requested to send a hard copy of the following details/documents to RTA:

(a) A duly signed request letter/Form ISR-1 mentioning their name, folio number, email id, contact number, complete address with Pincode and following details relating to bank account in which the dividend is to be received:

(i) Name of Bank, Branch and type of Bank Account;
(ii) Bank Account Number and account type allotted by the Bank after implementation of Core Banking Solutions; and
(iii) 11-digit IFSC Code.

(b) An Original cancelled cheque bearing the name of the Member (or first holder, in case shares are held jointly). In case name of the Member is not printed on the cheque, kindly submit the following documents:

(i) Cancelled cheque in original; and
(ii) Bank attested, legible copy of the first page of the Bank Passbook/Bank Statement bearing the names of the account holders, address, same bank account number and type (matching the cheque leaf) and the full address of the Bank branch;

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VOLTAS A TATA Enterprise

(c) Self-attested copy of the PAN Card of all holders;
(d) Self-attested copy of a valid address proof document (such as Aadhaar Card, Driving License, Election Identity Card, Passport) in support of the address of the Member as registered with the Company;
(e) latest copy of Client Master List (CML) certified by self and DP;
(f) Form ISR-2 duly filled and signed. The signature of holders should be attested by the Bank Manager; and
(g) Form SH 13 – Nomination Form or Form ISR-3 – to opt out from Nomination.

Shares held in electronic form: Members may please note that their bank account details as furnished by them to their respective DP and provided to the Company by the Depositories, will be considered for remittance of dividend as per the applicable depository regulations and the Company will not entertain any direct request from such Members for change/addition/deletion in such bank details. Accordingly, the Members holding shares in dematerialised form are requested to update their Electronic Bank Mandate with their respective DP.

Further, please note that instructions, if any, already given by Members in respect of shares held in physical form, shall not be automatically applicable to the dividend payable on shares held in electronic form.

Process for registering e-mail addresses to receive the Notice of AGM and Annual Report electronically and cast votes electronically

(A) One time registration of e-mail addresses with MUFG Intime: The Company has made special arrangements with MUFG Intime for registration of e-mail addresses of those Members (holding shares either in dematerialised or physical form) who wish to receive the Notice of AGM and Annual Report 2025-26 electronically and cast votes electronically. Members who have not registered their e-mail addresses with the Company/RTA/DPs are requested to provide the same to the RTA, on or before 5:00 p.m. (IST) on Tuesday, 23 June, 2026. Upon successful registration, such Member will, on the e-mail address

provided, receive Notice along with the procedure for remote e-Voting and the login credentials (User ID and password).

The process for registration of e-mail address is given below:

(i) Link: https://web.in.mpms.mufg.com/EmailReg/Email_Register.html
(ii) Select the name of the Company from the dropdown list: Voltas Limited
(iii) Enter details in respective fields such as DP ID and Client ID (if shares held in electronic form), Folio Number and Certificate Number (if shares held in physical form), Shareholder Name, PAN, Mobile number and e-mail address.
(iv) The system will send OTP on the Mobile number and e-mail address.
(v) Enter OTP received on Mobile Number and e-mail address and Submit the request.
(vi) After successful submission of the e-mail address, NSDL will e-mail a copy of this Notice and Annual Report for 2025-26 along with the e-Voting user ID and password. In case of any queries, Members may write to [email protected].

(B) Permanent Registration of e-mail address with RTA/DPs:

For Shares held in electronic (dematerialised) form: Members are requested to register/update their e-mail address with their concerned DPs.
For Shares held in physical form: Members are requested to register/update their e-mail address with the Company/RTA by submitting the Form No. ISR 1 duly filled and signed. The relevant forms for registration are available at https://web.in.mpms.mufg.com/KYC-downloads.html. For any assistance in this regard, Members may contact the Company's RTA.

Those Members (holding shares either in dematerialised or physical form) who have already registered their e-mail addresses, are requested to keep their e-mail address validated/

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updated with their DPs/RTA to enable service of notices/documents/Annual Reports and other communications electronically in future.

Registers for Inspection by shareholders at the AGM

The Register of Directors and Key Managerial Personnel and their shareholding, maintained under Section 170 of the Act and the Register of Contracts and Arrangements in which Directors are interested, maintained under Section 189 of the Act, will be available electronically for inspection by the Members during the AGM. Members seeking to inspect such documents can send their request by an e-mail to [email protected] mentioning their Name and Folio Number/DP ID and Client ID.

Remote e-Voting before/during the AGM

(A) Pursuant to the provisions of Section 108 of the Act, read with Rule 20 of the Companies (Management and Administration) Rules, 2014, as amended and Regulation 44 of the SEBI Listing Regulations, as amended and the applicable MCA Circulars, the Company is providing facility of remote e-Voting to its Members in respect of the business to be transacted at the AGM. For this purpose, the Company has entered into an agreement with NSDL for facilitating voting through electronic means, as the authorised agency. The facility of casting votes by a Member using remote e-voting system prior to the AGM as well as remote e-voting during the AGM will be provided by NSDL.

(B) Members of the Company holding shares either in physical form or in dematerialised form as on the cut-off date of Tuesday, 23 June, 2026 may cast their vote by remote e-Voting. A person whose name is recorded in the Register of Members or in the Register of Beneficial Owners maintained by the Depositories as on the cut-off date only shall be entitled to avail the facility of remote e-Voting before the AGM as well as remote e-Voting during the AGM. A person who is not a Member as on the Cut-off Date, should treat this Notice for information purposes only. Any person holding shares in physical form and Member other than individual Member who acquires shares of the Company and becomes a Member of the Company after the Notice is sent through e-mail and holding shares as on the cut-off date, i.e., Tuesday, 23 June, 2026 may obtain the User ID and Password by

sending a request at [email protected]. However, if you are already registered with NSDL for remote e-Voting, then you can use your existing user ID and password for casting your vote. If you forgot your password, you can reset your password by using "Forgot User Details/ Password" or "Physical User Reset Password" option available on www.evoting.nsdl.com or by calling NSDL helpdesk at 022 - 4886 7000.

In case of individual Members holding shares in dematerialised form and who acquires shares of the Company and becomes a Member of the Company after sending of the Notice and holding shares as of the cut-off date, i.e., Tuesday, 23 June, 2026, may follow steps mentioned under "Access to NSDL e-Voting system."

(C) The remote e-Voting period commences on Friday, 26 June 2026 (9.00 a.m.) (IST) and ends on Monday, 29 June, 2026 (5.00 p.m.) (IST). The remote e-Voting module shall be disabled by NSDL for voting thereafter. Once the vote on a Resolution is casted by the Member, the Member shall not be allowed to change it subsequently. The Members, whose names appear in the Register of members/beneficial owners as on the cut-off date i.e. Tuesday, 23 June, 2026, may cast their vote electronically. The voting rights of the Members shall be in proportion to their shareholding in the paid-up equity share capital of the Company as on the cut-off date, i.e., Tuesday, 23 June, 2026.

(D) Mr. Bhaskar Upadhyay (FCS No. 8663) or failing him, Mr. Bharat Upadhyay (FCS No.5436) of M/s. N. L. Bhatia & Associates, Practicing Company Secretaries, have been appointed as the Scrutiniser to scrutinise the e-Voting process in a fair and transparent manner.

(E) Members will be provided with the facility for voting through electronic voting system during the AGM, which will be conducted through VC and Members participating at the AGM, who have not already cast their vote by remote e-Voting, will be eligible to exercise their right to vote at the end of discussion on the Resolutions on which voting is to be held, upon announcement by the Chairman/ Company Secretary. Members who have already cast their vote on Resolution(s) by remote e-voting prior to the AGM will also be eligible to participate at the AGM through

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VC/OAVM but shall not be entitled to cast their vote again on such Resolution(s). Subject to the receipt of requisite votes, Resolutions shall be deemed to be passed on the date of the AGM, i.e., 30 June, 2026.

(F) The facility for e-Voting during AGM shall be disabled by NSDL after 15 minutes from the conclusion of the AGM, and no voting shall be allowed thereafter.

(G) The Scrutiniser will submit his report to the Chairman or to any other person authorised by the Board after completion of the scrutiny of votes cast through e-Voting (votes cast before/during the AGM), within two working days from the conclusion of the AGM. The results declared along with the Scrutiniser's Report shall be communicated to the Stock Exchanges on which the Company's shares are listed, NSDL and will also be displayed on the Company's website www.voltas.in.

Instructions for remote e-voting (before and during the AGM) and attending the AGM through VC/OAVM are given below

How to vote electronically using NSDL e-Voting system

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 and joining virtual meeting for Individual Members holding securities in demat mode:

In terms of SEBI circular dated 09 December, 2020 on e-Voting facility provided by listed companies, individual Members holding securities in demat mode are allowed to vote through their demat account maintained with Depositories and Depository Participants. Members are advised to update their mobile number and e-mail Id in their demat accounts in order to access e-Voting facility.

Type of Members	Login Method
Individual Members 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 or joining virtual meeting and voting during the meeting.
	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 or joining virtual meeting and voting during the meeting.
	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

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Type of Members	Login Method
	ID (i.e. your sixteen digit demat account number 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 i.e. NSDL and you will be redirected to e-Voting website of NSDL for casting your vote during the remote e-Voting period or joining virtual meeting and voting during the meeting.

Type of Members

ID (i.e. your sixteen digit demat account number 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 i.e. NSDL and you will be redirected to e-Voting website of NSDL for casting your vote during the remote e-Voting period or joining virtual meeting and voting during the meeting.

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 |
| Individual Members 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 and New System Myeasi Tab and then use your existing my easi username & password.

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 or joining virtual meeting and voting during the meeting. Additionally, there are 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.
If the user is not registered for Easi/Easiest, option to register is available at CDSL website www.cdslindia.com. Click on login and New System Myeasi Tab and then click on registration option.
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 and 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 be able to directly access the system of all e-Voting Service Providers. |
| Individual Members (holding securities in demat mode) login through their depository participants | 1. 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 or joining virtual meeting and voting during the meeting. |

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.

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

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

Login Method for e-Voting and joining virtual meeting for Members other than Individual Members holding securities in demat mode and Members holding securities in physical mode.

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

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, 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.

Your User ID details are given below:

Manner of holding shares, i.e., Demat (NSDL or CDSL) or Physical	Your User ID is
For Members who hold shares in demat account with NSDL.	8 Character DP ID followed by 8 Digit Client ID
Example: if your DP ID is IN300 and Client ID is 12 then your user ID is IN30012.
For Members who hold shares in demat account with CDSL.	16 Digit Beneficiary ID
Example: if your Beneficiary ID is 12 then your user ID is 12
For Members holding shares in Physical Form.	EVEN Number followed by Folio Number registered with the Company
Example: if folio number is 001 and EVEN is 139470 then user ID is 139470001

Password details for Members other than Individual Members are given below:

(a) If you are already registered for e-Voting, then you can use 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'?

(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

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contains your 'User ID' and your 'initial password'.

(ii) If your email ID is not registered, please follow the process mentioned below for those Members whose email ids are not registered.

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 [email protected] 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.

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

Step-2: Cast your vote electronically and join General Meeting on NSDL e-Voting system.

How to cast your vote electronically and join General Meeting on NSDL e-voting system?

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 and General Meeting is in active status.
Select "EVEN" of company, which is 139470, for which you wish to cast your vote during the remote e-Voting period and casting your vote during the General Meeting. For joining virtual meeting, you need to click on "VC/OAVM" link placed under "Join Meeting".
Now you are ready for e-Voting as the Voting page opens.
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.
Upon confirmation, the message "Vote cast successfully" will be displayed.
You can also take the printout of the votes cast by you by clicking on the print option on the confirmation page.
Once you confirm your vote on the resolution, you will not be allowed to modify your vote.

Process for those Members whose email IDs are not registered with the depositories for procuring User ID and password and registration of email IDs for e-voting for the resolutions set out in this notice:

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 [email protected].
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 [email protected]. 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 and joining virtual meeting for Individual Members holding securities in demat mode.
Alternatively Members may send a request to [email protected] for procuring user id and password for e-voting by providing above mentioned documents.
In terms of SEBI circular dated 09 December, 2020 on e-Voting facility provided by Listed Companies, Individual Members holding securities in demat mode are allowed to vote through their demat account maintained with Depositories and Depository Participants. Members

Voltas Limited
9

VOLTAS A TATA Enterprise

are required to update their mobile number and email ID correctly in their demat account in order to access e-Voting facility.

The Instructions for Members for E-Voting on the day of the AGM are as under:

The procedure for e-Voting on the day of the AGM is same as the instructions mentioned above for remote e-voting.
Only those Members, who will be present in the AGM through VC/OAVM facility and have not casted their vote on the Resolutions through remote e-Voting and are otherwise not barred from doing so, shall be eligible to vote through e-Voting system in the AGM.
Members who have voted through Remote e-Voting will be eligible to attend the AGM. However, they will not be eligible to vote at the AGM.
The details of the person who may be contacted for any grievances connected with the facility for e-Voting on the day of the AGM shall be the same person mentioned for remote e-voting.

Instructions for Members for attending the AGM through VC/OAVM:

Member will be provided with a facility to attend the AGM through VC/OAVM through the NSDL e-Voting system. Members may access by following the steps mentioned above for Access to NSDL e-Voting system. After successful login, you can see link of "VC/OAVM" placed under "Join meeting" menu against company name. You are requested to click on VC/OAVM link placed under Join Meeting menu. The link for VC/OAVM will be available in Member login where the EVEN of Company will be displayed. Please note that the members who do not have the User ID and Password for e-Voting or have forgotten the User ID and Password may retrieve the same by following the remote e-Voting instructions mentioned in the notice to avoid last minute rush.
After successful login, Members are requested to click on the VC/OAVM link which is placed under 'Join Meeting' menu against the Company name.
The link for VC/OAVM will be available in Member login where the EVEN of the Company, i.e. 139470 will be displayed. On clicking this link, the Members will be able to attend and participate in the proceedings of the AGM. Please note that the Members who do not have the User ID and Password for e-Voting or have forgotten the User ID/Password may retrieve the same by following the remote e-Voting instructions mentioned in the Notice to avoid last minute rush.
Members are encouraged to join the Meeting through Laptops, for better experience. Further, Members will be required to allow camera and use Internet with a good speed to avoid any disturbance during the Meeting. Please note that participants connecting from Mobiles or Tablets or through Laptops connecting via Mobile Hotspot may experience Audio/Video loss due to fluctuation in their respective network. It is therefore recommended to use stable Wi-Fi or LAN connection to mitigate any glitches.
Members are requested to submit their questions, if any, in advance with regard to the financial statements or any other matters to be placed at the 72nd AGM, from their registered e-mail address, mentioning their name, DP ID and Client ID/folio number and mobile number, in advance at the Company's e-mail address at [email protected] before 23 June, 2026. Such questions by the Members shall be suitably replied by the Company.

6. Speaker Registration

Members who would like to express their views/ask questions as a Speaker at the Meeting may pre-register themselves by sending a request from their registered e-mail address mentioning their names, DP ID and Client ID/folio number, PAN and mobile number at [email protected] between 22 June, 2026 at 9.00 a.m. (IST) and 25 June, 2026 at 5.00 p.m. (IST). Only those Members who have pre-registered themselves as a Speaker will be allowed to express their views/ask questions during the AGM. The Company reserves the right to restrict the number of Speakers depending on the availability of time for the AGM and other situational factors.

General Guidelines for Members

Members who need technical assistance before or during the AGM to access and participate in the Meeting may contact NSDL on [email protected] / 022-4886 7000 or contact Mr. Amit Vishal, Vice President - NSDL or Ms. Pallavi Mhatre, Joint Vice President - NSDL at [email protected] or contact at NSDL, T301, 3rd Floor, Naman Chambers, G Block, Plot No- C-32, Bandra Kurla Complex, Bandra East, Mumbai - 400051.

Annual Report 2025-26

Notice

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 https://www.evoting.nsdl.com to reset the password.
In case of any queries/you may refer the Frequently Asked Questions (FAQs) for Members and e-voting user manual for Members available at the download section of www.evoting.nsdl.com or call on: 022 - 4886 7000 or send a request to Mr. Amit Vishal, Vice President – NSDL or Ms. Pallavi Mhatre, Joint Vice President – NSDL at [email protected].

Other Important Information for Members

A. KYC and Dematerialisation of shares

As per Regulations 39 and 40 of the SEBI Listing Regulations, as amended from time to time, listed companies can effect any service request* only in Dematerialised form with effect from 24 January, 2022.

Further, SEBI has introduced common and simplified norms for processing investors' service requests through the RTA including mandatory furnishing of PAN (Aadhar linked, if applicable), KYC details (viz. postal address with PIN code, mobile number, bank account details and specimen signature) and Nomination (choice of Nomination). Accordingly, the RTA cannot process any service requests or complaints received from the holder(s) / claimant(s), until the PAN and KYC details are duly updated in its records. FAQs in respect of Investors' Service Requests, as published by SEBI may be accessed at the following link: https://www.sebi.gov.in/sebi_data/faqfiles/jan-2026/1767611333081.pdf

The Company has been sending individual letters to all the Members holding shares of the Company in physical form, requesting them to update their KYC details (including PAN, Bank details and Nomination details) as required by them against each folio.

As per the provisions of the Act and applicable SEBI requirements, Members holding shares in physical form may file nomination / make changes to their nomination details / opt out of nomination in the prescribed Form SH-13 / Form SH-14 / Form ISR-3, as applicable, to the RTA. In respect of shares held in dematerialized form, the nomination related forms may be submitted to the respective DP.

In view of the aforesaid regulatory requirements, and in order to eliminate the risks associated with holding physical shares and to facilitate ease of portfolio management, Members holding shares in physical form are once again requested to update these details (through Form ISR-1, Form ISR-2 and Form ISR-3 / SH-13, as applicable) and to consider converting their shareholding into dematerialized form.

Members can download following Forms from link https://web.in.mpms.mufg.com/KYC-downloads.html and submit to RTA to process their service request

(a) Form ISR-1: PAN and KYC details;
(b) Form ISR-1/ISR-2: Updation of signature;
(c) Form ISR-3: Declaration for opting out of Nomination;
(d) Form SH-13: Nomination Form;
(e) Form SH-14: Cancellation/variation of Nomination;

B. Dispensing the requirement of issuance of a Letter of Confirmation and direct credit of shares to the Demat Account of Member/Claimant

As prescribed by SEBI, all investor service requests* are processed only in dematerialised form. In line with the earlier regulatory framework, the RTA was issuing Letters of Confirmation (LOC) to applicants upon processing their service requests. Such LOCs were required to be submitted by them to the respective Depository Participants within 120 days for credit of shares in their demat accounts.

With a view to simplifying the process for credit of securities, SEBI has recently dispensed with the requirement of issuing LOCs. Accordingly, upon processing the service requests*, the RTA now credits the shares directly to the investors' demat accounts. LOCs issued earlier shall, however, remain valid and may be submitted by investors to their Depository Participants within 120 days from the date of issuance for dematerialisation.

*Service Requests: Request for Issue of duplicate securities certificate; claim from unclaimed suspense account; renewal/exchange of securities certificate; endorsement; sub-division/splitting of securities certificate; consolidation of securities certificates/folios; transmission and transposition.

Voltas Limited
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VOLTAS
A TATA Enterprise
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C. Special window for re-lodgement of physical share transfer requests

Transfer of securities in physical form was discontinued effective 01 April, 2019. However, SEBI has from time to time allowed re-lodgement of transfer deeds (i.e. deeds submitted before deadline but returned/rejected, could be re-lodged). Last such re-lodgement was allowed from 07 July, 2025 to 06 January, 2026. Noting that many investors who purchased physical securities before April 01, 2019, have still not lodged/relodged the transfer deeds, SEBI vide Circular dated 30 January, 2026, instructed Companies to again re-open special window from 05 February, 2026 to 04 February, 2027. Hence all shareholders are hereby informed that a special window has been re-opened for the said period to facilitate lodgement/re-lodgement of transfer requests of physical shares, which were sold/purchased prior to 01 April, 2019. The said SEBI Circular is available on the website of the Company https://www.voltas.in/storage/Investor/schedule-announcements/download/Special-Window-for-Transfer-and-Dematerialisation-of-Physical-Securities.pdf.

D. Simplification of Procedure for Issuance of Duplicate Share Certificates

SEBI has simplified the procedure for issuance of duplicate share certificates. Besides the necessary documents as required against the said folio, the Member is now required to submit only the following documents for Issuance of Duplicate Share Certificate:

For market value of shares up to ₹ 10,000 – Undertaking on plain paper (no notarisation required).
For market value of shares above ₹ 10,000 and up to ₹ 10 lakhs – Single Affidavit-cum-Indemnity Bond.
For market value of shares above ₹ 10 lakhs – Affidavit-cum-Indemnity Bond along with FIR/Police Complaint and Newspaper Advertisement.

In view of the above, members whose share certificates are lost, are encouraged to kindly submit the requisite documents. Upon receipt of complete set of documents, the shares shall be directly credited to the Members Demat account.

E. Transfer of Unclaimed/Unpaid Dividend to Investor Education Protection Fund (IEPF)

Pursuant to Sections 124 and 125 of the Act, read with the Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Rules, 2016 as amended ('IEPF Rules'), all unclaimed/unpaid dividend, application money, debenture interest and interest on deposits as well as the principal amount of debentures and deposits, as applicable, remaining unclaimed/unpaid for a period of seven years from the date on which they became due for payment, have been transferred to the IEPF established by the Central Government. No claim shall be entertained against the Company for the amounts so transferred.

As per Section 124(6) of the Act read with the IEPF Rules, all the shares in respect of which dividend has remained unclaimed or unpaid for seven consecutive years or more are required to be transferred to an IEPF Demat Account.

Accordingly, the Company had, after sending reminders to the concerned Members, transferred the shares in respect of dividends declared for financial year 2008-09 to 2017-18 and which had remained unclaimed for seven consecutive years, to the IEPF Authority. Details of shares transferred to IEPF Authority are available on the website of the Company. Please note that no claim shall lie against the Company in respect of the shares so transferred to IEPF.

However, Members are entitled to claim their shares and uncashed dividends so transferred by the Company from IEPF Authority by submitting necessary claim documents to the RTA for review and seeking Entitlement Letter from the Company. On receipt of the Entitlement Letter, the claimant can proceed further to file an online application in the prescribed Form IEPF-5 available on the website https://www.iepf.gov.in/. For assistance in this regard, Members may contact the Company's RTA.

Members who have not yet claimed their dividend for the financial year ended 31 March, 2019 or any subsequent financial years are requested to approach the Company or its RTA for claiming the same. It may be noted that the unpaid dividend for the financial year ended 31 March, 2019 declared on 09 August, 2019 can be claimed by the

Annual Report 2025-26

Notice

Members before 21 August, 2026 (as the due date for transfer to IEPF is 09 September, 2026). Members attention is particularly drawn to the "Corporate Governance" section of the Annual Report in respect of unclaimed dividend.

The Company has uploaded the details of the unclaimed dividends in respect of the financial years from 2017-18 onwards, as outstanding as on 31 March, 2025 after the 71st AGM held on 08 July, 2025 on the website of the IEPF - www.iepf.gov.in and on the website of the Company - www.voltas.in, under 'Investor' Section.

F. Saksham Niveshak Campaign

The Investor Education and Protection Fund Authority (IEPFA) launched a 100 Days' Campaign titled "Saksham Niveshak" from 28 July 2025 to 06 November 2025, targeting shareholders whose dividends had remained unpaid or unclaimed. IEPFA has re-launched the Saksham Niveshak Campaign in April, 2026. In accordance with the directions issued under the campaign, the Company undertook multiple investor outreach initiatives, including publication of newspaper advertisement(s), dissemination of notices through social media platforms such as LinkedIn, Facebook, X and Instagram, sending emails to shareholders whose email IDs were registered, and dispatch of letters to those shareholders whose email IDs were not registered, urging them to update their Know Your Client (KYC) details and claim their unpaid dividends to avoid transfer of their shares and/or dividends to the IEPF. The Company continues to undertake appropriate investor communication and outreach measures to

encourage shareholders to update their KYC and claim their unpaid/unclaimed dividends under the Saksham Niveshak Campaign.

G. Prompt Intimation of any changes in Members details to RTA

Members are requested to promptly intimate changes, if any, pertaining to their name, postal address, e-mail address, telephone/mobile numbers, PAN, nomination details, Power of Attorney registration, Bank Mandate details, etc. to their DPs in case the shares are held in electronic form and to the Company's RTA in case the shares are held in physical form, quoting their DP ID and Client ID/folio number, as applicable. Further, Members may note that SEBI has mandated the submission of PAN by every participant in the securities market, and accordingly, Members are requested to ensure that their PAN details are updated with their respective DPS/RTA, as applicable.

H. Safety from fraudulent transactions with respect to Members shares

To prevent fraudulent transactions, Members are advised to exercise due diligence and promptly notify the Company/its RTA or their respective DPs, as applicable, of any change in address or the demise of any joint holder/Member, as soon as possible. Members are also advised to periodically obtain/request statements of their shareholding from their DPs and to verify the details contained therein from time to time.

Voltas Limited
13

VOLTAS
A TATA Enterprise
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For any assistance please contact the Company's RTA:

Name of RTA	MUFG Intime India Private Limited (formerly known as Link Intime India Private Limited)
Address	Unit: Voltas Limited - C 101, Embassy 247, L B S Marg, Vikhroli (West), Mumbai – 400083
Contact	+91 810 811 8484
Email	[email protected]
Chatbot – ‘iDIA’	This Chatbot, developed by our RTA, uses conversational technology to provide investors with a round-the-clock intuitive platform to ask questions and obtain information about queries. Interact with iDIA by logging in to https://in.mpms.mufg.com/
SWAYAM	This is a secure, user-friendly web-based application developed by our RTA, empowering investors to effortlessly access various services. We encourage investors to register and experience the portal first hand. Access SWAYAM at https://swayam.in.mpms.mufg.com/
Link to raise service request/ queries:	https://web.in.mpms.mufg.com/helpdesk/service_request.html
FAQ section on the RTA's website for investor queries.	Please visit https://web.in.mpms.mufg.com/faq.html to find answers to your queries related to securities.

I. Right to vote in case of Joint holder

In case of joint holders, only the Member whose name appears first in the order of names as per the Register of Members of the Company shall be entitled to vote at the AGM.

J. Online Dispute Resolution Portal

SEBI has established a common Online Dispute Resolution Portal ('ODR Portal') for resolution of disputes arising in the Indian Securities Market. Pursuant to this, post exhausting the option to resolve their grievance with the RTA/Company directly and through existing SCORES platform, the investors can initiate dispute resolution through the ODR Portal at https://smartodr.in/login and the same can also be accessed through the Company's website at https://www.voltas.in/investors/kyc-forms-physical-shareholder.

By Order of the Board of Directors

Ratnesh Rukhariyar
Company Secretary & Compliance Officer
FCS No. 5833

Mumbai, 14 May, 2026

Registered Office:
Voltas House 'A',
Dr. Babasaheb Ambedkar Road, Chinchpokli, Mumbai 400 033.
Tel: 91 22 66656666
CIN: L29308MH1954PLC009371
e-mail: [email protected]
website: www.voltas.in

Annual Report 2025-26

Notice

STATEMENT PURSUANT TO SECTION 102 OF THE COMPANIES ACT, 2013

As required by Section 102 of the Companies Act, 2013 (Act), the following Statement sets out all material facts relating to the business mentioned under Item Nos. 6 and 7 of the Notice.

Item No. 6:

Based on the recommendation of the Nomination and Remuneration Committee (NRC), the Board of Directors had, at its Meeting held on 14 May, 2026, pursuant to provisions of Section 161(1) of the Act and Article 131 of the Articles of Association of the Company, appointed Mr. Sunil Alaric D'Souza (DIN: 07194259) as an Additional Director (Non-Independent Non-Executive) with effect from 14 May, 2026.

Mr. Sunil Alaric D'Souza has 33 years of extensive experience in Consumer products sector with a strong emphasis on strategy growth and execution. He is currently servicing as the Managing Director & Chief Executive Officer of Tata Consumer Products Limited (TCPL). The profile and specific areas of expertise of Mr. Sunil Alaric D'Souza and other relevant information as required under the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ('SEBI Listing Regulations') and Secretarial Standards 2 issued by the Institute of Company Secretaries of India are provided in the Annexure to this Notice.

Based on the skills, competence and expertise in understanding of business dynamics and his extensive experience in strategy, management and consumer products sectors, the Board, on the recommendation of the NRC, has determined that the appointment of Mr. Sunil Alaric D'Souza would be beneficial to the Company.

The Company has received a notice under Section 160(1) of the Act proposing his candidature for the office of the Director of the Company. The Company has received consent from Mr. Sunil Alaric D'Souza to act as Director (Non-Independent Non-Executive). He has confirmed that he is not disqualified from being appointed as Director under the provisions of Section 164 of the Act and is not debarred from holding the office of Director by virtue of any order of the Securities and Exchange Board of India or any other such authority.

In compliance with the provisions of Section 152 of the Act and Regulation 17 of SEBI Listing Regulations, the approval of Members is sought for the appointment of Mr. Sunil Alaric D'Souza as Non-Independent Non-Executive Director of the Company, by way of an Ordinary Resolution as set in the notice.

The Board commends the Ordinary Resolution at Item No. 6 of the Notice for approval by the Members.

Mr. Sunil Alaric D'Souza is interested in the Resolution set out at Item No. 6 of the Notice with regard to his appointment. Relatives of Mr. Sunil Alaric D'Souza may be deemed to be interested in the Resolution to the extent of their shareholding interest, if any, in the Company. Save and except the above, none of the other Directors/Key Managerial Personnel of the Company/their relatives are, in any way, concerned or interested, financially or otherwise, in the Resolution.

Item No. 7:

Pursuant to Section 148 of the Act, read with the Companies (Cost Records and Audit) Rules, 2014, as amended from time to time, the Company is required to have the audit of its cost records, in respect of products covered under the aforesaid Rules, conducted by a Cost Accountant in practice.

The Company is engaged in business of Unitary Cooling Products and Electro-Mechanical Projects and Services. The Unitary Cooling Products segment comprises Room Air Conditioners, Air Coolers, Commercial Refrigeration Products and Commercial Air Conditioning products such as Ductables, Package Units, Variable Refrigerant Flow (VRF) systems, Chillers, etc. The requirement of Cost Audit is applicable only to such Unitary Cooling Products that are manufactured by the Company.

The Board of Directors of the Company have, based on the recommendation of the Audit Committee, approved the re-appointment and remuneration of M/s. Sagar & Associates, Cost Accountants (Firm Registration Number 000118), as the Cost Auditors of the Company to examine and conduct audit of cost records of the Company for the financial year ending 31 March, 2027, at a remuneration of ₹ 7 lakhs plus

Voltas Limited
15

VOLTAS
A TATA Enterprise
16
Annual Report 2025-26

applicable taxes and reimbursement of out-of-pocket expenses incurred in connection with the audit. M/s. Sagar & Associates have furnished a certificate confirming their eligibility for appointment as Cost Auditor of the Company and have also confirmed that they are not disqualified under the provisions of Section 148(5) read with Sections 139 and 141(3) of the Act and their appointment would be within the limits prescribed under Section 141(3)(g) of the Act.

In accordance with the provisions of Section 148 of the Act, read with the Companies (Audit and Auditors) Rules, 2014, the remuneration payable to the Cost Auditors has to be ratified by the Members of the Company.

Accordingly, the consent of the Members is being sought for passing an Ordinary Resolution, as set out at Item No. 7 of the Notice, for ratification of the remuneration payable to the Cost Auditors for the financial year ending 31 March, 2027.

The Board commends the Ordinary Resolution at Item No. 7 of the Notice for approval by the Members.

None of the Directors or Key Managerial Personnel of the Company or their respective relatives is, in anyway, concerned or interested, financially or otherwise, in the Resolution set out at Item No. 7 of the Notice.

By Order of the Board of Directors

Ratnesh Rukhariyar
Company Secretary & Compliance Officer
FCS No. 5833

Mumbai, 14 May, 2026

Registered Office:
Voltas House 'A',
Dr. Babasaheb Ambedkar Road, Chinchpokli, Mumbai 400 033.
Tel: 91 22 66656666
CIN: L29308MH1954PLC009371
e-mail: [email protected]
website: www.voltas.in

Notice

Details of the Directors seeking appointment/re-appointment at the forthcoming Annual General Meeting

[In pursuance of Regulation 36(3) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and Secretarial Standard - 2 on General Meetings]

Name of Director	Mr. Mukundan Menon C.P. (Managing Director)	Mr. Vinayak Deshpande (Non-Independent Non-Executive Director)	Mr. Sunil Alaric D'Souza (Non-Independent Non-Executive Director)
Director Identification Number (DIN)	09177076	00036827	07194259
Age	64 years	68 years	58 years
Date of first Appointment on the Board	10-7-2023	14-02-2012	14-05-2026
Qualifications	B. Tech (Mechanical Engineering), Graduate Diploma in Management, Management program from IIM, Leadership Excellence Program from INSEAD, France.	B.Tech (Chemical Engineering), IIT, Kharagpur	Degree in engineering from the University of Madras and an alumnus of the Indian Institute of Management, Calcutta (IIM-C).
Expertise in specific functional areas and Resume/Profile	Management, Marketing and Strategy. Please refer to his profile provided in Corporate Governance Report.	Project Management, Strategy and Business Development. Please refer to his profile provided in Corporate Governance Report.	Management, Marketing and Strategy. Please refer to his profile provided in Corporate Governance Report
Terms and conditions of appointment/re-appointment	Re-appointment in terms of Section 152(6) of the Companies Act, 2013	Re-appointment in terms of Section 152(6) of the Companies Act, 2013	Appointment as Non-Independent Non-Executive Director of the Company, liable to retire by rotation.
Details of remuneration last drawn in 2025-26	Refer Directors Report/Corporate Governance Report.		NIL
Details of remuneration sought to be paid	Remuneration and Commission as recommended by the NRC and approved by the Board	Sitting Fees and Commission as recommended by NRC and approved by the Board	Remuneration/Sitting Fees as recommended by NRC and approved by the Board. As per existing internal group guidelines, no commission is payable.
Number of Meetings of Board attended during 2025-26
(a) Total Meetings held during respective tenure	5	5	0
(b) Attended	4	3	0
Directorship in other companies (excluding foreign companies and Section 8 companies) as on 31 March, 2026	Voltbek Home Appliances Private Limited	Signify Innovations India Limited	Tata Consumer Products Limited
	Universal MEP Projects & Engineering Services Limited	Universal MEP Projects & Engineering Services Limited	Tata Starbucks Private Limited
		Kirloskar Brothers Limited	Organic India Private Limited
		Praj Industries Limited	Tata Digital Private Limited
			Capital Foods Private Limited

Voltas Limited
17

VOLTAS
A TATA Enterprise
18
Annual Report 2025-26

| Name of Director | Mr. Mukundan Menon C.P.
(Managing Director) | Mr. Vinayak Deshpande
(Non-Independent Non-Executive Director) | Mr. Sunil Alaric D'Souza
(Non-Independent Non-Executive Director) |
| --- | --- | --- | --- |
| Membership/Chairmanship of Committees in other companies (excluding foreign companies and Section 8 companies) as on 31 March, 2026 | 1. Universal MEP Projects & Engineering Services Limited
- Corporate Social Responsibility Committee – Chairman
- Nomination & Remuneration Committee – Member
- Project Committee-Member | 1. Praj Industries
- Audit Committee – Member
- Nomination & Remuneration Committee – Chairman
- Stakeholders Relationship Committee- Chairman
- Compensation & Share Allotment Committee- Chairman

Kirloskar Brothers Limited
Audit Committee – Member
Nomination & Remuneration Committee – Member
Risk Management Committee-Member
Stakeholders' Relationship Committee-Member
Signify Innovations India Limited
Audit Committee – Chairman
Stakeholders' Relationship Committee-Chairman
Nomination & Remuneration Committee-Member
Universal MEP Projects & Engineering Services Limited
Audit Committee-Member
Nomination & Remuneration Committee-Member
Project Committee-Chairman | 1. Tata Consumer Products Limited
Stakeholders Relationship Committee- Member
Executive Committee – Chairman
Allotment Committee – Chairman
Scheme Implementation Committee – Member
International Restructuring Committee – Member
Divestment Committee – Chairman
Capital Raising Committee – Member
WOS Scheme Implementation – Member
TRIL C Committee – Member
Capital Foods Private Limited
Nomination & Remuneration Committee – Member
Tata Starbucks Private Limited
Corporate Social Responsibility Committee - Member |
| Listed entities from which the Director has resigned from Directorship in last three (3) years (Financial years) | -- | -- | -- |
| Inter-se relationship with other Directors/KMPs | None | None | None |
| No. of shares held
a. Own
b. For other persons on a beneficial basis | Nil
Nil | Nil
Nil | Nil
Nil |

Notice

Steps for e-voting and joining the AGM through VC/OAVM for individual shareholders holding securities in Dematerialized mode

NSDL

(A) One-Time Password (OTP) in and login

Click here to visit website
Enter 8-character DP ID, 8-digit Client ID, PAN and Verification code given on screen
Click on Generate OTP
Enter OTP and click on login
Click on "e-vote" in action tab

(B) Shareholders registered on "IDeAS" facility

Click here to visit website
Under "IDeAS" section click on "Beneficial Owner"
Enter existing User ID, Password and Verification code given on the screen or check "How to retrieve initial password?"
Post authentication, click on "Login"

(C) Shareholders not registered in "IDeAS" facility

Click here to visit website
Enter 8-character DP ID, 8-digit Client ID, Mobile no, Verification code given on screen and click on submit
Enter last 4 digits of your bank account or generate 'OTP'. Complete the registration process and follow the steps under (B)
Click on the Company name or e-voting service provider NSDL, it will redirect to NSDL e-voting website

(D) Listing through e-voting website

Click here to visit website
Click on "Login" under "Shareholder/Member" section
Enter User ID (16 digit demat account no. held with NSDL), Password/OTP and Verification code as given on the screen
Post login it will be redirected to the e-voting page of NSDL website

(E) Access e-voting page without Login to Task (asset facility)

Click here to visit website
Enter BO ID (i.e., Demat Account No.) and PAN
OTP will be received on registered Mobile No. and Email address
Post successful authentication e-voting option will be available

CSDL

(A) Shareholders registered on Task/Asset facility

Click here to visit website
Enter OTP received on registered Email address and Mobile no.
Click on e-voting option, it will be redirected to e-voting page

(B) Sharesholders not registered in "IDeAS" facility

Click here to visit website
Enter OTP received on registered Email address and Mobile no.
Click on "Submit" and "Confirm" when prompted. Print option is available on the confirmation page.
The message "Vote cast successfully" will be displayed and SMS confirmation will be received on your registered mobile no.
Once you confirm your vote on the resolution, you will not be allowed to modify your vote.

To join the AGM virtually, click on "VC/OAVM" link under "Join Meeting"

Steps to cast vote for Resolutions

Select e-voting event no. (EVEN) 139470 of Voltas i.e., to cast your vote during remote e-voting period or during the AGM.
Cast your vote by selecting appropriate options i.e., "For" or "Against". Verify or modify the number of shares for which you wish to cast your vote.
Click on "Submit" and "Confirm" when prompted. Print option is available on the confirmation page.
The message "Vote cast successfully" will be displayed and SMS confirmation will be received on your registered mobile no.
Once you confirm your vote on the resolution, you will not be allowed to modify your vote.

To join the AGM virtually, click on "VC/OAVM" link under "Join Meeting"

Oussi links to access e-voting system of NSDL

A. https://esevices.nsdl.com/SecureWeb/evoting/evotinglogin.jsp
B. https://esevices.nsdl.com/
C. https://esevices.nsdl.com/SecureWeb/IdeasDirectReg.jsp
D. https://www.evoting.nsdl.com/

Oussi links to access e-voting system of CSDL

A. https://web.cdslindia.com/myeastoken/home/login
B. https://web.cdslindia.com/myeastoken/home/login
C. https://evoting.cdslindia.com/Evoting/EvotingLogin

Open Source

Download NSDL Mobile App "NSDL Speede" by scanning QR Code

Voltas Limited

VOLTAS
A TATA Enterprise

Steps to cast vote for Resolutions

Select e-voting event no. (EVEN) 139470 of Voltas i.e., to cast your vote during remote e-voting period and during the AGM.
Cast your vote by selecting appropriate options i.e., 'For' or 'Against'. Verify or modify the number of shares for which you wish to cast your vote.
Click on "Submit" and "Confirm" when prompted. Print option is available on the confirmation page.
Once you confirm your vote on the resolution, you will not be allowed to modify your vote.
The message "Vote cast successfully" will be displayed and SMS confirmation will be received on your registered Mobile No.

To join the AGM virtually, click on "VC/OAVM" link under "Join Meeting"

Steps to cast vote for Resolutions

Select e-voting event no. (EVEN) 139470 of Voltas i.e., to cast your vote during remote e-voting period and during the AGM.
Cast your vote by selecting appropriate options i.e., 'For' or 'Against'. Verify or modify the number of shares for which you wish to cast your vote.
Click on "Submit" and "Confirm" when prompted. Print option is available on the confirmation page.
Once you confirm your vote on the resolution, you will not be allowed to modify your vote.
The message "Vote cast successfully" will be displayed and SMS confirmation will be received on your registered Mobile No.

To join the AGM virtually, click on "VC/OAVM" link under "Join Meeting"

General guidelines for Shareholders

Select e-voting in physical form
Open the .pdf file which contains your 'User ID' and your 'Initial password'.
In such an event, reset the password by following option 2 under "How to retrieve initial password?"
To retrieve User ID /Password for e-voting send request to [email protected] by providing demat account no./Folio no., client master or copy of Consolidated Account statement, self-attested scanned copy of PAN card and Aadhaar Card.
For queries relating to e-voting:
Refer Frequently Asked Questions ("FAQs") on NSDL website or,
Refer e-voting user manual available on https://www.evoting.nsdl.com or,
Call on +91 22 4886 7000 or send the request to Pallavi Mhatre (Joint Vice President, NSDL), at- T301, 3rd Floor, Naman Chambers, G Block, Plot No. C-32, Bandra-Kurla Complex, Bandra (East), Mumbai- 400051.

How to retrieve "initial password"? (for Individual Shareholders, other than Individual Shareholders and for shares held in physical form)

A- Email address registered with DP or Company -
(i) Search for the e-mail in your mail box from NSDL ([email protected])
(ii) Open the .pdf file which contains your 'User ID' and your 'Initial password'.
(Password of .pdf file
(a) for NSDL account- 8 digit client ID
(b) for CDSL account- last 8 digits of beneficiary ID
(c) shares held in physical mode- Folio no.)

B- Email ID not registered with DP/Company or unable to retrieve initial password-
(i) Visit link https://www.evoting.nsdl.com
(ii) Click on "Login" under "Shareholder/Member section"
(iii) Click on "Forgot User details/Password?" (for shares held in Demat account) or "Physical User Reset Password?" (for shares held in physical form)

C- If you are still unable to reset the password by aforesaid two options then send email to [email protected] providing details of Demat account no./ folio number, PAN, Name and registered email ID

Instructions for members for attending the AGM through VC/OAVM

Members may attend the AGM through VC/OAVM.
After successful login, click on VC/OAVM link placed under "Join Meeting" against the Company name
, "Voltas Limited", "Voltas Limited".
Facility of joining the AGM through VC/OAVM shall open 30 minutes before the time scheduled for the AGM.
For assistance before or during the meeting- contact NSDL on [email protected] or +91 22 4886 7000.

Shares held in NSDL	Shares held in CDSL
[email protected]	[email protected]
+91 22 4886 7000	+1800 21 09911

Annual Report 2025-26

Notice

72nd Annual General Meeting – Key Information

Sr. No.	Particulars	Details
1.	AGM Day, Date, Time and Mode	Day and Date: Tuesday, 30 June, 2026
Time: 3.00 p.m. (IST)
Mode: Video Conferencing/Other Audio Visual Means
2.	Dividend Details	Dividend: 400% i.e. ₹ 4/- per Equity Share of ₹ 1 each
Record Date: Friday, 12 June, 2026
Dividend Payment Date: on or after Friday, 03 July, 2026
3.	Cut-off Date for e-voting	Tuesday, 23 June, 2026
4.	Remote e-voting period	Start Date and Time: Friday, 26 June, 2026 (9.00 a.m.) (IST)
End Date and Time: Monday, 29 June, 2026 (5.00 p.m.) (IST)
5.	Last date for one time e-mail address registration to receive credentials for remote e-voting and Notice of AGM	on or before 5:00 p.m. (IST) on Tuesday, 23 June, 2026
6.	Speaker registration	between Monday, 22 June, 2026 (9.00 a.m. IST) and Thursday, 25 June, 2026 (5.00 p.m. IST)
7.	Last date for submission of questions/queries	Tuesday, 23 June, 2026
8.	Last date for Submission of relevant forms for the purpose of Tax deduction at source (TDS) on Dividend	Friday, 12 June, 2026
Resident Individual should e-mail their documents at [email protected] or upload at https://web.in.mpms.mufg.com/formsreg/submission-of-Form-121-41.html. Non Resident Shareholders & Institutional Shareholders are requested to send their documents at [email protected] on or before Friday, 12 June, 2026.
(For detailed process, please click here: https://www.voltas.in/storage/Investor/schedule-announcements/download/Covering_Email_Annexures.pdf
9.	RTA Email ID and Contact No.	[email protected]
+91 810 811 8484
10.	RTA Chatbot – 'iDIA'	This Chatbot, developed by our RTA, uses conversational technology to provide investors with a round-the-clock intuitive platform to ask questions and obtain information about queries. Interact with iDIA by logging in to https://in.mpms.mufg.com/
11.	RTA SWAYAM	This is a secure, user-friendly web-based application developed by our RTA, empowering investors to effortlessly access various services. We encourage investors to register and experience the portal firsthand. Access SWAYAM at https://swayam.in.mpms.mufg.com/
12.	RTA Link to raise service request/queries:	https://web.in.mpms.mufg.com/helpdesk/service_request.html

Voltas Limited
21

AI assistant

Voltas Ltd. — Proxy Solicitation & Information Statement 2026

60718_rns_2026-06-06_a9e820ba-5d6d-4b9e-b0e4-8294cfab0e63.pdf

NOTICE

ORDINARY BUSINESS

SPECIAL BUSINESS

NOTES:

Holding of AGM through VC/OAVM and related information

Dispatch of Notice and Annual Report

Record Date and Dividend

Process for registering e-mail addresses to receive the Notice of AGM and Annual Report electronically and cast votes electronically

Registers for Inspection by shareholders at the AGM

Remote e-Voting before/during the AGM

How to vote electronically using NSDL e-Voting system

Step 1: Access to NSDL e-Voting system

(A) Login method for e-Voting and joining virtual meeting for Individual Members holding securities in demat mode:

Step-2: Cast your vote electronically and join General Meeting on NSDL e-Voting system.

How to cast your vote electronically and join General Meeting on NSDL e-voting system?

Process for those Members whose email IDs are not registered with the depositories for procuring User ID and password and registration of email IDs for e-voting for the resolutions set out in this notice:

The Instructions for Members for E-Voting on the day of the AGM are as under:

Instructions for Members for attending the AGM through VC/OAVM:

6. Speaker Registration

General Guidelines for Members

Other Important Information for Members

A. KYC and Dematerialisation of shares

B. Dispensing the requirement of issuance of a Letter of Confirmation and direct credit of shares to the Demat Account of Member/Claimant

F. Saksham Niveshak Campaign

G. Prompt Intimation of any changes in Members details to RTA

H. Safety from fraudulent transactions with respect to Members shares

STATEMENT PURSUANT TO SECTION 102 OF THE COMPANIES ACT, 2013

Item No. 6:

Item No. 7:

Details of the Directors seeking appointment/re-appointment at the forthcoming Annual General Meeting

Steps for e-voting and joining the AGM through VC/OAVM for individual shareholders holding securities in Dematerialized mode

NSDL

(A) One-Time Password (OTP) in and login

(B) Shareholders registered on "IDeAS" facility

(C) Shareholders not registered in "IDeAS" facility

(D) Listing through e-voting website

(E) Access e-voting page without Login to Task (asset facility)

CSDL

(A) Shareholders registered on Task/Asset facility

(B) Sharesholders not registered in "IDeAS" facility

Steps to cast vote for Resolutions

Oussi links to access e-voting system of NSDL

Oussi links to access e-voting system of CSDL

Open Source

Steps to cast vote for Resolutions

Steps to cast vote for Resolutions

General guidelines for Shareholders

How to retrieve "initial password"? (for Individual Shareholders, other than Individual Shareholders and for shares held in physical form)

Instructions for members for attending the AGM through VC/OAVM

More from Voltas Ltd.

Voltas Ltd. Proxy Solicitation & Information Statement 2026