YASH TRADING AND FINANCE LIMITED CIN: L51900MH1985PLC036794 Registered Office: 103, B Wing, Ansa Industrial Estate, Sakivihar Road, Sakinaka, Andheri East, Mumbai 400072 Email: [email protected] website: www.ytfl.in Contact No: +91 9033002910

Date: 21-02-2026

To, The Secretary, The Bombay Stock Exchange Limited Phiroze Jeejeebhoy Towers Dalal Street Mumbai- 400001.

BSE CODE: 512345

SUBJECT: NOTICE OF EXTRA- ORDINARY GENERAL MEETING ("EGM")

As required under Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("Listing Regulations"), we submit herewith the Notice of the Extra-Ordinary General Meeting (EGM) scheduled to be held on Wednesday, 18th March, 2026 at 03:00 PM (IST) through Video Conferencing ("VC")/ Other Audio Visual Means ("OAVM").

In compliance with above mentioned circulars, Notice of Extra-Ordinary General Meeting (EGM) has been sent in electronic mode to Members whose email IDs are registered with the Company or the Depository Participant(s).

In compliance with Section 108 of the Companies Act, 2013 read with Rule 20 of the Companies (Management and Administration) Rules, 2014, as amended from time to time, Regulation 44 of the Listing Regulations and Secretarial Standard - 2 on General Meetings issued by The Institute of Company Secretaries of India, the Company is providing the facility to Members to exercise their right to vote by electronic means on Resolutions proposed to be passed at EGM. The Company has engaged Purva Sharegistry (India) Pvt. Ltd for providing facility for voting through remote e-Voting and Voting during the EGM.

Key information:

Cut-off Date	Wednesday, 11th March, 2026
Day, Date and time of commencement of remote e-Voting	Sunday, 15th March, 2026 at 9.00 a.m.

Day, Date and time of end of remote e-Voting	Tuesday, 17th March, 2026 at 5.00 p.m.

Extra-Ordinary General Meeting	Wednesday, 18th March, 2026 at 03:00 PM

The copy of the Notice of EGM is also available on the Website of the Company at www.ytfl.in and on the website of the Stock Exchange i.e., BSE limited at www.bseindia.com

YASH TRADING AND FINANCE LIMITED CIN: L51900MH1985PLC036794 Registered Office: 103, B Wing, Ansa Industrial Estate, Sakivihar Road, Sakinaka, Andheri East, Mumbai 400072 Email: [email protected] website: www.ytfl.in Contact No: +91 9033002910

Kindly acknowledge and take on record the same.

Thanking you,

For Yash Trading and Finance Limited, Manan Pavankumar Trivedi Additional Director (DIN: 09459126) Trivedi Manan Pavankumar Digitally signed by Trivedi Manan Pavankumar Date: 2026.02.21 16:53:08 +05'30'

YASH TRADING AND FINANCE LIMITED CIN: L51900MH1985PLC036794 Registered Office: 103, B Wing, Ansa Industrial Estate, Sakivihar Road, Sakinaka, Andheri East, Mumbai 400072 Email: [email protected] website: www.ytfl.in Contact No: +91 9033002910

NOTICE

Notice is hereby given that the Extra-Ordinary General Meeting of the Members of Yash Trading and Finance Limited (CIN:L51900MH1985PLC036794) will be held on Wednesday, 18th March, 2026 at 03:00 PM (IST)through Video Conferencing ("VC")/ Other Audio-Visual Means ("OAVM") to transact the following Special businesses;

SPECIAL BUSINESS(ES):

ITEM NO. 1: TO REGULARISE/APPOINT MR. VINUBHAI NANJIBHAI VEKARIA (DIN: 00162650) AS DIRECTOR OF THE COMPANY:

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

"RESOLVED THAT pursuant to the provisions of Sections 152, 161, and other applicable provisions, if any, of the Companies Act, 2013 (hereinafter referred to as the "Act") (including any statutory amendment(s) or modification(s) thereto or enactment(s) or re-enactment(s) thereof for the time being in force) Mr. Vinubhai Nanjibhai Vekaria (DIN: 00162650), who was appointed as an Additional Director of the Company with effect from February 14, 2026 pursuant to the provisions of Section 161 of the Companies Act, 2013 ("Act") and the Articles of Association of the Company and who holds office up to the date of next AGM, and being eligible, offer himself for appointment and in respect of whom the Company has received a notice in writing from a Member, signifying his intention to propose the candidature of Mr. Vinubhai Nanjibhai Vekaria (DIN: 00162650), for the office of Director, be and is hereby appointed as Director of the Company.

RESOLVED FURTHER THAT the Board of Directors of the Company (hereinafter referred to as the "Board" which term shall be deemed to include any committee which the Board may have constituted or hereinafter constitute to exercise its power including the powers conferred by this Resolution) be and is hereby authorised to take such steps as may be necessary, on behalf of the Company and generally to do all such acts, deeds, matters and things as may be necessary, proper, expedient or incidental for giving effect to this Resolution."

ITEM NO. 2: APPOINTMENT OF MR. VINUBHAI NANJIBHAI VEKARIA (DIN: 00162650) AS CHAIRMAN-CUM-MANAGING DIRECTOR OF THE COMPANY AND FIXING HIS REMUNERATION.

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

"RESOLVED FURTHER THAT pursuant to the provisions of Sections 152, 161, 196, 197, 198 and 203 read with Schedule V and the Rules framed thereunder and other applicable provisions, if any, of the Companies Act, 2013 (hereinafter referred to as the "Act") (including any statutory amendment(s) or modification(s) thereto or enactment(s) or re-enactment(s) thereof for the time being in force), and Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("Listing Regulations"), including any statutory modification(s) or amendment(s) thereof for the time being in force, and on the recommendation of the Nomination and Remuneration Committee and the Board of Directors, approval of the members of the Company be and is hereby accorded for the appointment of Mr. Vinubhai Nanjibhai Vekaria (DIN: 00162650), as Chairman cum Managing Director of the Company for a period of 3 (Three) years effective from February 14, 2026 till February 13, 2029, on such terms and remuneration as set out in this resolution and explanatory statement annexed to the notice ;

RESOLVED FURTHER THAT the terms and conditions of remuneration as set out in the Explanatory Statement annexed hereto which shall be deemed to form part hereof and in the event of inadequacy or absence of profits in any financial year or years, the remuneration comprising salary, perquisites and other benefits and emoluments approved herein be continued to be paid as minimum remuneration to Mr. Vinubhai Nanjibhai Vekaria (DIN: 00162650), during his term of appointment;

RESOLVED FURTHER THAT the Board of Directors of the Company (hereinafter referred to as the "Board" which term shall be deemed to include any committee which the Board may have constituted or hereinafter constitute to exercise its power including the powers conferred by this Resolution) be and is hereby authorised to vary and/or revise the remuneration Mr. Vinubhai Nanjibhai Vekaria (DIN: 00162650), as Chairman cum Managing Director within the overall limits under the Act and to take such steps as may be necessary, on behalf of the Company and generally to do all such acts, deeds, matters and things as may be necessary, proper, expedient or incidental for giving effect to this Resolution;

RESOLVED FURTHER THAT Any Director or the Company Secretary of the Company be and is hereby authorized to file necessary e-forms with the Registrar of Companies and to take all such steps as may be required to implement the above resolution."

ITEM NO. 3: TO REGULARISE/APPOINT MR. MANAN PAVANKUMAR TRIVEDI (DIN: 09459126) AS A WHOLETIME DIRECTOR OF THE COMPANY:

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

"RESOLVED FURTHER THAT pursuant to the provisions of Sections 152, 161, 196, 197, 198 and 203 read with Schedule V and the Rules framed thereunder and other applicable provisions, if any, of the Companies Act, 2013 (hereinafter referred to as the "Act") (including any statutory amendment(s) or modification(s) thereto or enactment(s) or re-enactment(s) thereof for the time being in force), and Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("Listing Regulations"), including any statutory modification(s) or amendment(s) thereof for the time being in force, and on the recommendation of the Nomination and Remuneration Committee and the Board of Directors, approval of the members of the Company be and is hereby accorded for the appointment of Mr. Manan Pavankumar Trivedi (DIN: 09459126), as a Whole-time Director of the Company for a period of 3 (Three) years effective from February 14, 2026 to February 13, 2029, on such terms and remuneration as set out in this resolution and explanatory statement annexed to the notice.

RESOLVED FURTHER THAT the terms and conditions of remuneration as set out in the Explanatory Statement annexed hereto which shall be deemed to form part hereof and in the event of inadequacy or absence of profits in any financial year or years, the remuneration comprising salary, perquisites and other benefits and emoluments approved herein be continued to be paid as minimum remuneration to Mr. Manan Pavankumar Trivedi during his term of appointment.

RESOLVED FURTHER THAT the Board of Directors of the Company (hereinafter referred to as the "Board" which term shall be deemed to include any committee which the Board may have constituted or hereinafter constitute to exercise its power including the powers conferred by this Resolution) be and is hereby authorised to vary and/or revise the remuneration Mr. Manan Pavankumar Trivedi, as Wholetime Director within the overall limits under the Act and to take such steps as may be necessary, on behalf of the Company and generally to do all such acts, deeds, matters and things as may be necessary, proper, expedient or incidental for giving effect to this Resolution.

ITEM NO. 4: TO REGULARISE/APPOINT MR. ALAKH VASANTBHAI MANGROLIYA (DIN: 11257598) AS A WHOLETIME DIRECTOR OF THE COMPANY:

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

"RESOLVED FURTHER THAT pursuant to the provisions of Sections 152, 161, 196, 197, 198 and 203 read with Schedule V and the Rules framed thereunder and other applicable provisions, if any, of the Companies Act, 2013 (hereinafter referred to as the "Act") (including any statutory amendment(s) or modification(s) thereto or enactment(s) or re-enactment(s) thereof for the time being in force), and Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("Listing Regulations"), including any statutory modification(s) or amendment(s) thereof for the time being in force, and on the recommendation of the Nomination and Remuneration Committee and the Board of Directors, approval of the members of the Company be and is hereby accorded for the appointment of Mr. Alakh Vasantbhai Mangroliya (DIN: 11257598), as a Whole-time Director of the Company for a period of 3 (Three) years effective from February 14, 2026 to February 13, 2029, on such terms and remuneration as set out in this resolution and explanatory statement annexed to the notice.

RESOLVED FURTHER THAT the terms and conditions of remuneration as set out in the Explanatory Statement annexed hereto which shall be deemed to form part hereof and in the event of inadequacy or absence of profits in any financial year or years, the remuneration comprising salary, perquisites and other benefits and emoluments approved herein be continued to be paid as minimum remuneration to Mr. Alakh Vasantbhai Mangroliya during his term of appointment.

RESOLVED FURTHER THAT the Board of Directors of the Company (hereinafter referred to as the "Board" which term shall be deemed to include any committee which the Board may have constituted or hereinafter constitute to exercise its power including the powers conferred by this Resolution) be and is hereby authorised to vary and/or revise the remuneration Mr. Alakh Vasantbhai Mangroliya, as Whole-time Director within the overall limits under the Act and to take such steps as may be necessary, on behalf of the Company and generally to do all such acts, deeds, matters and things as may be necessary, proper, expedient or incidental for giving effect to this Resolution.

ITEM NO. 5: TO REGULARISE/APPOINT MRS. RIDDHI ANKIT VIRPARIYA (DIN: 11507894) AS NON EXECUTIVE INDEPENDENT WOMEN DIRECTOR OF THE COMPANY:

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

"RESOLVED THAT pursuant to the provisions of Sections 149, 150, 152, read with Schedule IV and any other applicable provisions of the Companies Act, 2013 and the Rules made thereunder (including any statutory amendment(s) or modification(s) thereto or enactment(s) or reenactment(s) thereof for the time being in force) and Regulation Regulation 17(1C), Regulation 25(2A) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (including any statutory modification(s) or amendment(s) thereof for the time being in force, and based on the recommendation of the Nomination and Remuneration Committee and the Board of Directors, Mrs. Riddhi Ankit Virpariya (DIN: 11507894), who was appointed by the Board as an Additional (Non-Executive Independent) Director of the Company with effect from February 14, 2026 and who has submitted a declaration that she meets the criteria of independence as provided in Section 149(6) of the Act, be and is hereby regularised and appointed as an Independent Director of the Company for a term of 5 [five] consecutive years commencing from February 14, 2026 to February 13, 2031, and that she shall not be liable to retire by rotation.

RESOLVED FURTHER THAT any Director or the Company Secretary of the Company be and is hereby authorised to do all such acts, deeds and things and to file necessary forms with the Registrar of Companies and to take all such steps as may be necessary to give effect to this resolution."

ITEM NO. 6: TO REGULARISE/APPOINT MR. CHANDRESH CHHAGANBHAI KYADA (DIN: _11558351) AS NON EXECUTIVE INDEPENDENT DIRECTOR OF THE COMPANY:

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

"RESOLVED THAT pursuant to the provisions of Sections 149, 150, 152, read with Schedule IV and any other applicable provisions of the Companies Act, 2013 and the Rules made thereunder (including any statutory amendment(s) or modification(s) thereto or enactment(s) or reenactment(s) thereof for the time being in force) and Regulation Regulation 17(1C), Regulation 25(2A) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (including any statutory modification(s) or amendment(s) thereof for the time being in force, and based on the recommendation of the Nomination and Remuneration Committee and the Board of Directors, Mr. Chandresh Chhaganbhai Kyada (DIN:11558351), who was appointed by the Board as an Additional (Non Executive) Independent Director of the Company with effect from March 01, 2026 and who has submitted a declaration that he meets the criteria of independence as provided in Section 149(6) of the Act, be and is hereby regularised and appointed as an Independent Director of the Company for a term of 5 [five] consecutive years commencing from March 01, 2026 to February 28, 2031, and that he shall not be liable to retire by rotation.

ITEM NO. 7 : ALTERATION OF MAIN OBJECT CLAUSE OF MEMORANDUM OF ASSOCIATION OF THE COMPANY :

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

"RESOLVED THAT pursuant to the provisions of Section 4, 13 and other applicable provisions, if any, of the Companies Act, 2013 ("Act") and rules made thereunder including any statutory modification(s) or re- enactment(s) thereof for the time being in force and such other approvals, consent, sanction and permission of the appropriate statutory regulators, as may be necessary, the consent of the Members of the Company be and is hereby accorded for amendment in the main object Clause i.e. Clause III (A) of the Memorandum of Association ("MOA") of the Company by altering the following Clause III (A) (1) & (2) in the following manner:

Alteration of Clause III (A) (1) & (2) with Clause III (A) (1) (2) & (3) to the Main Object Clause of the Memorandum of Association of the Company:-

To carry on the business in India and abroad to generate, develop, accumulate, produce,manufacture, purchase, process, transform, distribute, transmit, sell, supply, sub-contract,exchange or otherwise deal in all kinds of power or electrical energy from various sources including but not limited to coal, lignite, petroleum products, wind, solar, renewable energy, wave, tidal, hydro, thermal, or any other form of energy generated through Non-conventional/Renewable Energy and any other products or byproducts derived from such business and to establish, commission, maintain, set up and operate power plants, wind turbines, power stations, solar and renewable energy facilities, as well as manufacture, install and operate all necessary machinery and infrastructure related to power generation and distribution.
1. To carry on the business of maintenance and renovation and modernization of renewable energy projects / renewable energy systems, Power Stations, Gas Turbine, Wind Farms Projects and also to undertake the business of other allied and ancillary industries including those for utilization, sale and supply of steam and ash generated at power stations and other byproducts and install, operate and manage all necessary plants, items equipment, cables, wires, lines, establishments works in India and abroad.
1. To carry out in India or elsewhere the business of maintaining power generation using solar power, fossil and alternate source of energy and act as owners, manufacturers, engineers, procurers, buyers and sellers, distributors, dealers and contractors for setting up of power plants using glass based mirrors, photovoltaic, boilers, turbine, forge parts/components and/or other equipment for generating, distributing, purchasing, selling, trading, importing and exporting and otherwise dealing in and supplying of electricity and other products using solar, fossil and alternate source of energy under conditions direct ownership or through its affiliate, associate or subsidiaries.

RESOLVED FURTHER THAT any of the Directors of the Company be and are hereby severally authorized to do all such acts, deeds, matters and things as may be deemed proper, necessary, or expedient, including filing the requisite forms with MCA or submission of documents with any other authority, for the purpose of giving effect to this resolution and for matters connected therewith or incidental thereto and to settle all questions, difficulties or doubts that may arise in this regard at any stage without requiring the Board to secure any further consent or approval of the Members of the Company to the end and intent that the Members shall be deemed to have given their approval thereto expressly by the authority of this resolution."

ITEM NO. 8: CHANGE OF NAME OF THE COMPANY FROM "YASH TRADING AND FINANCE LIMITED" to "LEXORA GLOBAL LIMITED":

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

"RESOLVED THAT pursuant to section 4, 13 and 14 of the Companies Act, 2013, the Companies (Incorporation) Rules, 2014 and other applicable provisions and rules, if any, of the Companies Act, 2013 (including any statutory modification or re-enactment thereof for the time being in force), regulations 45 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, and subject to the approvals of the central government, regulatory authorities, the existing name of the Company be changed from "YASH TRADING AND FINANCE LIMITED" to "LEXORA GLOBAL LIMITED" to properly reflect the main business activities of the Company.

RESOLVED FURTHER THAT the name "YASH TRADING AND FINANCE LIMITED" wherever appearing in the Memorandum and Articles of Association and other documents, letter heads etc. shall be substituted by the new name "LEXORA GLOBAL LIMITED".

RESOLVED FURTHER THAT Any Director of behalf of the Board of Directors of the Company, be and is hereby authorised for making application for change of name, filing of necessary forms with the Ministry of Corporate Affairs, Registrar of Companies, Stock Exchanges, make the necessary application to the Central Government for the approval of the aforesaid name and to do all such acts, deeds, things and matters on behalf of the Company as it may in its absolute discretion deem necessary, proper or desirable and to settle any questions, difficulty, doubt that may arise in this regard and further to sign and execute documents, forms, applications and writings as may be necessary, proper, desirable or expedient to give effect to this resolution without being required to seek any further consent or approval of the shareholders of the Company.

RESOLVED FURTHER THAT Any Directors or Company Secretary be and are hereby severally authorized to certify a copy of this resolution and furnish to all such authorities as may be necessary."

ITEM NO. 9 : SHIFTING OF REGISTERED OFFICE FROM STATE OF MAHARASHTRA TO STATE OF GUJARAT:

To consider and if thought fit, pass with or without modification(s), following resolution as Special Resolution:

"RESOLVED THAT pursuant to the provisions of Section 12 read with Section 13 and other applicable provisions, if any, of the Companies Act, 2013 read with Articles of Association of the Company and subject to such approvals, consents, sanctions and permissions from any appropriate authority/(ies) as may be necessary and subject to the approval of shareholders of the company and approval of the Central Government , the consent of the board be and is hereby given to shift of registered office of the company from State of Maharashtra to State of Gujarat;

RESOLVED FURTHER THAT Clause II of the Memorandum of Association of the company is altered to read as:

"The registered office of the company will be situated in the State of Gujarat.''

"RESOLVED FURTHER THAT Any director or Company secretary of the company be and are hereby authorized to enter file such e-forms with Registrar of Companies, Mumbai Maharashtra and authorize to do such act, deeds, and things as are necessary to give effect to above Resolution."

By or on behalf of Yash Trading and Finance Limited,

Sd/- Vinubhai Nanjibhai Vekaria Additional Director (DIN: 00162650)

Dated this February 14, 2026 at Mumbai.

NOTES:

1. The Statement, pursuant to Section 102 of the Companies Act, 2013, as amended ('Act') with respect to Item Nos. 1 to 9 forms part of this Notice.
1. The Ministry of Corporate Affairs ('MCA') has vide its circular dated 05th May, 2022 read with circulars dated 8th April, 2020, 13th April, 2020, 15th June, 2020, 28th September, 2020, 31st December, 2020, 23rd June, 2021 and 8th December, 2021 (collectively referred to as "MCA Circulars") in relation to 'Clarification on passing ordinary and special resolution by companies under the Companies Act, 2013 and the rules made thereunder on account of the threat posed by COVID-19' (collectively referred to as 'MCA 441 Circulars') and the Securities and Exchange Board of India ('SEBI') vide its circular dated May 12, 2020 in relation to 'Additional relaxation in relation to compliance with certain provisions of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 – COVID-19 pandemic' ('SEBI Circular') permitted the holding of the EGM through VC or OAVM, without the physical presence of the Members at a common venue. In compliance with the provisions of the Act, SEBI Listing Regulations and MCA Circulars & SEBI Circular, the EGM of the Company is being held through VC/OAVM on Wednesday, 18th March, 2026 at 03:00 PM. The deemed venue for the EGM will be at the registered office of the Company at 103, B Wing, Ansa Industrial Estate, Sakivihar Road, Sakinaka, Andheri East, Mumbai 400072.
1. Since the EGM will be held through VC / OAVM, the Route Map is not annexed in this Notice. The proceedings of the EGM shall be deemed to be conducted at the Registered Office of the Company, which shall be the deemed venue of EGM.
1. Pursuant to the provisions of the Act, a Member entitled to attend and vote at the EGM 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 EGM is being held pursuant to the MCA Circulars and SEBI Circular 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 the EGM and hence the Proxy Form and Attendance Slip are not annexed to this Notice.
1. In compliance with the provisions of Section 108 of the Act, read with Rule 20 of the Companies (Management and Administration) Rules, 2014, as amended from time to time, and Regulation 44 of the SEBI (LODR) Regulations, 2018 the Company has extended e-voting facility for its members to enable them to cast their votes electronically on the resolutions set forth in this notice. The instructions for e-voting are provided in this notice. The e-voting commences on Sunday, 15th March, 2026 at 9.00 a.m. and ends on Tuesday, 17th March, 2026 at 5.00 p.m. The voting rights of the Shareholders shall be in proportion to their shares of the paid-up equity share capital of the Company as on the cut-off date, i.e., Wednesday, 11th March, 2026.
1. Any person who is not a member post cut-off date should treat this notice for information purposes only.
1. 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 as well as voting at the EGM.
1. Mrs. Mayuri Jain from M/s Jain Mayuri & Associates (MEMBERSHIP NO: A41413 AND COP: 15664), vide Board Resolution dated 14th February, 2026 has been appointed as the Scrutinizer to scrutinize the voting and e-voting process in a fair and transparent manner.
1. The Scrutinizer shall within a period not exceeding 2 (Two) working days from the conclusion of the e-voting period unblock the votes in the presence of at least 2 (Two) witnesses not in the employment of the Company and make a Scrutinizer's report of the votes cast in favour or against, if any, forthwith to the Chairman of the Company or a person authorised by him in writing.
1. To support the 'Green Initiative', Members who have not yet registered their email addresses are requested to register the same with their Depository Participants (DPs) in case the shares are held by them in electronic form and with RTA in case the shares are held by them in physical form.
1. In compliance with the aforesaid MCA Circulars and SEBI Circular, Notice of the EGM is being sent only through electronic mode to those Members whose email addresses are registered with the Company/ RTA/ Depositories. Members may note that the Notice and the explanatory statement will also be available on the Company's website www.ytfl.in, websites of the Stock Exchange i.e. BSE Limited at www.bseindia.com and on the website of depositaries. The Company will also be publishing an advertisement in newspaper containing the details about the EGM i.e. the conduct of EGM through VC/ OAVM, date and time of EGM, availability of notice of EGM at the Company's website, manner of registering the email IDs of those shareholders who have not registered their email addresses with the Company/ RTA and other matters as may be required.
1. Members attending the EGM through VC / OAVM shall be counted for the purpose of reckoning the quorum under Section 103 of the Act.
1. The Members who have cast their vote by remote e-voting prior to the EGM may also attend/ participate in the EGM through VC / OAVM but shall not be entitled to cast their vote again.
1. The Registers maintained under Section 170 & 189 of the Act, and the relevant documents referred to in the Notice will be available electronically for inspection till the conclusion of EGM by the members based on the request being sent on www.ytfl.in.
1. Member(s) must quote their Folio Number/ DP ID & Client ID and contact details such as email address, contact no. etc. in all correspondences with the Company/ RTA.
1. As per Regulation 40 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 as amended, securities of listed companies can be transferred only in

dematerialized form with effect from April 1, 2019, except in case of request received for transmission or transposition of securities. In view of this and to eliminate all risks associated with physical shares and for ease of portfolio management, members holding shares in physical form are requested to consider converting their holdings to dematerialized form. Members can contact the RTA for assistance in this regard.

1. In case of joint holders, the Member whose name appears as the first holder in the order of names as per the Register of Members of the Company will be entitled to vote at the EGM.
1. Pursuant to the provisions of Section 72 of the Act the Member(s) holding shares in physical form may nominate, in the prescribed manner, any person to whom all the rights in the shares shall vest in the event of death of the sole holder or all the joint holders. A nomination form for this purpose is available with the Company or its RTA. Member(s) holding shares in demat form may contact their respective DPs for availing this facility.
1. Member(s) holding shares in physical form is/ are requested to notify immediately any change of their respective addresses and bank account details. Please note that request for change of address, if found incomplete in any respect shall be rejected. Members holding shares in demat form are requested to notify any change in their addresses, emails and/or bank account mandates to their respective DPs only and not to the Company/ RTA for effecting such changes. The Company uses addresses, e-mails and bank account mandates furnished by the Depositories for updating its records of the Shareholders holding shares in electronic/demat form.
1. Member(s) must quote their Folio Number/ DP ID & Client ID and contact details such as email address, contact no. etc. in all correspondences with the Company/ RTA.
1. Members are requested to carefully read the instructions printed on the Form, record your assent (for) or dissent (against) through e-voting.

PURVA E-VOTING SYSTEM – FOR REMOTE E-VOTING AND E-VOTING DURING EGM

1. As you are aware, in view of the situation arising due to COVID-19 global pandemic, the general meetings of the companies shall be conducted as per the guidelines issued by the Ministry of Corporate Affairs (MCA) vide Circular No. 14/2020 dated April 8, 2020, Circular No.17/2020 dated April 13, 2020 and Circular No. 20/2020 dated May 05, 2020. The forthcoming EGM will thus be held through video conferencing (VC) or other audio visual means (OAVM). Hence, Members can attend and participate in the ensuing EGM through VC/OAVM.
1. Pursuant to the provisions of Section 108 of the Companies Act, 2013 read with Rule 20 of the Companies (Management and Administration) Rules, 2014 (as amended) and Regulation 44 of SEBI (Listing Obligations & Disclosure Requirements) Regulations 2015 (as amended), and MCA Circulars dated April 08, 2020, April 13, 2020 and May 05, 2020 the Company is providing facility of remote e-voting to its Members in respect of

the business to be transacted at the EGM. For this purpose, the Company has entered into an agreement with Purva Sharegistry (India) Private Limited (Purva) for facilitating voting through electronic means, as the authorized e-Voting's agency. The facility of casting votes by a member using remote e-voting as well as the e-voting system on the date of the EGM will be provided by Purva.

1. The Members can join the EGM in the VC/OAVM mode 15 minutes before and after the scheduled time of the commencement of the Meeting by following the procedure mentioned in the Notice. The facility of participation at the EGM through VC/OAVM will be made available to at least 1000 members on first come first served basis. This will not include large Shareholders (Shareholders holding 2% or more shareholding), Promoters, Institutional Investors, Directors, Key Managerial Personnel, the Chairpersons of the Audit Committee, Nomination and Remuneration Committee and Stakeholders Relationship Committee, Auditors etc. who are allowed to attend the EGM without restriction on account of first come first served basis.
1. The attendance of the Members attending the EGM through VC/OAVM will be counted for the purpose of ascertaining the quorum under Section 103 of the Companies Act, 2013.
1. Pursuant to MCA Circular No. 14/2020 dated April 08, 2020, , the facility to appoint proxy to attend and cast vote for the members is not available for this EGM. However, in pursuance of Section 112 and Section 113 of the Companies Act, 2013, representatives of the members such as the President of India or the Governor of a State or body corporate can attend the EGM through VC/OAVM and cast their votes through e-voting.
1. In line with the Ministry of Corporate Affairs (MCA) Circular No. 17/2020 dated April 13, 2020, the Notice calling the EGM has been uploaded on the website of the Company at www.ytfl.in . The Notice can also be accessed from the websites of the Stock Exchanges i.e. BSE Limited. The EGM Notice is also disseminated on the website of PURVA (agency for providing the Remote e-Voting facility and e-voting system during the EGM) i.e. https://evoting.purvashare.com /.
1. The EGM has been convened through VC/OAVM in compliance with applicable provisions of the Companies Act, 2013 read with MCA Circular No. 14/2020 dated April 8, 2020 and MCA Circular No. 17/2020 dated April 13, 2020 and MCA Circular No. 20/2020 dated May 05, 2020.
1. In continuation of this Ministry's General Circular No. 20/2020, dated 05th May, 2020 and after due examination, it has been decided to allow companies whose AGMs were due to be held in the year 2020, or become due in the year 2021, to conduct their AGMs on or before 31.12.2021, in accordance with the requirements provided in paragraphs 3 and 4 of the General Circular No. 20/2020 as per MCA circular no. 02/2021 dated January 13,2021.

THE INSTRUCTIONS OF SHAREHOLDERS FOR REMOTE E-VOTING AND E-VOTING DURING EGM AND JOINING MEETING THROUGH VC/OAVM ARE AS UNDER:

(i) The voting period begins on Sunday,15th March, 2026 at 9.00 a.m. and ends on Tuesday, 17th March, 2026 at 5.00 p.m. During this period shareholders of the Company, holding shares either in physical form or in dematerialized form, as on the cut-off date i.e., Wednesday, 11th March, 2026 may cast their vote electronically. The e-voting module shall be disabled by Purva for voting thereafter.
(ii) Shareholders who have already voted prior to the meeting date would not be entitled to vote at the meeting venue.
(iii) Pursuant to SEBI Circular No. SEBI/HO/CFD/CMD/CIR/P/2020/242 dated 09.12.2020, under Regulation 44 of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, listed entities are required to provide remote e-voting facility to its shareholders, in respect of all shareholders' resolutions. However, it has been observed that the participation by the public noninstitutional shareholders/retail shareholders is at a negligible level.

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

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

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

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

Type of	Login Method
shareholder
s

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 URL for users to login to Easi / Easiest are https://web.cdslindia.com/myeasi/home/login or visit www.cdslindia.com and click on Login icon and select New System Myeasi. 2) After successful login the Easi / Easiest user will be able to see the e-Voting option for eligible companies where the evoting is in progress as per the information provided by company. On clicking the evoting option, the user will be able to see e-Voting page of the e-Voting service provider for casting your vote during the remote e-Voting period or joining virtual meeting & voting during the meeting. Additionally, there is also links provided to access the system of all e-Voting Service Providers i.e. CDSL/NSDL/KARVY/LINKINTIME/PURVA, 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 https://web.cdslindia.com/myeasi/Registration/EasiRegistration 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.
Individual Shareholders holding securities in demat mode with NSDL	1) If you are already registered for NSDL IDeAS facility, please visit the e Services website of NSDL. Open web browser by typing the following URL: https://eservices.nsdl.com either on a Personal Computer or on a mobile. Once the home page of e-Services is launched, click on the "Beneficial Owner" icon under "Login" which is available under 'IDeAS' section. A new screen will open. You will have to enter your User ID and Password. After successful authentication, you will be able to see e-Voting services. Click on "Access to e-Voting" under e-Voting services and you will be able to see e-Voting page. Click on company name or e-Voting service provider name and you will be redirected to e-Voting service provider website for casting your vote during the remote e-Voting period or joining virtual meeting & voting during the meeting.
	2) If the user is not registered for IDeAS e-Services, option to register is available at https://eservices.nsdl.com. Select "Register Online for IDeAS "Portal or click at https://eservices.nsdl.com/SecureWeb/IdeasDirectReg.jsp
	3) Visit the e-Voting website of NSDL. Open web browser by typing the following URL: https://www.evoting.nsdl.com/ either on a Personal Computer or on a mobile. Once the home page of e-Voting system is launched,

	click on the icon "Login" which is available under 'Shareholder/Member' section. A new screen will open. You will have to enter your User ID (i.e. your sixteen digit demat account number held with NSDL), Password/OTP and a Verification Code as shown on the screen. After successful authentication, you will be redirected to NSDL Depository site wherein you can see e-Voting page. Click on company name or e-Voting service provider name and you will be redirected to e-Voting service provider website for casting your vote during the remote e-Voting period or joining virtual meeting & voting during the meeting.
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. After Successful login, you will be able to see e-Voting option. Once you 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 name and you will be redirected to e-Voting service provider website for casting your vote during the remote e-Voting period or joining virtual meeting & voting during the meeting.

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 held
with NSDL), Password/OTP and a
Verification Code as shown on the screen. After successful authentication,
you will be redirected to NSDL Depository site wherein you can see e-Voting
page. Click on company name or e-Voting service provider name and you will
be redirected to e-Voting service provider website for casting your vote
during the remote e-Voting period or joining virtual meeting & voting during
the meeting.

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.
After Successful login, you will be able to see e-Voting option. Once you 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 name and you will be
redirected to e-Voting service provider website for casting your vote during
the remote e-Voting period or joining virtual meeting & 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. Helpdesk for Individual Shareholders holding securities in demat mode for any technical issues related to login through Depository i.e. CDSL and NSDL

Login type	Helpdesk details
Individual Shareholders holding	Members facing any technical issue in login can
securities in Demat mode with CDSL	contact CDSL helpdesk by sending a request at
	[email protected] or contact at
	022- 23058738 and 22-23058542-43.
Individual Shareholders holding	Members facing any technical issue in login can
securities in Demat mode with NSDL	contact NSDL helpdesk by sending a request at
	[email protected] or call at toll free no.: 1800
	1020 990 and 1800 22 44 30

(v) Login method for e-Voting and joining virtual meeting for shareholders other than individual shareholders holding in Demat form & physical shareholders.

1) The shareholders should log on to the e-voting website https://evoting.purvashare.com.
2) Click on "Shareholder/Member" module.
3) Now enter your User ID
a. For CDSL: 16 digits beneficiary ID,
b. For NSDL: 8 Character DP ID followed by 8 Digits Client ID,
c. Shareholders holding shares in Physical Form should enter EVENT Number followed by Folio Number registered with the company. For example if folio number is 001*** and EVENT is 8 then user ID is 8001***
4) If you are holding shares in demat form and had logged on to www.evotingindia.com or www.evoting.nsdl.com and voted on an earlier e-voting of any company, then your existing password is to be used.

	For Shareholders holding shares in Demat Form other than individual
	and Physical Form
PAN	Enter your 10 digit alpha-numeric *PAN issued by Income Tax Department
	(Applicable for both demat shareholders as well as physical shareholders)

	● Shareholders who have not updated their PAN with the
	Company/Depository Participant are requested to use the sequence
	number sent by Company/RTA or contact Company/RTA.
Dividend	Enter the Dividend Bank Details or Date of Birth (in dd/mm/yyyy format) as
Bank	recorded in your demat account or in the company records in order to login.
Details	● If both the details are not recorded with the depository or company,
OR Date of	please enter the member id / folio number in the Dividend Bank
Birth	details field as mentioned in instruction (v).
(DOB)

5) If you are a first-time user follow the steps given below:

(vi) After entering these details appropriately, click on "SUBMIT" tab.
(vii) Shareholders holding shares in physical form will then directly reach the Company selection screen.
(viii) For shareholders holding shares in physical form, the details can be used only for evoting on the resolutions contained in this Notice.
(ix) Click on the "EVENT NO : 228" for the relevant "YASH TRADING AND FINANCE LIMITED" on which you choose to vote.
(x) On the voting page, you will see "RESOLUTION DESCRIPTION" and against the same the option "YES/NO/ABSTAIN" for voting. Select the option YES or NO or ABSTAIN as desired. The option YES implies that you assent to the Resolution, option NO implies that you dissent to the Resolution and option ABSTAIN implies that you are not voting either for or against the Resolution.
(xi) Click on the "NOTICE FILE LINK" if you wish to view the Notice.
(xii) After selecting the resolution, you have decided to vote on, click on "SUBMIT". A confirmation box will be displayed. If you wish to confirm your vote, click on "OK", else to change your vote, click on "CANCEL" and accordingly modify your vote.
(xiii) Once you "CONFIRM" your vote on the resolution, you will not be allowed to modify your vote.

(xiv) Facility for Non – Individual Shareholders and Custodians – Remote Voting

Non-Individual shareholders (i.e. other than Individuals, HUF, NRI etc.) and Custodians are required to log on to https://evoting.purvashare.com and register themselves in the "Custodians / Mutual Fund" module.
A scanned copy of the Registration Form bearing the stamp and sign of the entity should be emailed to [email protected] .
After receiving the login details a Compliance User should be created using the admin login and password. The Compliance User would be able to link the account(s) for which they wish to vote on.
A scanned copy of the Board Resolution and Power of Attorney (POA) which they have issued in favour of the Custodian, if any, should be uploaded in PDF format in the system for the scrutinizer to verify the same.
Alternatively Non Individual shareholders are required to send the relevant Board Resolution/ Authority letter etc. together with attested specimen signature of the duly authorized signatory who are authorized to vote, to the Scrutinizer and to the Company at the email address viz; [email protected], if they have voted from individual tab & not uploaded same in the Purva e-voting system for the scrutinizer to verify the same.

INSTRUCTIONS FOR SHAREHOLDERS ATTENDING THE EGM THROUGH VC/OAVM & E-VOTING DURING MEETING ARE AS UNDER:

1. The procedure for attending meeting & e-Voting on the day of the EGM is the same as the instructions mentioned above for Remote e-voting.
1. The link for VC/OAVM to attend the meeting will be available where the EVENT NO. of Company will be displayed after successful login as per the instructions mentioned above for Remote e-voting.
1. Shareholders who have voted through Remote e-Voting will be eligible to attend the meeting. However, they will not be eligible to vote at the EGM.
1. Shareholders are encouraged to join the Meeting through Laptops / IPads for better experience.
1. Further shareholders will be required to allow Camera and use Internet with a good speed to avoid any disturbance during the meeting.
1. Please note that Participants Connecting from Mobile Devices or Tablets or through Laptop 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 kind of aforesaid glitches.

1. Shareholders who would like to express their views/ask questions during the meeting may register themselves as a speaker by sending their request in advance at least 5 days prior to meeting mentioning their name, demat account number/folio number, email id, mobile number at [email protected]. The shareholders who do not wish to speak during the AGM but have queries may send their queries in advance 5 days prior to meeting mentioning their name, demat account number/folio number, email id, mobile number at [email protected]. These queries will be replied to by the company suitably by email.
1. Those shareholders who have registered themselves as a speaker will only be allowed to express their views/ask questions during the meeting.
1. Only those shareholders, who are present in the EGM 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 available during the EGM.
1. If any Votes are cast by the shareholders through the e-voting available during the EGM and if the same shareholders have not participated in the meeting through VC/OAVM facility, then the votes cast by such shareholders shall be considered invalid as the facility of e-voting during the meeting is available only to the shareholders attending the meeting.

PROCESS FOR THOSE SHAREHOLDERS WHOSE EMAIL/MOBILE NO. ARE NOT REGISTERED WITH THE COMPANY/DEPOSITORIES.

For Physical shareholders- please provide necessary details like 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 Company/RTA email id.
For Demat shareholders - Please update your email id & mobile no. with your respective Depository Participant (DP)
For Individual Demat shareholders – Please update your email id & mobile no. with your respective Depository Participant (DP) which is mandatory while e-Voting & joining virtual meetings through Depository.

If you have any queries or issues regarding attending EGM & e-Voting from the Purva e-Voting System, you can write an email to [email protected] or contact at 022-49614132 and 022-49700138.

All grievances connected with the facility for voting by electronic means may be addressed to Ms. Deepali Dhuri, Compliance Officer, Purva Sharegistry (India) Private Limited, Unit No. 9, Shiv Shakti Industrial Estate, J. R. Boricha Marg, Lower Parel (East), Mumbai - 400011 or send an email to [email protected] or contact at 022- 022-49614132 and 022-35220056.

By or on behalf of Yash Trading and Finance Limited,

Sd/- Vinubhai Nanjibhai Vekaria Additional Director (DIN: 00162650)

Dated this February 14, 2026 at Mumbai.

EXPLANATORY STATEMENT PURSUANT TO SECTION 102 OF THE COMPANIES ACT, 2013 ("ACT") AND CHAPTER V OF THE SEBI (ISSUE OF CAPITAL AND DISCLOSURE REQUIREMENTS) REGULATIONS, 2018 ("SECURITIES AND EXCHANGE BOARD OF INDIA (ISSUE OF CAPITAL AND DISCLOSURE REQUIREMENTS) REGULATIONS, 2018"), AND REGULATION 36 OF SEBI (LISTING OBLIGATIONS AND DISCLOSURE REQUIREMENTS) REGULATIONS, 2015 AND SECRETARIAL STANDARDS.

As required by Section 102 of the Companies Act, 2013 (the "Act') and SEBI(ICDR) Regulations, 2018 to the extent applicable, the following Explanatory Statement sets out all material facts relating to the business mentioned under Item Nos. 1 to 9 (Special Businesses) of the accompanying Notice dated 14th February, 2026.

ITEM NO. 1 & 2 : TO REGULARISE/APPOINT MR. VINUBHAI NANJIBHAI VEKARIA (DIN: 00162650) CHAIRMAN-CUM-MANAGING DIRECTOR (I.E., FROM ADDITIONAL DIRECTOR TO DIRECTOR, AND THEN FROM DIRECTOR TO CHAIRMAN-CUM-MANAGING DIRECTOR) OF THE COMPANY AND FIXING HIS REMUNERATION :

Based on the recommendation of the Nomination and Remuneration Committee, the Board considered and approved appointment, under Section 161 of the Companies Act, of Mr. Vinubhai Nanjibhai Vekaria (DIN: 00162650) in the meeting held on February 14, 2026 with effect from February 14, 2026. The Nomination and Remuneration Committee had reviewed the proposed appointment and after evaluation of his eligibility, skills, experience, qualifications, etc. in the business of the Company, decided that he satisfied the fit and proper criteria in terms of the Companies Act, 2013 and recommended to the board his appointment from additional Director to Director by way of regularization and approval of his position as the Chairman-cum-Managing Director of the Company with effect from February 14, 2026 for three years.

The Company had received consent letter from Mr. Vinubhai Nanjibhai Vekaria (DIN: 00162650) to act as a Director/ Chairman-cum-Managing Director of the Company. In view of Section 160 the Company has already obtained notice in writing, from member under section 160 of the Companies Act, 2013 proposing his candidature.

Broad particulars of the terms of appointment of and remuneration payable to Mr. Vinubhai Nanjibhai Vekaria (DIN: 00162650) are as under:

a. Tenure of appointment 3 years w.e.f. 14-02-2026 to 13-02-2029.
b. Salary, perquisites and allowances: The perquisites and allowances shall be evaluated, wherever applicable, as per the Company's Policy and the provisions of Income Tax Act, 1961 or any rules thereunder or any statutory modification(s) or re-enactment(s) thereof; in the absence of any such rules, perquisites and allowances shall be evaluated at actual cost.
c. The remuneration: upto Rs. 1,50,000 per month The break-up of remuneration will be decided and arrived between the appointee and the Remuneration committee of the Company as per the company policy. Gratuity and PF will be as per rules of the Company with liberty to merge previous gratuity (under any other group company) with current employment.
d. Other benefits as per company policy and Schedule V of the companies Act, 2013. Mediclaim and Domiciliary hospitalization for self, spouse and maximum of two

unmarried children, Annual Health Check-up for Self and Spouse, Group Personal Accident and Life Insurance Cover for Self.

e. Travelling allowances including insurance for business trips as per Company's Policy. The break-up of remuneration will be decided and arrived between the appointee and the Remuneration committee of the Company as per the company policy.
f. Increment / Variance in remuneration, if deemed fit, including performance linked incentive, subject to recommendation of Nomination and Remuneration Committee and approval of Board of Directors.

The office of the Managing Director may be terminated by either party by giving 3 (three) months' prior notice in writing.

In the absence of or inadequacy of profits in any financial year during the tenure of his appointment, the above remuneration including the perquisites will be paid as minimum remuneration fulfilling criteria of appointment in accordance with Schedule V of the Companies Act, 2013.

	Information required under Section II, Part II of Schedule V of the Companies Act, 2013:

i. General Information
Nature of Industries	Engaged in Business of trading and
	finance.
Date or expected date of	Not Applicable
commencement of commercial
production
In case of new companies, expected	Not Applicable
date of commencement of activities as
per project approved by financial
institutions appearing in the
prospectus
Financial performance based on given	The company is diversifying its
indicators	business and expecting good revenue
	in near future.
Foreign Investments or collaborations,	Not applicable
if any.

ii. Information of appointee, Mr. Vinubhai Nanjibhai Vekaria (DIN: 00162650)/ Brief Profile of Mr. Vinubhai Nanjibhai Vekaria {Pursuant to Regulation 36(3) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015 and Secretarial Standard 2 (SS-2)} and Information required under Section II, Part II of Schedule V of the Companies Act, 2013:

Description	Details
Name	Mr. Vinubhai Nanjibhai Vekaria
DIN	00162650
Age	56 Years
DOB	01/06/1969

Experience / Job Profile /Suitability Mr. Vinubhai Nanjibhai Vekaria has over 40 years of industrial experience in automobile, manufacturing, and infrastructure sectors. He leads the overall strategic direction of the renewable energy vertical, including solar EPC projects, land development, and expansion into emerging green energy sectors. His leadership provides operational strength and long-term business vision to the group. Terms and Conditions of appointment Chairman-cum-Managing Director for term of 3 years w.e.f. 14-02-2026 to 13- 02- 2029 Remuneration last drawn from the N.A. Company Remuneration proposed upto Rs. 1,50,000 per month Past Remuneration N.A. Justification for choosing the appointees N.A. as Independent Director Date of first appointment on the Board of 14/02/2026	Qualification	B.com




















	the Company.
Relationship with other Directors, Mr. Vinubhai Nanjibhai Vekaria is a
Managers and other Key Managerial Promoter and related to promoter group
Personnel(s) of the Company and also related to Mr. Manan
Pavankumar Trivedi and Mr. Alakh
Vasantbhai Mangroliya (Directors).
Shareholding in the Company (as on the 15,45,000 Equity Shares
date of EGM Notice) Directorships of other Board 1. G M EXPORTS PVT LTD
2. UNI-TECH ENGINEERING PRIVATE
LIMITED
3. SOLARFUSION RENEWABLES
PRIVATE LIMITED
Membership/Chairmanship of Nil
Committees of Board of Directors of other
companies
Comparative remuneration profile with The remuneration is as per Section 197 &
respect to industries, size of company, 198 of the Companies Act, 2013 read
profile of the position and Person. with Schedule V Companies Act, and is
comparable to the remuneration of
Managing Director levels of similar sized trading of goods related companies.
Pecuniary Relationship directly or Yes
indirectly with the company or

relationship	with	the	managerial
personnel.
Recognition or awards				Nil

iii. Other Information:

Description	Details
Reasons of loss or inadequate profits	Loss or inadequate profits due to bad
	market condition. Hence, Now the
	company is expecting good revenue in
	near future.
Steps taken or proposed to be taken for	The company is trying to reduce all
improvement.	expenses to improve the profitability
Expected increase in productivity and	Considering present demand of business
profits in measurable terms	and market condition, it is expected to
	have good revenue and profit in near
	future.

The above may be treated as a written memorandum setting out the terms of appointment of Mr. Vinubhai Nanjibhai Vekaria (DIN: 00162650) under Section 190 of the Act.

Mr. Vinubhai Nanjibhai Vekaria satisfies all the conditions set out in Part-I of Schedule V of the Act and also conditions set out under sub-section (3) of Section 196 of the Act for being eligible for his appointment and is not disqualified from being appointed as a Director in terms of Section 164 of the Act.

Mr. Vinubhai Nanjibhai Vekaria is interested in the resolution set out at Item No. 1 & 2 of the Notice. The relatives of Mr. Vinubhai Nanjibhai Vekaria may be deemed to be interested in the resolution set out at Item No. 1 & 2 of the Notice, to the extent of their shareholding interest, if any, in the Company.

Save and except stated 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 except Promoter Group and Mr. Manan Pavankumar Trivedi and Mr. Alakh Vasantbhai Mangroliya.

It is proposed to seek members' approval for appointment of and remuneration payable to Mr. Vinubhai Nanjibhai Vekaria as a Chairman-cum-Managing Director of the Company, under category of Executive Director, in terms of the applicable provisions of the Companies Act, 2013.

The Board of Directors Recommends the Special Resolution set out at Item No. 1 & 2 of the Notice for approval of the members.

ITEM NO.3 : TO REGULARISE/APPOINT MR. MANAN PAVANKUMAR TRIVEDI (DIN: 09459126) AS A WHOLETIME DIRECTOR OF THE COMPANY:

Based on the recommendation of the Nomination and Remuneration Committee, the Board considered and approved appointment, under Section 161 of the Companies Act, of Mr. Manan Pavankumar Trivedi (DIN: 09459126)in the meeting held on February 14, 2026 with effect from February 14, 2026. The Nomination and Remuneration Committee had reviewed the proposed appointment and after evaluation of his eligibility, skills, experience, qualifications, etc. in the business of the Company, decided that he satisfied the fit and proper criteria in terms of the Companies Act, 2013 and recommended to the board his appointment from additional Director to Wholetime Director by way of regularization and Approval of his position as the Wholetime Director of the Company with effect from February 14, 2026 for three years.

The Company had received consent letter from Mr. Manan Pavankumar Trivedi (DIN: 09459126) to act as a Wholetime Director of the Company. Company has already obtained notice in writing, from member under section 160 of the Companies Act, 2013 proposing his candidature.

Broad particulars of the terms of appointment of and remuneration payable to Mr. Manan Pavankumar Trivedi (DIN: 09459126) are as under:

a. Tenure of appointment 3 years w.e.f. 14-02-2026 to 13-02- 2029.
b. Salary, perquisites and allowances: The perquisites and allowances shall be evaluated, wherever applicable, as per the Company's Policy and the provisions of Income Tax Act, 1961 or any rules thereunder or any statutory modification(s) or re-enactment(s) thereof; in the absence of any such rules, perquisites and allowances shall be evaluated at actual cost.
c. The remuneration: upto Rs. 1,50,000 per month The break-up of remuneration will be decided and arrived between the appointee and the Remuneration committee of the Company as per the company policy. Gratuity and PF will be as per rules of the Company with liberty to merge previous gratuity (under any other group company) with current employment.
d. Other benefits as per company policy and Schedule V of the companies Act, 2013. Mediclaim and Domiciliary hospitalization for self, spouse and maximum of two unmarried children, Annual Health Check-up for Self and Spouse, Group Personal Accident and Life Insurance Cover for Self.
e. Travelling allowances including insurance for business trips as per Company's Policy. The break-up of remuneration will be decided and arrived between the appointee and the Remuneration committee of the Company as per the company policy.
f. Increment / Variance in remuneration, if deemed fit, including performance linked incentive, subject to recommendation of Nomination and Remuneration Committee and approval of Board of Directors.

The office of the Wholetime Director may be terminated by either party by giving 3 (three) months' prior notice in writing.

Information required under Section II, Part II of Schedule V of the Companies Act, 2013:

i. General Information
Nature of Industries	Engaged in Business of trading and
	finance.
Date or expected date of	Not Applicable
commencement of commercial
production
In case of new companies, expected	Not Applicable
date of commencement of activities as
per project approved by financial
institutions appearing in the
prospectus
Financial performance based on given	The company is diversifying its
indicators	business and expecting good revenue
	in near future.
Foreign Investments or collaborations,	Not applicable
if any.

ii. Information of appointee, Mr. Manan Pavankumar Trivedi / Brief Profile of Mr. Manan Pavankumar Trivedi {Pursuant to Regulation 36(3) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015 and Secretarial Standard 2 (SS-2)} and Information required under Section II, Part II of Schedule V of the Companies Act, 2013:

Description	Details
Name	Mr. Manan Pavankumar Trivedi
DIN	09459126
Age	37 Years
DOB	07/10/1988
Qualification	B.Com, MCA
Experience / Job Profile /Suitability	Mr. Manan Pavankumar Trivedi has 10
	years of experience in renewable energy
	structuring, financial modelling,
	regulatory compliance, and capital
	market strategy. He manages project
	structuring, funding coordination, board
	documentation, and strategic
	partnerships, ensuring financial
	discipline and governance compliance
	across the group.
Terms and Conditions of appointment	Wholetime Director for term of 3 years
	w.e.f. 14-02-2026 to 13-02- 2029

Remuneration last drawn from the	N.A.
Company
Remuneration proposed	upto Rs. 1,50,000 per month
Past Remuneration	N.A.
Justification for choosing the appointees	N.A.
as Independent Director
Date of first appointment on the Board of	14/02/2026
the Company.
Relationship with other Directors,	Mr. Manan Pavankumar Trivedi is a
Managers and other Key Managerial	Promoter and related to promoter group
Personnel(s) of the Company	and also related to Mr. Vinubhai
	Nanjibhai Vekaria and Mr. Alakh
	Vasantbhai Mangroliya (Directors).
Shareholding in the Company (as on the	8,40,000 Equity Shares
date of EGM Notice)
Directorships of other Board	SOLARFUSION RENEWABLES PRIVATE
	LIMITED
Membership/Chairmanship of	Nil
Committees of Board of Directors of other
companies
Comparative remuneration profile with	The remuneration is as per Section 197 &
respect to industries, size of company,	198 of the Companies Act, 2013 read with
profile of the position and Person.	Schedule V Companies Act, and is
	comparable to the remuneration of
	Managing Director levels of similar sized
	trading of goods related companies.
Pecuniary Relationship directly or	Yes
indirectly with the company or
relationship with the managerial
personnel.
Recognition or awards	Nil

iii. Other Information:

Description	Details
Reasons of loss or inadequate profits	Loss or inadequate profits due to bad
	market condition. Hence, Now the
	company is expecting good revenue in
	near future.
Steps taken or proposed to be taken for	The company is trying to reduce all
improvement.	expenses to improve the profitability
Expected increase in productivity and	Considering present demand of business
profits in measurable terms	and market condition, it is expected to
	have good revenue and profit in near
	future.

The above may be treated as a written memorandum setting out the terms of appointment of Mr. Manan Pavankumar Trivedi under Section 190 of the Act.

Mr. Manan Pavankumar Trivedi satisfies all the conditions set out in Part-I of Schedule V of the Act and also conditions set out under sub-section (3) of Section 196 of the Act for being eligible for his appointment and is not disqualified from being appointed as a Director in terms of Section 164 of the Act.

Mr. Manan Pavankumar Trivedi is interested in the resolution set out at Item No. 3 of the Notice. The relatives of Mr. Manan Pavankumar Trivedi may be deemed to be interested in the resolution set out at Item No. 3 of the Notice, to the extent of their shareholding interest, if any, in the Company.

Save and except stated 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 except Promoter Group and Mr. Vinubhai Nanjibhai Vekaria and Mr. Alakh Vasantbhai Mangroliya.

It is proposed to seek members' approval for appointment of and remuneration payable to Mr. Manan Pavankumar Trivedi as a Wholetime Director of the Company, under category of Executive Director, in terms of the applicable provisions of the Companies Act, 2013.

The Board of Directors Recommends the Special Resolution set out at Item No. 3 of the Notice for approval of the members.

ITEM NO.4 : TO REGULARISE/APPOINT MR. ALAKH VASANTBHAI MANGROLIYA (DIN: 11257598) AS A WHOLETIME DIRECTOR OF THE COMPANY:

Based on the recommendation of the Nomination and Remuneration Committee, the Board considered and approved appointment, under Section 161 of the Companies Act, of Mr. Alakh Vasantbhai Mangroliya (DIN: 11257598) in the meeting held on February 14, 2026 with effect from February 14, 2026. The Nomination and Remuneration Committee had reviewed the proposed appointment and after evaluation of his eligibility, skills, experience, qualifications, etc. in the business of the Company, decided that he satisfied the fit and proper criteria in terms of the Companies Act, 2013 and recommended to the board his appointment from additional Director to Wholetime Director by way of regularization and Approval of his position as the Wholetime Director of the Company with effect from February 14, 2026 for three years.

The Company had received consent letter from Mr. Alakh Vasantbhai Mangroliya (DIN: 11257598) to act as a Wholetime Director of the Company. Company has already obtained notice in writing, from member under section 160 of the Companies Act, 2013 proposing his candidature.

Broad particulars of the terms of appointment of and remuneration payable to Mr. Alakh Vasantbhai Mangroliya (DIN: 11257598) are as under:

a. Tenure of appointment — 3 years w.e.f. 14-02-2026 to 13-02- 2029.

b. Salary, perquisites and allowances: The perquisites and allowances shall be evaluated, wherever applicable, as per the Company's Policy and the provisions of Income Tax Act, 1961 or any rules thereunder or any statutory modification(s) or re-enactment(s) thereof; in the absence of any such rules, perquisites and allowances shall be evaluated at actual cost.
c. The remuneration: upto Rs. 1,50,000 per month The break-up of remuneration will be decided and arrived between the appointee and the Remuneration committee of the Company as per the company policy. Gratuity and PF will be as per rules of the Company with liberty to merge previous gratuity (under any other group company) with current employment.
d. Other benefits as per company policy and Schedule V of the companies Act, 2013. Mediclaim and Domiciliary hospitalization for self, spouse and maximum of two unmarried children, Annual Health Check-up for Self and Spouse, Group Personal Accident and Life Insurance Cover for Self.
e. Travelling allowances including insurance for business trips as per Company's Policy. The break-up of remuneration will be decided and arrived between the appointee and the Remuneration committee of the Company as per the company policy.
f. Increment / Variance in remuneration, if deemed fit, including performance linked incentive, subject to recommendation of Nomination and Remuneration Committee and approval of Board of Directors.

The office of the Wholetime Director may be terminated by either party by giving 3 (three) months' prior notice in writing.

Information required under Section II, Part II of Schedule V of the Companies Act, 2013:
i. General Information
Nature of Industries	Engaged in Business of trading and

Nature of Industries	Engaged in Business of trading and
	finance.
Date or expected date of	Not Applicable
commencement of commercial
production
In case of new companies, expected	Not Applicable
date of commencement of activities as
per project approved by financial
institutions appearing in the
prospectus
Financial performance based on given	The company is diversifying its
indicators	business and expecting good revenue
	in near future.
Foreign Investments or collaborations,	Not applicable
if any.

ii. Information of appointee, Mr. Alakh Vasantbhai Mangroliya / Brief Profile of Mr. Alakh Vasantbhai Mangroliya {Pursuant to Regulation 36(3) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015 and Secretarial Standard 2 (SS-2)} and Information required under Section II, Part II of Schedule V of the Companies Act, 2013:

Description	Details
Name	Mr. Alakh Vasantbhai Mangroliya
DIN	11257598
Age	27 Years
DOB	10/06/1998
Qualification	B.B.A
Experience / Job Profile /Suitability	Mr. Alakh Vasantbhai Mangroliya has 10 years of experience in business
	operations and partnership governance. He supports LLP compliance, regional
	coordination, and operational
	management, contributing to stable
	execution of renewable projects in
	Andhra Pradesh.
Terms and Conditions of appointment	Wholetime Director for term of 3 years
	w.e.f. 14-02-2026 to 13-02- 2029
Remuneration last drawn from the	N.A.
Company
Remuneration proposed	upto Rs. 1,50,000 per month
Past Remuneration	N.A.
Justification for choosing the appointees as Independent Director	N.A.
Date of first appointment on the Board of	14/02/2026
the Company.
Relationship with other Directors,	Mr. Alakh Vasantbhai Mangroliya is
Managers and other Key Managerial	related to promoter group and also
Personnel(s) of the Company	related to Mr. Vinubhai Nanjibhai Vekaria
	and Mr. Manan Pavankumar Trivedi (Directors).
Shareholding in the Company (as on the	Nil
date of EGM Notice)
Directorships of other Board	Nil
Membership/Chairmanship of	Nil
Committees of Board of Directors of other
companies
Comparative remuneration profile with	The remuneration is as per Section 197 &
respect to industries, size of company,	198 of the Companies Act, 2013 read
profile of the position and Person.	with Schedule V Companies Act, and is
	comparable to the remuneration of
	Managing Director levels of similar sized

	trading of goods related companies.
Pecuniary Relationship directly or	Yes
indirectly with the company or
relationship with the managerial
personnel.
Recognition or awards	Nil

iii. Other Information:

Description	Details
Reasons of loss or inadequate profits	Loss or inadequate profits due to bad
	market condition. Hence, Now the
	company is expecting good revenue in
	near future.
Steps taken or proposed to be taken for	The company is trying to reduce all
improvement.	expenses to improve the profitability
Expected increase in productivity and	Considering present demand of business
profits in measurable terms	and market condition, it is expected to
	have good revenue and profit in near
	future.

The above may be treated as a written memorandum setting out the terms of appointment of Mr. Alakh Vasantbhai Mangroliya under Section 190 of the Act.

Mr. Alakh Vasantbhai Mangroliya satisfies all the conditions set out in Part-I of Schedule V of the Act and also conditions set out under sub-section (3) of Section 196 of the Act for being eligible for his appointment and is not disqualified from being appointed as a Director in terms of Section 164 of the Act.

Mr. Alakh Vasantbhai Mangroliya is interested in the resolution set out at Item No. 4 of the Notice. The relatives of Mr. Alakh Vasantbhai Mangroliya may be deemed to be interested in the resolution set out at Item No. 4 of the Notice, to the extent of their shareholding interest, if any, in the Company.

Save and except stated 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 except Promoter Group and Mr. Vinubhai Nanjibhai Vekaria and Mr. Manan Pavankumar Trivedi.

It is proposed to seek members' approval for appointment of and remuneration payable to Mr. Alakh Vasantbhai Mangroliya as a Wholetime Director of the Company, under category of Executive Director, in terms of the applicable provisions of the Companies Act, 2013.

The Board of Directors Recommends the Special Resolution set out at Item No. 4 of the Notice for approval of the members.

ITEM NO. 5 : TO REGULARISE/APPOINT MRS. RIDDHI ANKIT VIRPARIYA (DIN: 11507894) AS AN WOMEN NON -EXECUTIVE INDEPENDENT DIRECTOR OF THE COMPANY:

The Board of Directors of the Company in their meeting held on February 14, 2026 , based on the recommendation of the Nomination and Remuneration Committee, appointed Mrs. Riddhi Ankit Virpariya (DIN: 11507894) as an Additional Non- Executive Independent Woman Director of the Company with effect from February 14, 2026, pursuant to the provisions of Section 161 of the Companies Act, 2013 and Regulation 17(1C) of the SEBI LODR Regulations. In terms of the said provisions, Mrs. Riddhi Ankit Virpariya holds office up to the date of this General Meeting.

The Company has received a notice in writing from a member proposing the candidature of Mrs. Riddhi Ankit Virpariya for the office of Independent Director under Section 152 of the Companies Act, 2013.

Mrs. Riddhi Ankit Virpariya has submitted:

a declaration that she meets the criteria of independence as prescribed under Section 149(6) of the Act and Regulation 16(1)(b) of the SEBI LODR Regulations;
her consent to act as a Director in Form DIR-2; and
confirmation that she is not disqualified from being appointed as a Director under Section 164 of the Act.
confirmation of inclusion of her name in the Independent Directors' Databank and compliance with applicable proficiency requirements.

The NRC and the Board have assessed the skills, experience, knowledge and competencies of Mrs. Riddhi Ankit Virpariya and are of the opinion that her expertise in governance and strategy, etc. would be of significant benefit to the Company. The Board is satisfied that Mrs. Riddhi Ankit Virpariya is independent of the management and possesses appropriate skills, experience and integrity.

In compliance with Regulation 25(2A) of the SEBI LODR Regulations, the appointment of an Independent Director requires approval of shareholders by way of a Special Resolution, and accordingly the same is being placed before the members for approval.

Details of Mrs. Riddhi Ankit Virpariya as required under Regulation 36(3) of the SEBI LODR Regulations and Secretarial Standard–2 are provided below:

Description	Details
Name	Mrs. Riddhi Ankit Virpariya
DIN	11507894
Age	37 years
DOB	10/11/1988
Qualification	Masters in Arts
Experience / Job Profile /Suitability	Ms. Riddhi Ankit Virpariya represents the
	company's commitment towards women

	empowerment and inclusive leadership.
	She contributes to administrative
	coordination, compliance support, and
	internal process management,
	strengthening operational discipline
	within the organization.
	Her participation reflects Solarfusion
	Group's dedication to promoting gender
	diversity, equal opportunity, and
	sustainable corporate governance.
Date of first appointment on the Board of	14/02/2026
the Company.
Terms and conditions of appointment:	Appointment for a term of 5 consecutive
	years w.e.f. 14-02-2026 to 13-02-2031;
	eligible for sitting fees and commission, if
	any, as approved by shareholders
Number of Board Meetings attended	1(one)
during the year
Partners in LLP	Nil
Shareholding in the Company	Nil
Shareholdings in any Group Companies	Nil
Directorships / Committee memberships	VAANI FUTURE PRIVATE LIMITED
in other companies:
Relationship with other Directors / KMP	No Relationship with other Directors
Any relationship with Promoters	No Relationship with Promoters

None of the Directors, Key Managerial Personnel of the Company or their relatives, except Mrs. Riddhi Ankit Virpariya, is in any way concerned or interested, financially or otherwise, in the resolution.

The Board accordingly recommends the passing of the Special Resolution as set out in Item No. 5 of the Notice convening the Extraordinary General Meeting.

ITEM NO. 6: TO REGULARISE/APPOINT MR. CHANDRESH CHHAGANBHAI KYADA (DIN ; 11558351) AS NON EXECUTIVE INDEPENDENT DIRECTOR OF THE COMPANY:

The Board of Directors of the Company in their meeting held on February 14, 2026, based on the recommendation of the Nomination and Remuneration Committee, appointed Mr. Chandresh Chhaganbhai Kyada (DIN: 11558351) as an Additional Non- Executive Independent Director of the Company with effect from March 01, 2026, pursuant to the provisions of Section 161 of the Companies Act, 2013 and Regulation 17(1C) of the SEBI LODR Regulations. In terms of the said provisions, Mr. Chandresh Chhaganbhai Kyada holds office up to the date of this General Meeting.

The Company has received a notice in writing from a member proposing the candidature of Mr. Chandresh Chhaganbhai Kyada for the office of Independent Director under Section 152 of the Companies Act, 2013.

Mr. Chandresh Chhaganbhai Kyada has submitted:

a declaration that he meets the criteria of independence as prescribed under Section 149(6) of the Act and Regulation 16(1)(b) of the SEBI LODR Regulations;
his consent to act as a Director in Form DIR-2; and
confirmation that he is not disqualified from being appointed as a Director under Section 164 of the Act.
confirmation of inclusion of his name in the Independent Directors' Databank and compliance with applicable proficiency requirements.

The NRC and the Board have assessed the skills, experience, knowledge and competencies of Mr. Chandresh Chhaganbhai Kyada and are of the opinion that his expertise in finance. would be of significant benefit to the Company. The Board is satisfied that Mr. Chandresh Chhaganbhai Kyada is independent of the management and possesses appropriate skills, experience and integrity.

In compliance with Regulation 25(2A) of the SEBI LODR Regulations, the appointment of an Independent Director requires approval of shareholders by way of a Special Resolution, and accordingly the same is being placed before the members for approval.

Description	Details
Name	Mr. Chandresh Chhaganbhai Kyada
DIN	11558351
Age	49 years
DOB	31/03/1976
Qualification	B.Com
Experience / Job Profile /Suitability	Mr. Chandresh Chhaganbhai Kyada is having experience of more than 15 Years in engineering and casting segment. I am having extensive experience in the casting industry with hands on exposure to foundry operations, metallurgical process control, quality assurance, cost optimization. Furthermore, Casting industry is a largely labour intensive operations to technologically driven manufacturing ecosystems.
Date of first appointment on the Board of	Board Meeting held on 14-02-2026 w.e.f.

Details of Mr. Chandresh Chhaganbhai Kyada as required under Regulation 36(3) of the SEBI LODR Regulations and Secretarial Standard–2 are provided below:

the Company.	01-03-2026
Terms and conditions of appointment:	Appointment for a term of five
	consecutive years w.e.f. 01-03-2026 to
	28-02-2031; eligible for sitting fees and
	commission, if any, as approved by
	shareholders
Number of Board Meetings attended	1(one)
during the year
Partners in LLP	Nil
Shareholding in the Company	Nil
Shareholdings in any Group Companies	Nil
Directorships / Committee memberships	Nil
in other companies:
Relationship with other Directors / KMP	No Relationship with other Directors
Any relationship with Promoters	No Relationship with Promoters

None of the Directors, Key Managerial Personnel of the Company or their relatives, except Mr. Chandresh Chhaganbhai Kyada, is in any way concerned or interested, financially or otherwise, in the resolution.

The Board accordingly recommends the passing of the Special Resolution as set out in Item No. 6 of the Notice convening the Extraordinary General Meeting.

ITEM NO. 7 : ALTERATION OF MAIN OBJECT CLAUSE OF MEMORANDUM OF ASSOCIATION OF THE COMPANY :

The Board of Directors of the Company, at its meeting has approved a proposal to alter the Main Object Clause of the Memorandum of Association ("MOA") of the Company, subject to the approval of the shareholders by way of a Special Resolution and other necessary statutory approvals.

The existing main objects of the Company were framed at the time of incorporation and are no longer fully aligned with the present business environment, industry opportunities, and longterm strategic plans of the Company. To enable the Company to diversify, expand its scope of operations, and undertake new business activities that are in line with current market demands, the Board recommends the insertion and alteration of new main objects under Clause III (A) of the MOA.

The proposed alteration will allow the Company to pursue its updated business activities more effectively and will provide greater operational flexibility for future growth. A copy of the proposed revised Main Object Clause is enclosed with the Notice and is also available for inspection by the members at the registered office of the Company during business hours on all working days up to the date of the meeting.

None of the Directors, Key Managerial Personnel (KMP), or their relatives are in any way concerned or interested in the proposed resolution, except to the extent of their shareholding in the Company, if any.

The Board of Directors Recommends the Special Resolution set out at Item No. 7 of the Notice for approval of the members.

ITEM NO. 8: CHANGE OF NAME OF THE COMPANY FROM "YASH TRADING AND FINANCE LIMITED" to "LEXORA GLOBAL LIMITED":

The Board of Directors of the Company, at its meeting has approved a proposal to change the name of the Company from "YASH TRADING AND FINANCE LIMITED" to "LEXORA GLOBAL LIMITED", subject to the approval of the shareholders and other statutory approvals as may be required.

The proposed change of name has been considered necessary to align the identity of the Company with its business activities and future branding strategy. The name "LEXORA GLOBAL LIMITED" is proposed as it better reflects the Company's focus in the renewable energy industry and will help enhance brand recognition in the market. The proposed name has already been checked and made available for adoption by the Registrar of Companies (ROC), subject to shareholders' approval.

Certificate from a Practicing Chartered Accountant stating compliance with conditions provided in sub-regulation (1) of regulation 45 of SEBI (Listing Obligations and Disclosure Requirement), Regulations, 2015 is attached herewith as Annexure I.

Pursuant to Section 13 of the Companies Act, 2013, the change in the name of the Company also requires alteration to the Name Clause of the Memorandum of Association (MOA). Accordingly, the approval of the members by way of a Special Resolution is required.

None of the Directors, Key Managerial Personnel (KMP), or their relatives are concerned or interested in this resolution, except to the extent of their shareholding in the Company, if any. The Board of Directors Recommends the Special Resolution set out at Item No. 8 of the Notice for approval of the members.

ITEM NO. 9 : SHIFTING OF REGISTERED OFFICE FROM STATE OF MAHARASHTRA TO STATE OF GUJARAT:

The Management is operating from Rajkot in the state of Gujarat. Presently, the Company's Registered Office is located in Mumbai, Maharashtra. The Board of Directors of your Company at their meeting held on February 14, 2026 has proposed to shift the Registered Office of the Company from the State of Maharashtra to the State of Gujarat, within the jurisdiction of the Registrar of Companies, Rajkot to carry on the business of the Company more economically and efficiently and with better operational convenience. As per provisions of Section 12 and other applicable provisions, if any, of the Companies Act, 2013 and rules made thereunder, shifting of Registered Office of the Company from one state to another state requires approval of the Members by way of Special Resolution.

I. The Company was incorporated under the provision of the Companies Act, 1956 in the State of Maharashtra on 09/07/1985 as Unlisted Public Limited Company. As per Clause II of the Memorandum of Association of the Company the registered office of the Company is located in the state of Maharashtra.
II. The Registered Office is at 103, B Wing,Ansa Industrial Estate, Sakivihar Road, Sakinaka,Andheri East, Mumbai, Maharashtra, India, 400072 and all the books of accounts and papers are maintained in Parth – 9, Mani Nagar , Mavdiplot Rajkot 360004. The proposed shifting will enable the company to have a better and effective control over the working of its registered office.
III. At present, all Promoters,Directors are residing and located at Rajkot .The majority of shareholders are also stays in the state of Gujarat where the registered office of the Company is proposed to be shifting.
IV. The company is in need of financial assistance for which it has approached Bank/Financial Institution, which is situated in the State of Gujarat. They are on principle/ agreeable to extend the financial accommodation provided the registered office has to be located in the State of Gujarat.
V. The market condition & the scope of the business are very bright and conducive in the 'State of Gujarat.
VI. All the business activities and day-to-day affairs of the Company are being controlled and managed from the present Office situated at Rajkot, in the State of Gujarat. The Company propose to start its business activities in the State of Gujarat. No useful purpose will be served by continued maintenance of the registered office at Mumbai and in the State of Maharashtra and it has become uneconomical and inconvenient to run the registered office at Maharashtra. It will be just, necessary, expedient, desirable and convenient for the Company to plan, execute, organize and co-ordinate its business activities if the Registered Office is shifted from the State of Maharashtra to the State of Gujarat. It would be commercially expedient, justified and logical that the company is allowed to shift its registered office from the State of Maharashtra to the State of Gujarat.
VII. The proposed change in the situation of the registered office will enable the directors to manage and conduct the affairs of the company most conveniently, efficiently and advantageously. Such change will also enable the company to carry on its activities more economically. It will create administrative convenience for advantageously managing the affairs of the company. It will enable the company to carry on its business more efficiently and economically as well as more efficiently. It would be advantageous, expedient, necessary, convenient and conducive to the business activities of the company to have the registered office in the State of Gujarat.
VIII. The Company has no employee and staffs in the state of Maharashtra hence the proposed shifting will neither lead to retrenchment of any employee of the

company, whether in the State of Gujarat or any other place nor cause any prejudice to any other person.

IX. There is no amount outstanding in respect of undisputed Income Tax, Wealth Tax, Sales Tax, and Custom duty and excise duty.
X. The Company has no dues outstanding towards Govt. of Maharashtra on account of Sales Tax.
XI. The Company has not taken any loan and/or subsidy from the Govt. of Maharashtra and/or State run Financial Institution.
XII. The proposed alteration would not prejudice the rights or interest what so ever of any person whomsoever.
XIII. The company has not issued any debentures and the Company has not accepted any Fixed Deposits.
XIV. No instrument in pending for conversion into shares capital.

The Board hereby recommends to the change of registered office of the company as per Section 13 of the companies Act, 2013 and Rule 30 of the Companies (Incorporation) Rules, 2014 and sought your approval by way of Special resolution.

None of the Directors and Key Managerial Personnel of the Company and their relatives is concerned or interested, financial or otherwise, in the resolution set out in Item No. 9.

Therefore, the Board recommends the Resolution as set out in Item No. 9 for approval of the Members as Special Resolution.

By or on behalf of Yash Trading and Finance Limited

Sd/- Vinubhai Nanjibhai Vekaria Additional Director (DIN: 00162650)

Dated this February 14, 2026 at Mumbai.

01.01.2025 to From	Amount (Rs. In lakhs)	Total Income	$\frac{0}{0}$
(Please) 31.12.2025
four last consider
quarters)	NIL	NIL	NIL
prior from Income
business activity

new from Income	NIL	NIL	NIL
business activity

ALTERATION OF MAIN OBJECT CLAUSE OF MEMORANDUM OF ASSOCIATION OF THE COMPANY

Amendment in the main object Clause i.e. Clause III (A) of the Memorandum of Association ("MOA") of the Company by altering the following Clause III (A) (1) & (2) in the following manner:

Alteration of Clause III (A) (1) & (2) with Clause III (A) (1) (2) & (3) to the Main Object Clause of the Memorandum of Association of the Company:-

1. To carry on the business in India and abroad to generate, develop, accumulate, produce,manufacture, purchase, process, transform, distribute, transmit, sell, supply, subcontract,exchange or otherwise deal in all kinds of power or electrical energy from various sources including but not limited to coal, lignite, petroleum products, wind, solar, renewable energy, wave, tidal, hydro, thermal, or any other form of energy generated through Non-conventional/Renewable Energy and any other products or by-products derived from such business and to establish, commission, maintain, set up and operate power plants, wind turbines, power stations, solar and renewable energy facilities, as well as manufacture, install and operate all necessary machinery and infrastructure related to power generation and distribution.
1. To carry on the business of maintenance and renovation and modernization of renewable energy projects / renewable energy systems, Power Stations, Gas Turbine, Wind Farms Projects and also to undertake the business of other allied and ancillary industries including those for utilization, sale and supply of steam and ash generated at power stations and other byproducts and install, operate and manage all necessary plants, items equipment, cables, wires, lines, establishments works in India and abroad.
1. To carry out in India or elsewhere the business of maintaining power generation using solar power, fossil and alternate source of energy and act as owners, manufacturers, engineers, procurers, buyers and sellers, distributors, dealers and contractors for setting up of power plants using glass based mirrors, photovoltaic, boilers, turbine, forge parts/components and/or other equipment for generating, distributing, purchasing, selling, trading, importing and exporting and otherwise dealing in and supplying of electricity and other products using solar, fossil and alternate source of energy under conditions direct ownership or through its affiliate, associate or subsidiaries.

By or on behalf of Yash Trading and Finance Limited, Sd/- Vinubhai Nanjibhai Vekaria Additional Director (DIN: 00162650)

Dated this February 14, 2026 at Mumbai.

AI assistant

Yash Trading & Finance Ltd. — Proxy Solicitation & Information Statement 2026

63914_rns_2026-02-21_d1aca948-055f-435d-b588-01d70b0b5a0a.pdf

YASH TRADING AND FINANCE LIMITED CIN: L51900MH1985PLC036794 Registered Office: 103, B Wing, Ansa Industrial Estate, Sakivihar Road, Sakinaka, Andheri East, Mumbai 400072 Email: [email protected] website: www.ytfl.in Contact No: +91 9033002910

BSE CODE: 512345

SUBJECT: NOTICE OF EXTRA- ORDINARY GENERAL MEETING ("EGM")

Key information:

YASH TRADING AND FINANCE LIMITED CIN: L51900MH1985PLC036794 Registered Office: 103, B Wing, Ansa Industrial Estate, Sakivihar Road, Sakinaka, Andheri East, Mumbai 400072 Email: [email protected] website: www.ytfl.in Contact No: +91 9033002910

YASH TRADING AND FINANCE LIMITED CIN: L51900MH1985PLC036794 Registered Office: 103, B Wing, Ansa Industrial Estate, Sakivihar Road, Sakinaka, Andheri East, Mumbai 400072 Email: [email protected] website: www.ytfl.in Contact No: +91 9033002910

NOTICE

SPECIAL BUSINESS(ES):

ITEM NO. 1: TO REGULARISE/APPOINT MR. VINUBHAI NANJIBHAI VEKARIA (DIN: 00162650) AS DIRECTOR OF THE COMPANY:

ITEM NO. 2: APPOINTMENT OF MR. VINUBHAI NANJIBHAI VEKARIA (DIN: 00162650) AS CHAIRMAN-CUM-MANAGING DIRECTOR OF THE COMPANY AND FIXING HIS REMUNERATION.

ITEM NO. 3: TO REGULARISE/APPOINT MR. MANAN PAVANKUMAR TRIVEDI (DIN: 09459126) AS A WHOLETIME DIRECTOR OF THE COMPANY:

ITEM NO. 4: TO REGULARISE/APPOINT MR. ALAKH VASANTBHAI MANGROLIYA (DIN: 11257598) AS A WHOLETIME DIRECTOR OF THE COMPANY:

ITEM NO. 5: TO REGULARISE/APPOINT MRS. RIDDHI ANKIT VIRPARIYA (DIN: 11507894) AS NON EXECUTIVE INDEPENDENT WOMEN DIRECTOR OF THE COMPANY:

ITEM NO. 6: TO REGULARISE/APPOINT MR. CHANDRESH CHHAGANBHAI KYADA (DIN: _11558351) AS NON EXECUTIVE INDEPENDENT DIRECTOR OF THE COMPANY:

ITEM NO. 7 : ALTERATION OF MAIN OBJECT CLAUSE OF MEMORANDUM OF ASSOCIATION OF THE COMPANY :

ITEM NO. 8: CHANGE OF NAME OF THE COMPANY FROM "YASH TRADING AND FINANCE LIMITED" to "LEXORA GLOBAL LIMITED":

ITEM NO. 9 : SHIFTING OF REGISTERED OFFICE FROM STATE OF MAHARASHTRA TO STATE OF GUJARAT:

By or on behalf of Yash Trading and Finance Limited,

NOTES:

PURVA E-VOTING SYSTEM – FOR REMOTE E-VOTING AND E-VOTING DURING EGM

THE INSTRUCTIONS OF SHAREHOLDERS FOR REMOTE E-VOTING AND E-VOTING DURING EGM AND JOINING MEETING THROUGH VC/OAVM ARE AS UNDER:

(v) Login method for e-Voting and joining virtual meeting for shareholders other than individual shareholders holding in Demat form & physical shareholders.

(xiv) Facility for Non – Individual Shareholders and Custodians – Remote Voting

INSTRUCTIONS FOR SHAREHOLDERS ATTENDING THE EGM THROUGH VC/OAVM & E-VOTING DURING MEETING ARE AS UNDER:

PROCESS FOR THOSE SHAREHOLDERS WHOSE EMAIL/MOBILE NO. ARE NOT REGISTERED WITH THE COMPANY/DEPOSITORIES.

By or on behalf of Yash Trading and Finance Limited,

ITEM NO. 1 & 2 : TO REGULARISE/APPOINT MR. VINUBHAI NANJIBHAI VEKARIA (DIN: 00162650) CHAIRMAN-CUM-MANAGING DIRECTOR (I.E., FROM ADDITIONAL DIRECTOR TO DIRECTOR, AND THEN FROM DIRECTOR TO CHAIRMAN-CUM-MANAGING DIRECTOR) OF THE COMPANY AND FIXING HIS REMUNERATION :

Broad particulars of the terms of appointment of and remuneration payable to Mr. Vinubhai Nanjibhai Vekaria (DIN: 00162650) are as under:

iii. Other Information:

ITEM NO.3 : TO REGULARISE/APPOINT MR. MANAN PAVANKUMAR TRIVEDI (DIN: 09459126) AS A WHOLETIME DIRECTOR OF THE COMPANY:

Broad particulars of the terms of appointment of and remuneration payable to Mr. Manan Pavankumar Trivedi (DIN: 09459126) are as under:

Information required under Section II, Part II of Schedule V of the Companies Act, 2013:

iii. Other Information:

ITEM NO.4 : TO REGULARISE/APPOINT MR. ALAKH VASANTBHAI MANGROLIYA (DIN: 11257598) AS A WHOLETIME DIRECTOR OF THE COMPANY:

Broad particulars of the terms of appointment of and remuneration payable to Mr. Alakh Vasantbhai Mangroliya (DIN: 11257598) are as under:

iii. Other Information:

ITEM NO. 5 : TO REGULARISE/APPOINT MRS. RIDDHI ANKIT VIRPARIYA (DIN: 11507894) AS AN WOMEN NON -EXECUTIVE INDEPENDENT DIRECTOR OF THE COMPANY:

Details of Mrs. Riddhi Ankit Virpariya as required under Regulation 36(3) of the SEBI LODR Regulations and Secretarial Standard–2 are provided below:

ITEM NO. 6: TO REGULARISE/APPOINT MR. CHANDRESH CHHAGANBHAI KYADA (DIN ; 11558351) AS NON EXECUTIVE INDEPENDENT DIRECTOR OF THE COMPANY:

Details of Mr. Chandresh Chhaganbhai Kyada as required under Regulation 36(3) of the SEBI LODR Regulations and Secretarial Standard–2 are provided below:

ITEM NO. 7 : ALTERATION OF MAIN OBJECT CLAUSE OF MEMORANDUM OF ASSOCIATION OF THE COMPANY :

ITEM NO. 8: CHANGE OF NAME OF THE COMPANY FROM "YASH TRADING AND FINANCE LIMITED" to "LEXORA GLOBAL LIMITED":

Certificate from a Practicing Chartered Accountant stating compliance with conditions provided in sub-regulation (1) of regulation 45 of SEBI (Listing Obligations and Disclosure Requirement), Regulations, 2015 is attached herewith as Annexure I.

ITEM NO. 9 : SHIFTING OF REGISTERED OFFICE FROM STATE OF MAHARASHTRA TO STATE OF GUJARAT:

By or on behalf of Yash Trading and Finance Limited

ALTERATION OF MAIN OBJECT CLAUSE OF MEMORANDUM OF ASSOCIATION OF THE COMPANY

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Yash Trading & Finance Ltd. Proxy Solicitation & Information Statement 2026