AGM Details

The 33rd Annual General Meeting of ABM Knowledgeware Limited will be held on Thursday, 30th July 2026 at 11:00 AM IST through Video Conferencing (VC) / Other Audio-Visual Means (OAVM).

The deemed venue for the AGM is the Registered Office of the Company at ABM House, Plot No. 268, Linking Road, Bandra (West), Mumbai - 400 050.

This mode of meeting is pursuant to MCA General Circular No.03/2025 dated September 22, 2025.

Book Closure

The Register of Members and Share Transfer Books will remain closed from Friday, 24th July 2026 to Thursday, 30th July 2026 (both days inclusive) for determining entitlement to the final dividend and for the AGM.

Business to be Transacted

Ordinary Business

1. To receive, consider, and adopt the audited financial statements (including consolidated) for the financial year ended 31st March 2026 and the Reports of the Board of Directors and Auditors.

2. To declare a Final Dividend of ₹1.25 per equity share (face value ₹5 each) for the financial year ended 31st March 2026.

3. To appoint a director in place of Mr. Sharadchandra D. Abhyankar (DIN: 00108866), who retires by rotation and is eligible for re-appointment.

Special Business

4. Approval for payment of commission to Non-Executive Directors via a Special Resolution.

The resolution seeks approval for payment of commission/remuneration to Non-Executive Directors for five consecutive years commencing from 1st April 2026.

The aggregate remuneration may exceed 1% of the net profits computed under Section 198 of the Companies Act, 2013.

In case of absence or inadequacy of profits, remuneration will be paid as per provisions of the Act, Schedule V, and other applicable laws.

The Board is authorized to determine the amount and manner of payment.

Dividend Details

A final dividend of ₹1.25 per share (25%) was recommended by the Board of Directors in their meeting held on 29th May 2026.

The dividend, if approved at the AGM, will be paid on or before Saturday, 29th August 2026.

Payment will be made electronically to members who have updated their bank details. For others, dividend warrants/drafts/cheques will be sent by post.

The Record Date for determining entitlement to the final dividend is Thursday, 23rd July 2026.

Tax Deduction at Source (TDS) on Dividend

Dividend income is taxable in the hands of members, and the Company is required to deduct TDS.

For Resident Members: TDS will be deducted at 10% if PAN is registered/updated. If PAN is not provided, TDS will be 20%. No TDS if total dividend during the financial year does not exceed ₹10,000 for an individual.

Members with inoperative PAN (due to non-linking with Aadhaar) will be subject to 20% TDS.

Declaration in Form 121 can be provided by individuals above 60 years to avoid TDS, subject to conditions.

For Non-Resident Members: TDS will be deducted at 20% (plus surcharge and cess). Lower rates under DTAA can be availed by submitting Form 41, Tax Residency Certificate (TRC), PAN, and a self-declaration by 15th July 2026.

Members must submit required documents to the RTA at investor.helpdesk@in.mpms.mufg.com or cs@abmindia.com by Wednesday, 15th July 2026.

The Company is not obligated to apply DTAA benefits and will rely on documents submitted.

E-Voting and AGM Participation

Remote e-voting will be conducted by NSDL. The voting period commences at 9:00 AM on Monday, 27th July 2026 and ends at 5:00 PM on Wednesday, 29th July 2026.

Members can vote electronically using their demat account login credentials for NSDL or CDSL, or via folio number for physical shareholders.

Members can join the AGM through VC/OAVM 15 minutes before and after the scheduled time. The facility is available for 1000 members on a first-come, first-served basis, excluding large shareholders, promoters, institutional investors, directors, KMPs, committee chairpersons, and auditors.

Members who wish to speak must register by 5:00 PM on Monday, 27th July 2026 by sending a request to cs@abmindia.com.

Mr. Upendra Shukla, Practising Company Secretary (Membership No. FCS 2727), has been appointed as the Scrutinizer.

Director Re-appointment Details

Mr. Sharadchandra Abhyankar (DIN: 00108866), aged 60, is retiring by rotation and seeking re-appointment.

He was first appointed on 17th August 2024.

Qualifications: LL.M (Commercial Laws) and LL.B. from Bombay University.

Experience: Over 30 years in corporate law, M&A, securities laws, and governance.

He holds no shares in the company and attended 5 out of 5 board meetings in FY 2025-26.

He is a Non-Executive Director and draws no remuneration.

He holds directorships in Atul Limited (listed), InstaSafe Technologies Private Limited, Centaur Pharmaceuticals Private Limited, and Whiteoak Capital Trustee Limited.

He resigned from Ashoka Buildcon Limited, Dreamfolks Services Limited, and Ashoka Mudhol Nipani Roads Limited in the past three years.

Explanatory Statement for Special Business

The explanatory statement justifies the payment of commission to Non-Executive Directors for their guidance, strategic direction, and governance oversight.

The approval provides flexibility to the Board to determine remuneration based on roles, responsibilities, and contribution.

The remuneration is in addition to sitting fees and other permissible payments.

All Non-Executive Directors and their relatives are interested in the resolution. Executive Directors, KMPs, and their relatives are not interested except to the extent of their shareholding.

Other Information

The notice and annual report are available on the company's website (www.abmindia.com), BSE website (www.bseindia.com), and NSDL website (www.evoting.nsdl.com).

Members holding physical shares are urged to convert to demat mode as per SEBI mandates. A special window for transfer requests executed before April 1, 2019, is available until February 4, 2027.

Unclaimed dividends for seven consecutive years will be transferred to the IEPF Authority.