Key Resolutions for Shareholder Approval

The postal ballot contains three special resolutions for shareholder approval:

Resolution No. 1: Appointment of Mrs. Neelu Jain as an Independent Director

  • Proposal: To appoint Mrs. Neelu Jain (DIN: 00227058) as a Non-Executive, Independent Director.
  • Term: A term of five consecutive years, from May 22, 2026, to May 21, 2031.
  • Background: She was originally appointed as a Non-Executive Director on August 12, 2014. The Nomination and Remuneration Committee recommended her appointment as an Independent Director on May 22, 2026.
  • Declaration: She has submitted a declaration confirming she meets the independence criteria under the Companies Act, 2013, and SEBI Listing Regulations.
  • Remuneration: She will not receive any remuneration except sitting fees for board meetings.

Resolution No. 2: Appointment of Mr. Rajeev Kumar as a Director

  • Proposal: To appoint Mr. Rajeev Kumar (DIN: 00270046) as a Director of the Company.
  • Background: He was appointed as an Additional Director by the Board under Section 161(1) of the Companies Act, 2013, with effect from May 23, 2026.
  • Retirement: The appointment is liable to retire by rotation.

Resolution No. 3: Appointment of Mr. Rajeev Kumar as Whole-Time Director (Finance & CFO)

  • Proposal: To appoint Mr. Rajeev Kumar as Whole-Time Director (Designation: Director – Finance & Chief Financial Officer), a Key Managerial Person (KMP).
  • Term: A period of five years, from May 23, 2026, to May 22, 2031. This appointment is also liable to retire by rotation.
  • Remuneration Terms:
  • Salary: A gross salary of ₹1,36,160 per month, inclusive of House Rent Allowance, Special Allowance, Conveyance Allowance, and Medical Allowance.
  • Increments: The Board, on the recommendation of the Nomination and Remuneration Committee, is authorized to give one or more annual increments subject to a maximum of 50% over the present salary.
  • Other Benefits: Entitlement to the Company's ESOP Scheme, Contribution to Gratuity Fund, Medical Insurance, and Group Term Life Insurance Premium.
  • Minimum Remuneration: In case of no profits or inadequate profits, the company will pay the specified remuneration for a period of 3 years, subject to approvals under Schedule V of the Act.

E-Voting Process and Schedule

  • Cut-off Date: Friday, May 29, 2026. Only members registered as of this date are eligible to vote.
  • E-Voting Period: Commences on Monday, June 8, 2026, at 9:00 AM IST and ends on Tuesday, July 7, 2026, at 5:00 PM IST.
  • Service Provider: The company has engaged Central Depository Services (India) Limited (CDSL) to provide the e-voting facility.
  • Scrutinizer: M/s Ashu Gupta & Co., Practising Company Secretaries, have been appointed to scrutinize the voting process.
  • Result Declaration: The results will be announced within two working days after the e-voting period concludes and will be displayed on the company's website (www.almondzglobal.com) and CDSL's website (www.cdslindia.com).
  • Effective Date: The resolutions, if approved, shall be deemed to have been passed on the last date of e-voting, i.e., Tuesday, July 7, 2026.

Company Financial Performance (Audited as of March 31)

The document provides the following audited financial data:

| Particulars (Rs. In Lacs) | 2025-26 | 2024-25 | 2023-24 |

| Total Revenue | 6,389.37| 3,659.14| 3,726.63|

| EBITDA | 729.08 | 513.01 | 2,327.86|

| PBT | 209.29 | 297.49 | 2,166.87|

| PAT | 93.31 | 222.45 | 2,111.26|

| Paid-up Equity Capital | 1,736.47| 1,722.85| 1,608.60|

| Net Worth | 17,045.74| 16,760.43| 16,150.65|

| EPS (Rs.) | 0.05 | 0.11 | 7.91 |

Director Details and Shareholding

  • Mrs. Neelu Jain: Holds 0 equity shares in the company. Holds directorships in Rama Vision Limited, Avonmore Capital & Management Services Limited, and Hitech Machines Private Ltd.
  • Mr. Rajeev Kumar: Holds 105 equity shares in the company. Holds no other directorships.