Power Mech Projects 27th AGM Notice and Resolutions

Meeting Type: 27th Annual General Meeting (AGM)
Date: Thursday, September 17, 2026
Time: 09:30 a.m. (IST)
Location: Conducted through Video Conferencing (VC) / Other Audio Visual Means (OAVM)
Deemed Venue: Registered Office of the Company at Plot No.77, Jubilee Enclave, Opp: Hitex, Madhapur, Hyderabad, Telangana, India, 500081

Item No.1: Adoption of financial statements

Resolution to receive, consider, approve and adopt the audited standalone and consolidated financial statements for the financial year ended March 31, 2026
Includes reports of the Board and Auditors
To be passed as an Ordinary Resolution

Item No.2: Declaration of dividend on the equity shares

Resolution to declare dividend at the rate of 15% i.e. ₹1.50 (One rupee and fifty paise only) per equity share of ₹10/- each
For the financial year ended March 31, 2026
To be passed as an Ordinary Resolution

Item No.3: Re-appointment of a director

Resolution to re-appoint Mr. M. Rajiv Kumar (DIN:07336483) who retires by rotation
To be passed as an Ordinary Resolution

Item No.4: Appointment of Mrs. Vasundhara Sinha as independent director

Resolution to appoint Mrs. Vasundhara Sinha (DIN: 11566123) as Independent Director
She was co-opted as an additional director (Non-executive and Independent) on June 20, 2026
Term of 2 consecutive years commencing from June 20, 2026
Not liable to retire by rotation
To be passed as a Special Resolution

Item No.5: Approval for Employee Stock Option Plan for company employees

Resolution to approve "Power Mech Projects Limited - Employee Stock Option Plan - 2026" (PMPL ESOP - 2026)
Grant of up to 10,00,000 employee stock options exercisable into equivalent equity shares
Options granted to employees of the Company working in India or outside India
To be passed as a Special Resolution

Item No.6: Approval for Employee Stock Option Plan for subsidiary employees

Resolution to approve grant of up to 2,00,000 employee stock options out of the total 10,00,000 options
Options granted to employees of any Subsidiary of the Company
Exercisable into equivalent equity shares
To be passed as a Special Resolution

Item No.7: Ratification of remuneration payable to Cost Auditors

Resolution to ratify remuneration of ₹1,25,000/- plus out of pocket expenses and applicable taxes
Payable to M/s. M P R & Associates, Cost Accountants (Firm Reg No: 000413) Hyderabad
For conducting audit of cost records for financial year 2026-27
To be passed as an Ordinary Resolution

Item No.8: Payment of remuneration to Mr. M. Rajiv Kumar

Resolution to pay ₹3,80,000/- per month (excluding GST) plus reimbursement of out of pocket expenses
To Mr. M. Rajiv Kumar (DIN: 07336483), Non-Executive Director
For FY 2026-27 by way of consultancy fees
To be passed as a Special Resolution

Item No.9: Commission payable to Independent Directors

Resolution to approve payment of commission to all existing and future Independent Directors
Up to maximum of ₹10 Lakhs per Independent Director per financial year
For a period of five years commencing from Financial Year 2025-26
Total remuneration to all Non-Executive Directors not to exceed 1% of net profits
To be passed as an Ordinary Resolution

Remote e-voting period: Sunday, September 13, 2026 at 9:00 a.m. (IST) to Wednesday, September 16, 2026 at 05:00 p.m. (IST)
Voting service provider: National Securities Depository Limited (NSDL)
Cut-off date for voting rights: September 10, 2026
Voting methods:
Remote e-voting through NSDL system
e-voting during the AGM through VC/OAVM facility
Physical polling not available due to virtual meeting format
Scrutinizer: Mr. D. S. Rao, Practicing Company Secretary appointed to scrutinize the remote e-voting process and voting during the AGM

Record Date: September 10, 2026
Dividend Rate: 15% i.e. ₹1.50 per equity share of ₹10/- each
Payment Timeline: Dividend will be credited/dispatched within one month from the date of the meeting
Taxation: Dividend income taxable in hands of members with TDS applicable as per Income Tax Act, 1961
KYC Compliance: Mandatory for dividend payments as per SEBI circular dated November 03, 2021

The notice confirms compliance with:

Companies Act, 2013 and rules made thereunder
SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015
SEBI Circular No. SEBI/HO/CFD/CFD-PoD-2/P/CIR/2024/133 dated October 3, 2024
MCA general circulars regarding virtual meetings
Securities and Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regulations, 2021
Foreign Exchange Management Act, 1999

Register closure period: September 12, 2026 to September 17, 2026 (both days inclusive)
Annual Report Availability: Available on company website and stock exchange websites
IEPF Transfer: Unclaimed equity dividend for year ended March 31, 2019 will be transferred to IEPF in November 2026
Online Dispute Resolution: Company is compliant with SEBI circular regarding ODR
Director Details: Comprehensive information provided for directors seeking appointment/re-appointment as required under Regulation 36(3) of SEBI LODR

Members can join the AGM 15 minutes before and after scheduled commencement time
Facility available for 2,000 members on first come first served basis (excluding large shareholders, promoters, institutional investors, directors, KMPs, etc.)
Members can submit questions in advance by September 14, 2026
Registered speakers will be allowed to express views/ask questions during e-AGM