5329002026-08-275329002026-08-272026-08-27ResolutionOrAgendaDomain15329002026-08-27ResolutionOrAgendaDomain15329002026-08-272026-08-27ResolutionOrAgendaDomain25329002026-08-27ResolutionOrAgendaDomain25329002026-08-272026-08-27ResolutionOrAgendaDomain35329002026-08-27ResolutionOrAgendaDomain35329002026-08-272026-08-27ResolutionOrAgendaDomain45329002026-08-27ResolutionOrAgendaDomain45329002026-08-272026-08-27ResolutionOrAgendaDomain55329002026-08-27ResolutionOrAgendaDomain55329002026-08-272026-08-27ResolutionOrAgendaDomain65329002026-08-27ResolutionOrAgendaDomain65329002026-08-272026-08-27ResolutionOrAgendaDomain75329002026-08-27ResolutionOrAgendaDomain7xbrli:purePaisalo Digital LimitedPAISALONew2026-08-2705:00:002026-08-27Annual General MeetingVideo Conference (VC) or Other Audio-Visual Means (OAVM)34Monday2026-09-2115:00:00 VC/OAVM7Ordinary ResolutionAdoption of Financial StatementsRESOLVED THAT the Audited Standalone Financial Statements and the Audited Consolidated Financial Statements of the Company for the financial year ended March 31, 2026, together with the Reports of the Board of Directors and the Auditors thereon, as circulated to the Members, be and are hereby considered and adopted.Ordinary ResolutionAppointment/Re-appointment/Removal/Ratification/Retirement/RemunerationRetirement by rotationRESOLVED THAT pursuant to the provisions of Section 152 and other applicable provisions, if any, of the Companies Act, 2013, and the rules made thereunder, Mr. Santanu Agarwal (DIN: 07069797), who retires by rotation at this Annual General Meeting and, being eligible, offers himself for re-appointment, be and is hereby re-appointed as a Director of the Company, liable to retire by rotation.Executive DirectorMr. Santanu Agarwal070697972026-09-212032-05-05Ordinary ResolutionOthersOthersDeclaration of Final Dividend for the Financial Year Ended March 31, 2026RESOLVED THAT a dividend at the rate of 10% i.e. ₹0.10 (Ten Paisa only) per equity share of ₹1/- (Rupee One) each of the Company as recommended by the Board of Directors, be and is hereby declared for the financial year ended March 31, 2026 and that the same be paid out of the profits of the Company for the said financial year to those Members whose names appear in the Register of Members or in the records of the Depositories, as the case may be, on the Record Date determined for the purpose.Ordinary ResolutionAppointment/Re-appointment/Removal/Ratification/Retirement/RemunerationRe-appointmentRESOLVED THAT pursuant to the provisions of Section 196, 197, 203 and any other applicable provisions of the Companies Act, 2013 (‘the Act’) and the rules framed thereunder [including any statutory modification(s) or re-enactment thereof for the time being in force], read with Schedule V of the Act and relevant provisions of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 and Reserve Bank of India (Non-Banking Financial Companies- Governance) Directions, 2025, as amended from time to time, and the Articles of Association of the Company, the consent of the Members of the Company be and is hereby accorded for the re-appointment of Mr. Santanu Agarwal (DIN: 07069797) as Whole Time Executive Director designated as Deputy Managing Director for a period of five years commencing from May 6, 2027 till May 5, 2032 on the remuneration and other terms and conditions, as recommended by the Nomination and Remuneration Committee and approved by the Board of Directors (‘Board’) and as set out in the Statement annexed to this Notice, including the remuneration to be paid in the event of loss or inadequacy of profits in any financial year during his said tenure within the overall limits of section 197 of the Act with liberty to the Board (which includes a duly constituted Committee of the Board) to alter and vary the terms and conditions of the said re-appointment as it may deem fit and in such manner as may be agreed between the Board and Mr. Santanu Agarwal. RESOLVED FURTHER THAT the Board of Directors of the Company and/or any Committee thereof be and is hereby authorized to do all such acts, deeds, matters and things, and to execute all such documents, instruments and writings as may be considered necessary, expedient or desirable for the purpose of giving effect to this Resolution and to settle any questions, difficulties or doubts that may arise in this regard.Executive DirectorMr. Santanu Agarwal070697972027-05-062032-05-052Special ResolutionOthersOthersApproval for Enhancement of Borrowing Powers of the Board of Directors under Section 180(1)(c) of the Companies Act, 2013RESOLVED THAT pursuant to the provisions of Section 180(1)(c) and other applicable provisions, if any, of the Companies Act, 2013 ("Act") read with the rules made thereunder (including any statutory modification(s) or re-enactment thereof for the time being in force), and in accordance with the Articles of Association of the Company, the consent of the Members of the Company be and is hereby accorded to the Board of Directors of the Company (hereinafter referred to as the "Board", which term shall be deemed to include any Committee(s) of the Board duly constituted or to be constituted for exercising the powers conferred by this Resolution) to borrow or raise, from time to time, any sum or sums of money (including by way of fund-based and non-fund-based facilities and/or issuance of debt securities or any other permissible instruments), as may be required for the purposes of the business of the Company, notwithstanding that the monies so borrowed, together with the monies already borrowed by the Company (excluding temporary loans obtained from the Company's bankers in the ordinary course of business), may at any time exceed the aggregate of the paid-up share capital, free reserves and securities premium of the Company, provided that the total amount of such borrowings outstanding at any point of time shall not exceed ₹9,000 Crores (Rupees Nine Thousand Crores only). RESOLVED FURTHER THAT the Board be and is hereby authorised to determine and finalise the terms and conditions of all such borrowings, including the rate of interest, tenure, repayment, security, and all other related matters, as it may, in its absolute discretion, deem fit and expedient. RESOLVED FURTHER THAT the Board be and is hereby authorized to do all such acts, deeds, matters and things, and to execute all such deeds, documents, agreements, instruments and writings, as may be necessary, expedient or desirable for giving effect to this Resolution, including settling any questions, difficulties or doubts that may arise in relation thereto, without requiring any further approval or consent of the Members of the Company.Special ResolutionOthersOthersAuthorization to the Board of Directors under Section 180(1)(a) of the Companies Act, 2013 to Create Charges on the Movable and Immovable Properties of the CompanyRESOLVED THAT pursuant to the provisions of Section 180(1)(a) and other applicable provisions, if any, of the Companies Act, 2013 ("Act") read with the rules made thereunder (including any statutory modification(s) or re-enactment thereof for the time being in force), and in accordance with the Articles of Association of the Company, the consent of the Members of the Company be and is hereby accorded to the Board of Directors of the Company (hereinafter referred to as the "Board", which term shall be deemed to include any Committee(s) of the Board duly constituted or to be constituted for exercising the powers conferred by this Resolution) to create, renew, modify, supplement or extend mortgages, charges, hypothecations, pledges and/or floating charges, in addition to the existing mortgages, charges and hypothecations created by the Company, on all or any of the movable and/or immovable properties and assets of the Company, both present and future, and/or the whole or substantially the whole of any undertaking(s) of the Company, in such form and manner and with such ranking and on such terms and conditions as the Board may deem fit, for securing any fund-based or non-fund-based facilities, loans or borrowings in Indian Rupees or foreign currency, debt securities (whether convertible or non-convertible), rupee or foreign currency convertible bonds, debentures, advances and/or other financial assistance or obligations (collectively referred to as the "Loans"), together with interest thereon, additional interest, liquidated damages, commitment charges, premia on prepayment, costs, charges, expenses and all other monies payable by the Company in respect thereof, provided that the aggregate amount secured by such mortgages, charges and hypothecations shall not, at any time, exceed ₹9,000 Crores (Rupees Nine Thousand Crores only). RESOLVED FURTHER THAT the Board be and is hereby authorized to finalize the terms and conditions of the security documents and to do all such acts, deeds, matters and things, and to execute all such deeds, documents, agreements, instruments and writings as may be necessary, expedient or desirable for the purpose of giving effect to this Resolution, including settling any questions, difficulties or doubts that may arise in relation thereto, without requiring any further approval or consent of the Members of the Company.Special ResolutionOthersOthersApproval for Issuance of Non-Convertible Securities/Debentures on a Private Placement BasisRESOLVED THAT pursuant to the provisions of Sections 42, 71 and other applicable provisions, if any, of the Companies Act, 2013 ("Act") read with the rules made thereunder (including any statutory modification(s), clarification(s), exemption(s) or re-enactment thereof for the time being in force), the Securities and Exchange Board of India (Issue and Listing of Non-Convertible Securities) Regulations, 2021, the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Reserve Bank of India (Non-Banking Financial Companies – Registration, Exemption and Framework for Scale Based Regulation) Directions, 2025, as amended from time to time, and all other applicable laws, rules, regulations, circulars, notifications and guidelines issued by the concerned statutory and regulatory authorities, the Memorandum and Articles of Association of the Company, and subject to such approvals, permissions, consents and sanctions as may be necessary, the consent of the Members of the Company be and is hereby accorded to the Board of Directors of the Company (hereinafter referred to as the "Board", which term shall be deemed to include any Committee(s) of the Board duly constituted or to be constituted for exercising the powers conferred by this Resolution) to create, offer, invite subscriptions for, issue and allot, from time to time, in one or more tranches, secured or unsecured, redeemable Non-Convertible Securities ("NCSs"), including but not limited to non-convertible debentures, bonds and other debt securities, whether subordinated or senior, perpetual or non-perpetual, cumulative or non-cumulative, on a private placement basis on such terms and conditions as the Board may determine, to such person(s) including, but not limited to, companies, body corporates, statutory corporations, commercial banks, financial institutions, insurance companies, mutual funds, pension funds, provident funds, family offices, alternative investment funds, trusts, individuals and such other investors as may be permitted under applicable law, during the period of one year from the date of passing of this Special Resolution or such other period as may be permissible under the applicable laws, within the overall borrowing limits of the Company as approved by the Members from time to time pursuant to Section 180(1)(c) of the Act. RESOLVED FURTHER THAT the Board be and is hereby authorized to determine and finalize all the terms and conditions of the issue(s), including, without limitation, the size of each issue, issue price, timing, tenor, coupon/interest rate, redemption, security, listing, utilization of proceeds, appointment of debenture trustee(s), credit rating agency(ies), registrar and transfer agent(s), legal counsel, arranger(s), advisor(s) and other intermediaries, and to execute all deeds, documents, agreements, disclosures and writings, and to do all such acts, deeds, matters and things as may be necessary, expedient or desirable for giving effect to this Resolution, including settling any questions, difficulties or doubts that may arise in connection with the issuance of the aforesaid Non-Convertible Securities.