DigiSpice Technologies Limited held its 38th Annual General Meeting (AGM) on September 22, 2026, through Video Conferencing. Shareholders adopted the audited standalone and consolidated financial statements for the fiscal year ended March 31, 2026.

The meeting was conducted in compliance with the Companies Act, 2013, and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. Mr. Dilip Modi, Chairman of the Company, presided over the session. Directors Mr. Mrutyunjay Mahapatra, Mr. Ram Nirankar Rastogi, and Mr. Pankaj Vaish attended the meeting. Mr. Sanjeev Kumar, Chief Financial Officer, was also present.

Key resolutions passed

Members approved several ordinary and special resolutions during the proceedings. The agenda included the re-appointment of directors and the approval of specific payments.

Meeting details and attendance

Mr. Pankaj Arora, Whole-time Director and Company Secretary, welcomed the attendees. He informed members that the statutory auditors' reports on both standalone and consolidated financial statements contained no qualifications or adverse observations. Similarly, the secretarial auditors' report was free from any adverse remarks.

Representatives from Spice Money Limited, a material subsidiary, including Mr. Sunil Kumar Kapoor, Whole-time Director, and Mr. Amit Gupta, Chief Financial Officer, were present. Directors Mr. Ramesh Venkataraman and Ms. Veenaa Vikas Mankar could not attend due to personal exigencies.

Voting process

The Company provided electronic voting facilities through National Securities Depository Limited for remote e-voting. Voting was also open during the meeting for those who had not yet voted. Mr. Kapil Dev Taneja, Company Secretary in whole-time practice, served as the scrutinizer to ensure a fair and transparent voting process. The results of the voting were scheduled to be announced within two working days following the conclusion of the meeting.

DigiSpice Technologies has scheduled its 38th Annual General Meeting for September 22, 2026 at 11:00 AM through Video Conferencing, where shareholders will consider adoption of audited financial statements for FY26 and key board-level appointments.

AGM Agenda at a Glance

The meeting will transact both ordinary and special business. Under ordinary business, shareholders will consider adopting the audited standalone and consolidated financial statements for the financial year ended March 31, 2026, along with the Board of Directors' and Auditors' reports. Additionally, Mr. Dilip Kumar Modi (DIN: 00029062), Non-Executive Director, retires by rotation and, being eligible, offers himself for re-appointment.

Under special business, two resolutions require shareholder approval:

• Appointment of Mr. Pankaj Arora as Whole-time Director (Ordinary Resolution) for a period of one year with effect from August 1, 2026
• One-time ex-gratia payment to Mr. Rohit Ahuja (Special Resolution) of INR 63.25 Lakhs towards services during his tenure as Executive Director

Pankaj Arora's Appointment and Remuneration

Mr. Pankaj Arora (DIN: 11847526) was appointed as an Additional Director in the category of Executive Director effective August 1, 2026, following a recommendation by the Nomination and Remuneration Committee and Board approval on July 31, 2026. He is also designated as Company Secretary. His proposed remuneration structure is as follows:

Mr. Arora is a member of the Institute of Company Secretaries of India with around 16 years of experience in corporate governance, regulatory compliance, and secretarial functions across industries including Travel, Hospitality, Engineering, Procurement & Construction, and Logistics.

Ex-Gratia for Rohit Ahuja

The Nomination and Remuneration Committee approved a one-time ex-gratia payment of INR 63.25 Lakhs to Mr. Rohit Ahuja (DIN: 00065417), who served as Executive Director for two consecutive terms of three years each from May 5, 2020 to May 4, 2026. During FY26, Mr. Ahuja received Rs. 2.77 Crores as remuneration. He held 7 lakhs ESOPs of the Company at the time of his departure.

FY26 Financial Performance

The standalone financial performance for FY26, as disclosed in the AGM notice, reflects the following:

At the consolidated level, the company achieved total income from continuing operations of Rs. 48,926.15 Lakhs during FY26 as against Rs. 47,326.67 Lakhs in FY25. Profit after tax at the consolidated level (from continuing and discontinued operations) for FY26 was Rs. 1,926.20 Lakhs as against a loss after tax of Rs. (3,888.50) Lakhs in FY25.

E-Voting and Key Dates

Shareholders may cast votes through remote e-voting facilitated by NSDL. Key dates are:

Members may register as speakers by September 15, 2026 by writing to investors@digispice.com . The AGM will be conducted via VC/OAVM; no physical attendance is required.

Scheme of Amalgamation Update

The company has filed a second motion application before the National Company Law Tribunal, Principal Bench, New Delhi on July 24, 2026, in connection with the proposed Scheme of Amalgamation involving Spice Money Limited, E-Arth Travel Solutions Private Limited, and Vikasni Fintech Private Limited merging into DigiSpice Technologies. Shareholders approved the scheme at a meeting held on July 13, 2026. The scheme is pending NCLT approval.

Dividend and IEPF Notice

The Board has not recommended any dividend for FY26. Shareholders who have not claimed their final dividend for FY 2018-19 are advised to submit claims on or before October 15, 2026, failing which the underlying equity shares will be mandatorily transferred to the Investor Education and Protection Fund Authority.