Five Star Business Finance Limited has formally announced a board meeting scheduled for March 17, 2026, to consider and approve limits for non-convertible debentures (NCD) issuance through private placement. The announcement was made in compliance with Regulation 29 and 50 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Board Meeting Details

The company has informed both NSE and BSE about the upcoming board meeting through an official communication dated March 12, 2026. The meeting will address the establishment of limits for NCD issuance in one or more tranches and series from time to time, among other agenda items.

Regulatory Compliance Framework

The announcement follows strict adherence to SEBI's listing obligations and disclosure requirements. Company Secretary and Compliance Officer Vigneshkumar SM signed the official communication, ensuring proper regulatory compliance. The notification was simultaneously sent to both major stock exchanges where the company's shares are listed.

Strategic Financing Initiative

The planned NCD issuance through private placement represents a structured approach to debt fundraising. By establishing formal limits through board approval, Five Star Business Finance Limited positions itself to efficiently access capital markets when required. The private placement route offers flexibility in terms of investor selection and issuance timing, allowing the company to optimize its capital structure based on market conditions and business requirements.

Five-Star Business Finance Limited has issued a postal ballot notice to shareholders for the appointment and re-appointment of Independent Directors. The company has engaged National Securities Depository Limited (NSDL) to facilitate the remote e-voting process for these special resolutions.

Director Appointments Under Consideration

The postal ballot covers two significant board appointments that require shareholder approval through special resolutions.

E-Voting Timeline and Process

The company has established a comprehensive timeline for the postal ballot process, with all voting conducted through remote e-voting only.

Shareholders whose names appear on the Register of Members as of the cut-off date and have registered email addresses will be eligible to participate in the voting process.

Ms. Rajeshwari Shankar - Proposed Independent Director

Ms. Rajeshwari Shankar brings extensive experience to the board as a Chartered Accountant with over three decades of expertise in statutory audits, internal audits, and corporate governance. She has served as signing partner for central statutory audits of major public sector banks, public sector undertakings, and listed corporates.

Her professional background includes:

• Leading audit engagements for corporates and the Reserve Bank of India (Southern Region)
• Executing SEBI-directed inspection assignments
• Engaging with regulators, audit committees, and senior management on financial reporting
• Expertise in Risk Management and Board Oversight

Currently, she serves as one of the Senior Partners of PKF Sridhar & Santhanam LLP, a leading chartered accountancy firm based in Chennai.

Mr. Srinivasaraghavan Thiruvallur Thattai - Re-appointment

Mr. Srinivasaraghavan Thiruvallur Thattai, currently serving his first term as Independent Director since August 25, 2021, is proposed for re-appointment for a second five-year term. He holds a B.Com degree and an MBA from Gannon University, Pennsylvania.

His extensive experience includes:

• Over 40 years in the financial services sector
• 18 years as Managing Director of Sundaram Finance Limited
• Current board positions with Sundaram Finance Limited and Sundaram Home Finance Limited
• Chairperson of Risk Management Committee and Customer Service Committee at Five-Star Business Finance

Remuneration Details

For the financial year 2024-25, Mr. Thattai received:

• Sitting fees of INR 7.60 lakhs
• Profit-related commission of INR 12.00 lakhs
• Additional sitting fees of INR 8.15 lakhs for FY 2025-26 (till the notice date)

Regulatory Compliance and Governance

Both appointments comply with the provisions of the Companies Act, 2013, SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, and Reserve Bank of India (Non-Banking Financial Companies - Governance) Directions, 2025.

The Board of Directors has appointed Mr. S Sandeep (FCS No. 5853, COP No. 5987), Managing Partner of S. Sandeep & Associates, as the Scrutinizer to ensure fair and transparent conduct of the postal ballot process.

Shareholders can access the complete postal ballot notice on the company's website at www.fivestargroup.in and on NSDL's e-voting platform at www.evoting.nsdl.com . The notice has been dispatched electronically to all eligible shareholders as per regulatory requirements.