Prime Capital Market Limited has issued a postal ballot notice dated December 27, 2025, seeking shareholder approval for the appointment of Mr. Umang Bagaria as an Independent Director. The company is conducting this approval process exclusively through electronic voting, in compliance with regulatory requirements and MCA circulars.

E-Voting Schedule and Process

The electronic voting process has been structured with specific timelines and procedures to ensure shareholder participation:

The company has engaged National Securities Depository Limited (NSDL) to provide the e-voting facility to all members. Only shareholders whose names are recorded in the Register of Members or Register of Beneficial Owners as on the cut-off date will be entitled to vote electronically.

Appointment Details

The postal ballot seeks approval for the appointment of Mr. Umang Bagaria (DIN: 10745203) as an Independent Director for a five-year term. The Board of Directors appointed him as an Additional Director (Independent) with effect from December 27, 2025, under Section 161(1) of the Companies Act, 2013.

Mr. Bagaria has submitted a declaration confirming he meets the independence criteria under Section 149(7) of the Companies Act, 2013, and Regulation 25(8) of the SEBI Listing Regulations. He currently serves as a director of Purbanchal Steel Limited and holds no shares in Prime Capital Market Limited.

Scrutinizer and Governance

The Board of Directors has appointed Mr. Sanjay Kumar Vyas, Practicing Company Secretary (Membership No. ACS-55689 & C.P. No. 21598), as the Scrutinizer to conduct the e-voting process in a fair and transparent manner. The Scrutinizer will submit his report to the Chairman within 48 hours of the e-voting conclusion.

The postal ballot notice is being sent electronically only to shareholders who have registered their email addresses with the Registrar and Transfer Agent or their respective Depository Participants as on the cut-off date of January 2, 2026. Shareholders whose email addresses are not registered can access the notice on the company's website and NSDL's e-voting portal.

Resolution and Compliance

The resolution for Mr. Bagaria's appointment as Independent Director is proposed as a Special Resolution under the Companies Act, 2013. The appointment aligns with the company's governance framework and regulatory compliance requirements under SEBI Listing Regulations.

The results of the postal ballot will be displayed on the company's website, NSDL's e-voting portal, and communicated to BSE Limited where the company's shares are listed. All relevant documents for inspection will be available at the company's registered office during the e-voting period between 10:00 AM to 1:00 PM on working days.

Prime Capital Market Limited has announced key changes to its board composition following a board meeting held on December 27, 2025. The company has accepted the resignation of an Independent Director and simultaneously appointed a new Independent Director to fill the position.

Director Resignation

The board accepted the resignation of Mr. Gwal Das Vyas (DIN: 01319377) from his position as Independent Director, effective December 5, 2025. The resignation occurred due to the expiry of his second term of five years as an Independent Director.

Mr. Vyas also serves as an Independent Director at Scan Infrastructure Limited, where he holds membership in the Audit Committee and Stakeholders' Relationship Committee.

New Director Appointment

The board appointed Mr. Umang Bagaria (DIN: 10745203) as an additional Director, designated as Independent Director, effective December 5, 2025. The appointment was made on the recommendation of the Nomination & Remuneration Committee and remains subject to approval by members through EOGM or postal ballot rules.

Professional Background and Experience

Mr. Bagaria brings professional experience of approximately 10 years in the field of Accounting and Taxation matters. He holds a Bachelor of Commerce degree and currently serves as a director at Purbanchal Steel Limited. The new Independent Director has no existing relationship with the company or other directors and holds no shareholding in Prime Capital Market Limited.

Key aspects of his appointment include:

• Tenure: Five-year term not eligible for retirement by rotation
• Committee Memberships: None currently across public companies
• Recent Resignations: No resignations from other companies in the last three years
• Meeting Attendance: Not applicable as this is a new appointment

Regulatory Compliance

The board changes comply with Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The company has provided all required disclosures as mandated under Schedule III - Para A(7B) of Part A of the Listing Regulations and relevant SEBI circulars.

The board meeting commenced at 13:10 hours and concluded at 13:45 hours on December 27, 2025. The company has confirmed that there are no other material reasons for the resignation beyond those disclosed in the regulatory filing.