DOLAT ALGOTECH LIMITED — Proxy Solicitation & Information Statement 2026

DOLAT ALGOTECH LIMITED

--------------------------------------------------------------------------------------------------------------------------------------------Corporate Office: 301-308, Bhagwati House, Plot, A/19, Veera Desai, Andheri (West), Mumbai - 400 058 TEL.: 91-22-6115 4038; FAX: 91-22-26732642 Website: www.dolatalgotech.in ; E-mail: [email protected] Corporate Identity Number: L67100GJ1983PLC126089

01[st] April, 2026

BSE Limited National Stock Exchange Of India Limited Phiroze Jeejeebhoy Towers, Exchange Plaza, 5th Floor, Dalal Street, Fort, Plot No.C/1, G Block, Mumbai 400 001. Bandra-Kurla Complex, Bandra (E), Mumbai - 400 051 Scrip code : 505526 Symbol : DOLATALGO

Dear Sir / Madam,

Sub.: Postal Ballot Notice – Disclosure under Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI LODR”)

We enclose herewith a copy of the Postal Ballot Notice of DOLAT ALGOTECH LIMITED (‘ the Company ’) dated 27[th] March, 2026, along with the Statement pursuant to Section 102 and other applicable provisions of the Companies Act, 2013 and related Rules read with the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and applicable SEBI Circulars (‘ Notice ’) for seeking approval of the Member(s) of the Company on the following Ordinary Resolution(s):

S.no. Particulars 1. Ordinary Resolution: To approve Material Related Party Transactions of the Company for FY 2026-27 2 Ordinary Resolution: To approve Material Related Party Transactions of the Subsidiary Company for FY 2026-27

The Company has engaged the services of National Securities Depository Limited (‘NSDL’) for facilitating remote e-Voting to enable the Members to cast their votes electronically. A Member shall only avail this facility as per the instructions provided herein. The remote e-Voting period shall commence on Friday, 3 April, 2026 at 9.00 a.m. (IST) and ends on Saturday, 2 May, 2026 at 5:00 p.m. (IST).

The remote e-Voting module shall be disabled by NSDL thereafter. During this period, Members of the Company holding shares either in physical or electronic form, as on the cut-off date, i.e. Friday, 20 March, 2026, shall cast their vote electronically.

Registered Office: 1405-1406, Dalal Street Commercial Co-op Soc Ltd, Block 53 (Bldg No.53E) Zone-5, Road-5E, Gift city, Gandhinagar - 382050, Gujarat

DOLAT ALGOTECH LIMITED

Corporate Office: 301-308, Bhagwati House, Plot, A/19, Veera Desai, Andheri (West), Mumbai - 400 058 TEL.: 91-22-6115 4038; FAX: 91-22-26732642 Website: www.dolatalgotech.in ; E-mail: [email protected] Corporate Identity Number: L67100GJ1983PLC126089

This Postal Ballot Notice will also be available on the Company’s website https://dolatalgotech.in/investor-relations and on the website of NSDL www.evoting.nsdl.com

This is for your information and record.

For DOLAT ALGOTECH LIMITED

SANDEEPKUMA Digitally signed by SANDEEPKUMAR G R G BHANUSHALI BHANUSHALI Date: 2026.04.01 14:39:04 +05'30'

Sandeepkumar G. Bhanushali

Company Secretary & Compliance Officer

Place : Mumbai Encl: As above

Registered Office: 1405-1406, Dalal Street Commercial Co-op Soc Ltd, Block 53 (Bldg No.53E) Zone-5, Road-5E, Gift city, Gandhinagar - 382050, Gujarat

DOLAT ALGOTECH LIMITED

Registered Office: 1405-1406, Dalal Street Commercial Co-op Soc Ltd, Block 53 (Bldg No.53E) Zone5, Road-5E, Gift city, Gandhinagar - 382050, Gujarat Corporate Office: 301-308, Bhagwati House, A/19, Veera Desai Road, Andheri (W), Mumbai 400058. Tel: 9122 6115 4038 Fax: 9122 267 32642 CIN: L67100GJ1983PLC126089 website: www.dolatalgotech.in Email: [email protected]

NOTICE OF POSTAL BALLOT

[Pursuant to Section 110 of the Companies Act, 2013 read with the Companies (Management and Administration) Rules, 2014, each as amended.]

Dear Member(s),

NOTICE of Postal Ballot is hereby given to the Members of DOLAT ALGOTECH LIMITED (‘the Company’), pursuant to Section 110 and other applicable provisions, if any, of the Companies Act, 2013 (‘the Act’) read with Rule 20 and Rule 22 of the Companies (Management and Administration), Rules, 2014 (referred to as ‘Rules’), Secretarial Standards-2 (SS-2), Regulation 44 of the Securities Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, (‘SEBI Listing Regulations’) and in accordance with the requirements prescribed by the MCA for holding general meetings/ conducting postal ballot process through e-voting vide General Circular No. 03/2025 dated September 22, 2025 and other relevant circulars and notifications issued by the Ministry of Corporate Affairs (hereinafter collectively referred to as ‘the MCA Circulars’), and other applicable laws and regulations (including any statutory modification or re-enactment thereof for the time being in force) that the special businesses as set out below / hereunder is proposed for seeking approval of the Members by way of Ordinary Resolution(s) through the process of Postal Ballot, by electronic means (‘remote e-voting’).

An Explanatory Statement pertaining to the said resolutions setting out the material facts and the reasons / rationale thereof form part of this Postal Ballot Notice (“the Notice” or “the Postal Ballot Notice”).

In compliance with Regulation 44 of the SEBI LODR Regulations and pursuant to the provisions of Sections 108 and 110 of the Act read with the rules framed thereunder and the MCA Circulars, the manner of voting on the proposed resolutions is restricted only to e-voting i.e., by casting votes electronically instead of submitting postal ballot form. Accordingly, the Postal Ballot Notice and instructions for e-voting are being sent only through electronic mode to those members whose email address is registered with the Company / Depository Participant(“DP”).

The Board has appointed Mr. Dinesh Kumar Deora, Practicing Company Secretary (ICSI Membership No: FCS 5683), as the scrutinizer (“Scrutinizer”) for conducting the Postal Ballot / e-voting process in a fair and transparent manner.

1

In compliance with the provisions of Sections 108 and 110 of the Act read with Rule 20 and 22 of the Management Rules, Regulation 44 of the LODR Regulations, and SS-2, the Company has provided e- voting facility to its members to cast their votes electronically. The detailed procedure with respect to e-voting is mentioned in this Notice. The Company has engaged the National Securities Depository Limited (“NSDL”) for facilitating e-voting. Members desiring to exercise their votes are requested to carefully read the instructions indicated in this Notice and record their assent (FOR) or dissent (AGAINST) by following the procedure as stated in the Notes forming part of the Notice.

The e-voting facility will be available during the following period:

The e-voting facility will be disabled by NSDL immediately after 5.00 p.m. IST on Saturday, 2 May, 2026, and will be disallowed thereafter.

The Scrutinizer will submit his report to the Chairman / Managing Director of the Company or such person as authorized by Chairman / Managing Director, and the result will be announced within two working days from the conclusion of the postal ballot e-voting period. The result declared along with the Scrutinizer’s report shall be communicated in the manner provided in this Postal Ballot Notice.

The last date of e-voting, i.e. Saturday, 2 May, 2026, shall be the date on which the resolutions would be deemed to have been passed, if approved by the requisite majority.

SPECIAL BUSINESS:

ITEM NO 1:

TO APPROVE MATERIAL RELATED PARTY TRANSACTIONS OF THE COMPANY FOR FY 2026-27

To consider and, if thought fit, to pass the following resolution as an Ordinary Resolution :

“ RESOLVED THAT pursuant to Regulations 2(1)(zc), 23(4) and other applicable Regulations of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (hereinafter referred to as “Listing Regulations”) and other applicable provisions, if any, in this regard (including any statutory modification(s) or re-enactment(s) thereof, for the time being in force), the approval of the Members be and is hereby accorded to the Board of Directors of Company (hereinafter referred to as ‘Board’ which term shall be deemed to include the Audit Committee of the Board and any duly constituted committee empowered to exercise its powers including powers conferred under this resolution) to continue with the existing contract(s)/ arrangement(s)/transaction(s) and/or enter into and/or carry out new contract(s)/ arrangement(s)/transaction(s) (whether by way of an individual transaction or transactions taken together or series of transactions or otherwise), by the company with the Related parties of the Company as per the details set out in below table and the explanatory statement annexed to this notice for the financial years 2026-27, subject to such contract(s)/arrangement(s)/ transaction(s) being carried out at arm’s length and in the ordinary course of business of the Company.

2

RESOLVED FURTHER THAT the transactional limits as specified hereinabove shall apply separately and independently to each related party on an individual basis.

RESOLVED FURTHER THAT the Board be and is hereby authorised to do all such acts, deeds, matters and things as it may deem fit in its absolute discretion and to take all such steps as may be required in this connection including finalizing and executing necessary contract(s), arrangement(s), agreement(s) and such other documents as may be required, seeking all necessary approvals to give effect to this resolution, for and on behalf of the Company, to delegate all or any of its powers conferred under this resolution to any Director or Key Managerial Personnel or any officer / executive of the Company and to resolve all such issues, questions, difficulties or doubts whatsoever that may arise in this regard and all action(s) taken by the Company in connection with any matter referred to or contemplated in this resolution, be and are hereby approved, ratified and confirmed in all respects.”

3

ITEM NO 2:

TO APPROVE MATERIAL RELATED PARTY TRANSACTIONS OF THE SUBSIDIARY COMPANY FOR FY 2026-27

To consider and, if thought fit, to pass the following resolution as an Ordinary Resolution :

“ RESOLVED THAT pursuant to Regulations 2(1)(zc), 23(4) and other applicable Regulations of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (hereinafter referred to as “Listing Regulations”), the applicable provisions of the Companies Act, 2013 (‘Act’) read with the related rules framed thereunder, and other applicable provisions, if any, in this regard (including any statutory modification(s) or re-enactment(s) thereof, for the time being in force), the consent of the Members be and is hereby accorded to the related party contract(s)/ arrangement(s)/transaction(s) (whether by way of an individual transaction or transactions taken together or series of transactions or otherwise), as detailed in the Explanatory Statement, to be entered into and/or carried out and/or continued between related parties of Dolat Algotech Limited (‘the Company’) i.e. between M/s. Dolat Tradecorp (a subsidiary of the Company) and M/s. Nirpan Securities Private Limited, (related party of the Company), on such terms and conditions as may be agreed between M/s. Dolat Tradecorp and M/s. Nirpan Securities Private Limited for an aggregate value not exceeding ₹ 500 crores during FY 2026-27, subject to such contract(s)/arrangement(s)/ transaction(s) being carried out at arm’s length and in the ordinary course of business of the aforesaid entities.”

Registered Office:

1405-1406, Dalal Street Commercial Co-op Soc Ltd, Block 53 (Bldg No.53E) Zone-5, Road-5E, Gift city, Gandhi Nagar, Gujarat-382050 CIN: L67100GJ1983PLC126089 Email: [email protected] Website: www.dolatalgotech.in Place: Mumbai Date: 27[th] March, 2026

By the Order of the Board of Directors For Dolat Algotech Limited

Sandeepkumar G. Bhanushali Company Secretary & Compliance Officer

NOTES:

1. The relevant Explanatory Statement pursuant to Section 102 read with Section 110 of the Companies Act, 2013 ("Act") and Rule 22 of the Companies (Management and Administration) Rules, 2014 ("Rules") setting out the material facts and reasons for the proposed Resolution(s) above, is appended herein below for your consideration.

2. This Postal Ballot Notice is being sent to the members whose names appear on the register of members / list of beneficial owners as received from the National Securities Depository Limited (“NSDL”) and Central Depository Services (India) Limited (“CDSL”) and whose email address is registered with the Company / Depository Participant(s), as on Friday, 20 March, 2026 (“the Cut-off Date”). A person who is not a member as on the Cut-off Date should treat this Postal Ballot Notice for informational purposes only. In compliance with Regulation 44 of the LODR Regulations and pursuant to the provisions of Sections 108 and 110 of the Act read with the Rules framed thereunder and the MCA Circulars, the manner of voting on the proposed resolutions is restricted only to e-voting i.e., by casting votes electronically instead of submitting the postal ballot form. Accordingly, the physical copy of the Notice along with the postal ballot form and the pre-paid business reply envelope are not being sent to the members. The communication of the assent or dissent of the members would only take place through

4

the e-voting system.

3. Once the vote on the resolution is cast by the member, he / she shall not be allowed to change it subsequently. The voting rights of members shall be in proportion to their shares of the paidup equity share capital of the Company as on Friday, 20 March, 2026, being the Cut-off Date fixed for the purpose.

4. The resolution, if passed by the requisite majority through Postal Ballot, will be deemed to have been passed on the last date specified for voting i.e., 2 May, 2026. Further, resolution passed by the members through postal ballot are deemed to have been passed as if they are passed at a general meeting of the members.

5. The Scrutinizer will submit his report to the Chairman / Managing Director of the Company or such person as authorized by Chairman / Managing Director after the completion of scrutiny of the e-voting, and the result of the e-voting by Postal Ballot will be declared within two working days from the conclusion of the postal ballot e-voting period and will also be displayed on the Company website www.dolatalgotech.in, on the website of NSDL www.evoting.nsdl.com, and communicated to the stock exchanges where the Company's Equity Shares are listed viz. www.bseindia.com and www.nseindia.com

6. Members desirous of inspecting the documents referred to in the Notice or Explanatory Statement may send their requests to [email protected] from their registered email address(es) mentioning their names, folio numbers, DP ID and Client ID (voting period) until the last date of remote e-voting of this Postal Ballot.

7. Members may download the Notice from the website of the Company at https://dolatalgotech.in/investor-relations or from the website of NSDL at www.evoting.nsdl.com A copy of the Notice is also available on the website of BSE at www.bseindia.com and NSE at www.nseindia.com

8. The vote in this Postal Ballot cannot be exercised through proxy.

9. The e-voting facility will be available during the following period:

The e-voting facility will be disabled by NSDL immediately after 5.00 p.m. IST on Saturday, 2 May, 2026, and will be disallowed thereafter.

10. INSTRUCTIONS FOR E-VOTING:

The way to vote electronically on NSDL e-Voting system consists of “Two Steps” which are mentioned below:

Step 1: Access to NSDL e-Voting system

• A) Login method for e-Voting for Individual shareholders holding securities in demat mode In terms of SEBI circular dated December 9, 2020 on e-Voting facility provided by Listed Companies, Individual shareholders holding securities in demat mode are allowed to vote through their demat account maintained with Depositories and Depository Participants. Shareholders are advised to update their mobile number and email Id in their demat accounts

5

in order to access e-Voting facility.

Login method for Individual shareholders holding securities in demat mode is given below:

6

==> picture [189 x 110] intentionally omitted <==

• Individual 1) Users who have opted for CDSL Easi / Easiest facility, can login Shareholders holding through their existing user id and password. Option will be made securities in demat available to reach e-Voting page without any further authentication.

• mode with CDSL The users to login Easi / Easiest are requested to visit CDSL website www.cdslindia.com and click on login icon & New System Myeasi Tab and then user your existing my easi username & password.

• 2) After successful login the Easi / Easiest user will be able to see the e- Voting option for eligible companies where the evoting is in progress as per the information provided by company. On clicking the evoting option, the user will be able to see e-Voting page of the e-Voting service provider for casting your vote during the remote e-Voting period. Additionally, there is also links provided to access the system of all e-Voting Service Providers, so that the user can visit the e- Voting service providers’ website directly.

• 3) If the user is not registered for Easi/Easiest, option to register is available at CDSL website www.cdslindia.com and click on login & New System Myeasi Tab and then click on registration option.

Important note: Members who are unable to retrieve User ID/ Password are advised to use Forget User ID and Forget Password option available at abovementioned website.

7

Helpdesk for Individual Shareholders holding securities in demat mode for any technical issues related to login through Depository i.e. NSDL and CDSL.

• B) Login Method for shareholders other than Individual shareholders holding securities in demat mode and shareholders holding securities in physical mode.

How to Log-in to NSDL e-Voting website?

1. Visit the e-Voting website of NSDL. Open web browser by typing the following URL: https://www.evoting.nsdl.com/ either on a Personal Computer or on a mobile.

2. Once the home page of e-Voting system is launched, click on the icon “Login” which is available under ‘Shareholder/Member’ section.

3. A new screen will open. You will have to enter your User ID, your Password/OTP and a Verification Code as shown on the screen.

4. Alternatively, if you are registered for NSDL eservices i.e. IDEAS, you can log-in at https://eservices.nsdl.com/ with your existing IDEAS login. Once you log-in to NSDL eservices after using your log-in credentials, click on e-Voting and you can proceed to Step 2 i.e. Cast your vote electronically.

5. Your User ID details are given below :

1. Password details for shareholders other than Individual shareholders are given below:

2. a) If you are already registered for e-Voting, then you can user your existing password to login and cast your vote.

3. b) If you are using NSDL e-Voting system for the first time, you will need to retrieve the ‘initial

8

password’ which was communicated to you. Once you retrieve your ‘initial password’, you need to enter the ‘initial password’ and the system will force you to change your password.

• c) How to retrieve your ‘initial password’?

• (i) If your email ID is registered in your demat account or with the company, your ‘initial password’ is communicated to you on your email ID. Trace the email sent to you from NSDL from your mailbox. Open the email and open the attachment i.e. a .pdf file. Open the .pdf file. The password to open the .pdf file is your 8 digit client ID for NSDL account, last 8 digits of client ID for CDSL account or folio number for shares held in physical form. The .pdf file contains your ‘User ID’ and your ‘initial password’.

• (ii) If your email ID is not registered, please follow steps mentioned below in process for those shareholders whose email ids are not registered

• If you are unable to retrieve or have not received the “ Initial password” or have forgotten your password:

• a) Click on “ Forgot User Details/Password ?”(If you are holding shares in your demat account with NSDL or CDSL) option available on www.evoting.nsdl.com.

• b) Physical User Reset Password ?” (If you are holding shares in physical mode) option available on www.evoting.nsdl.com.

• c) If you are still unable to get the password by aforesaid two options, you can send a request at [email protected] mentioning your demat account number/folio number, your PAN, your name and your registered address etc.

• d) Members can also use the OTP (One Time Password) based login for casting the votes on the e-Voting system of NSDL.

• After entering your password, tick on Agree to “Terms and Conditions” by selecting on the check box.

• Now, you will have to click on “Login” button.

• After you click on the “Login” button, Home page of e-Voting will open.

- Step 2: Cast your vote electronically on NSDL e Voting system.

- How to cast your vote electronically on NSDL e Voting system?

1. After successful login at Step 1, you will be able to see all the companies “EVEN” in which you are holding shares and whose voting cycle.

2. Select “EVEN” of company for which you wish to cast your vote during the remote e-Voting period.

3. Now you are ready for e-Voting as the Voting page opens.

4. Cast your vote by selecting appropriate options i.e. assent or dissent, verify/modify the number of shares for which you wish to cast your vote and click on “Submit” and also “Confirm” when prompted.

5. Upon confirmation, the message “Vote cast successfully” will be displayed.

6. You can also take the printout of the votes cast by you by clicking on the print option on the confirmation page.

7. Once you confirm your vote on the resolution, you will not be allowed to modify your vote.

General Guidelines for shareholders

1. Institutional shareholders (i.e. other than individuals, HUF, NRI etc.) are required to send scanned copy (PDF/JPG Format) of the relevant Board Resolution/ Authority letter etc. with attested specimen signature of the duly authorized signatory(ies) who are authorized to vote, to the Scrutinizer by e-mail to [email protected] with a copy marked to [email protected]. Institutional shareholders (i.e. other than individuals, HUF, NRI etc.) can also

9

upload their Board Resolution / Power of Attorney / Authority Letter etc. by clicking on “Upload Board Resolution / Authority Letter” displayed under “e-Voting” tab in their login.

1. It is strongly recommended not to share your password with any other person and take utmost care to keep your password confidential. Login to the e-voting website will be disabled upon five unsuccessful attempts to key in the correct password. In such an event, you will need to go through the “Forgot User Details/Password?” or “Physical User Reset Password?” option available on www.evoting.nsdl.com to reset the password.

2. In case of any queries, you may refer the Frequently Asked Questions (FAQs) for Shareholders and e-voting user manual for Shareholders available at the download section of www.evoting.nsdl.com or call on : 022 - 4886 7000 or send a request to [email protected], to get your grievances on e-voting addressed.

Process for those shareholders whose email ids are not registered with the depositories for procuring user id and password and registration of e mail ids for e-voting for the resolutions set out in this notice:

1. In case shares are held in physical mode please submit the documents as per below link for registration of KYC: https://purvashare.com/email-and-phone-updation/

2. In case shares are held in demat mode, please provide DPID-CLID (16 digit DPID + CLID or 16 digit beneficiary ID), Name, client master or copy of Consolidated Account Statement, PAN (self attested scanned copy of PAN card), AADHAAR (self attested scanned copy of Aadhaar Card) to [email protected] . If you are an Individual shareholder holding securities in demat mode, you are requested to refer to the login method explained at step 1 (A ) i.e. Login method for e-Voting for Individual shareholders holding securities in demat mode .

3. Alternatively, shareholders/members may send a request to [email protected] for procuring user id and password for e-voting by providing above mentioned documents.

4. In terms of SEBI circular dated December 9, 2020, on e-voting facility provided by Listed Companies, Individual shareholders holding securities in demat mode are allowed to vote through their demat account maintained with Depositories and Depository Participants. Shareholders are required to update their mobile number and email ID correctly in their demat account in order to access e-Voting facility.

Explanatory Statement under Section 102 of the Companies Act, 2013

ITEM NO. 1

Pursuant to the provisions of Regulation 23 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“Listing Regulations”), as amended from time to time, prior approval of the shareholders by way of an Ordinary Resolution is required for all material related party transaction(s), where the transaction(s) to be entered into, either individually or taken together with previous transactions during a financial year, whether directly and/or through its subsidiary(ies), exceed the thresholds specified under Schedule XII of the Listing Regulations, even if such transactions are in the ordinary course of business of the Company and at arm’s length. Further, as per Regulation 2(1)(zc) of the Listing Regulations, the definition of Related Party Transaction (‘RPT’) includes a

10

transaction involving a transfer of resources, services or obligations between a listed entity or any of its subsidiaries on one hand and a related party of the listed entity or any of its subsidiaries on the other hand, regardless of whether a price is charged or not.

Background and Rationale of the Transaction(s):

Company proposes to enter into related party transaction(s) with related parties of the Company, as mentioned below, which are in the ordinary course of business and are undertaken on an arm’s length basis to support and enhance the operations of the Company.

The limits specified against each Related Party in the table forming part of this resolution shall apply individually and on a standalone basis to each Related Party and shall not be aggregated or clubbed with the limits of other Related Parties.

The rationale for each transaction demonstrates that they are in the best interest of the Company and its stakeholders:

Loan Facility (and Interest thereon):

The Company proposes to avail a short-term, unsecured borrowing facility from a related party to efficiently manage its working capital and meet margin requirements with stock exchanges. This arrangement provides the Company with a cost-effective source of funds, as the interest rate will be mutually agreed and is expected to be lower than the rates applicable to comparable bank borrowings. The facility is repayable on demand or within a short tenure, with the added flexibility of prepayment at any time without any penalty, thereby enhancing the Company’s liquidity management. The borrowing is unsecured in nature, and no security or collateral will be provided by the Company.

Reimbursement of Expenses:

Company reimburses for electricity/telephone charges/ insurance on a proportional basis, representing its share of actual costs to DCMPL.

Rent payment:

Company pays rent to DCMPL for the use of their premises for its Registered office at a commercially reasonable rate. The facilities/resources are used on an economic sharing basis.

Details of the proposed RPTs including the information required to be disclosed in the Explanatory Statement pursuant to the SEBI Master Circular dated January 30, 2026, read with SEBI circular dated June 26, 2025, are as follows:

Minimum information to be provided to the Audit Committee and shareholder for approval of Related Party Transactions as per RPT Industry Standards:

11

A(1). Basic details of the related party

A(2). Relationship and ownership of the related party

12

A(3). Details of previous transactions with the related party: A(3)(1). Total amount of all the transactions undertaken by the listed entity with the related party during the last financial year (Fy 2025)

Amount in crores

13

A(3)(2). Total amount of all the transactions undertaken by the listed entity with the related party in the current financial year up to the quarter immediately preceding the quarter in which the approval is sought. (Upto 31-12-2025)

14

A(4). Amount of the proposed transaction(s):

15

16

A(5). Basic details of the proposed transaction

17

18

19

20

B(1). Disclosure only in case of transactions relating to sale, purchase or supply of goods or services or any other similar business transaction and trade advances

B (5). Disclosure only in case of transactions relating to borrowings by the listed entity

21

C (4). Disclosure only in case of transactions relating to borrowings by the listed entity

The Management has placed before the Audit Committee all requisite details of the proposed Related Party Transactions (“RPTs”), as mandated under applicable law, including the business rationale and material terms thereof.

The Audit Committee of the Listed Entity has duly reviewed the certificates submitted by the Managing Director and the Chief Financial Officer in accordance with the requirements prescribed under the Related Party Transactions (RPT) Industry Standards read with the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“LODR Regulations”).

Based on its independent assessment and detailed analysis of the information and confirmations so provided, the Audit Committee is of the considered view that the terms and conditions of the aforesaid RPTs are at arm’s length and in the best interest of the Listed Entity.

Accordingly, after due deliberation, the Audit Committee has accorded its approval for entering into the aforesaid RPTs with the concerned related parties for the financial year 2026–27, noting that such transactions shall be undertaken in the ordinary course of business and on an arm’s length basis.

In accordance with the requirements of the RPT Industry Standards, it is hereby clarified that as the proposed transactions are in the ordinary course of business and on an arm’s length basis, no independent valuation report or report from any external party is required. All relevant information, setting out the requisite facts in respect of the proposed transactions, has been provided in this explanatory statement.

Accordingly, in accordance with the LODR Regulations, the approval/ratification of the Members is being sought for the aforesaid Related Party Transactions for the financial years 2026-27 for aforesaid arrangements / transactions undertaken or to be undertaken by the Company.

Pursuant to Regulation 23 of the LODR Regulations, the related parties of the Company shall abstain from voting on the resolution pertaining to the aforesaid transactions.

The Board of Directors recommends the resolution as set out at Item No. 1 for your approval.

Except Mr. Pankaj D. Shah (Managing Director), Mr. Shailesh D. Shah (Director), Mr. Harendra D. Shah

22

(Director) and Mr. Vaibhav P. Shah (Chief Financial Officer) and their relatives, none of the other Directors or key managerial personnel and/or their respective relatives are deemed to be, concerned or interested, financially or otherwise, except to the extent of their shareholding in the Company, if any.

ITEM NO. 2

Pursuant to the provisions of Regulation 23 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“Listing Regulations”), the applicable provisions of the Companies Act, 2013 (‘Act’) read with the related rules framed thereunder, and other applicable provisions, if any, as amended from time to time, prior approval of the shareholders by way of an Ordinary Resolution is required for all material related party transaction(s), where the transaction(s) to be entered into, either individually or taken together with previous transactions during a financial year, whether directly and/or through its subsidiary(ies), exceed the thresholds specified under Schedule XII of the Listing Regulations, even if such transactions are in the ordinary course of business of the Company and at arm’s length. Further, as per Regulation 2(1)(zc) of the Listing Regulations, the definition of Related Party Transaction (‘RPT’) includes a transaction involving a transfer of resources, services or obligations between a listed entity or any of its subsidiaries on one hand and a related party of the listed entity or any of its subsidiaries on the other hand, regardless of whether a price is charged or not.

Background and Rationale of the Transaction(s):

Subsidiary proposes to enter into related party transaction(s) with related party, as mentioned below, which are in the ordinary course of business and are undertaken on an arm’s length basis to support and enhance the operations of the Company. The rationale for each transaction demonstrates that they are in the best interest of the Company and its stakeholders.

The brokerage paid to the related party is at a competitive and arm’s length rate, benchmarked with prevailing market rates. The arrangement ensures efficient execution and quality service, and is in the best interest of the Company.

Balances are required to be maintained with brokers in accordance with regulatory requirements prescribed by the Securities and Exchange Board of India (SEBI) and stock/commodity exchanges. Such balances, including margin money and other deposits, are necessary to facilitate trading activities, ensure settlement obligations, and comply with applicable risk management and margin requirements. Accordingly, these balances are maintained in the ordinary course of business and in compliance with applicable laws and regulations.

Details of the proposed RPTs including the information required to be disclosed in the Explanatory Statement pursuant to the SEBI Master Circular dated January 30, 2026, read with SEBI circular dated June 26, 2025, are as follows:

Minimum information to be provided to the Audit Committee and shareholder for approval of Related Party Transactions as per RPT Industry Standards:

A(1). Basic details of the related party

23

A(2). Relationship and ownership of the related party

A(3). Details of previous transactions with the related party

A(4). Amount of the proposed transaction(s)

24

A(5). Basic details of the proposed transaction

25

B(1). Disclosure only in case of transactions relating to sale, purchase or supply of goods or services or any other similar business transaction and trade advances

26

The Management has placed before the Audit Committee all requisite details of the proposed Related Party Transactions (“RPTs”), as mandated under applicable law, including the business rationale and material terms thereof.

The Audit Committee of the Listed Entity has duly reviewed the certificates submitted by the Managing Director and the Chief Financial Officer in accordance with the requirements prescribed under the Related Party Transactions (RPT) Industry Standards read with the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“LODR Regulations”).

Based on its independent assessment and detailed analysis of the information and confirmations so provided, the Audit Committee is of the considered view that the terms and conditions of the aforesaid RPTs are at arm’s length and in the best interest of the Listed Entity/ Subsidiary.

Accordingly, after due deliberation, the Audit Committee has accorded its approval for entering into the aforesaid RPTs with the concerned related party for the financial year 2026–27, noting that such transactions shall be undertaken in the ordinary course of business and on an arm’s length basis.

In accordance with the requirements of the RPT Industry Standards, it is hereby clarified that as the proposed transactions are in the ordinary course of business and on an arm’s length basis, no independent valuation report or report from any external party is required. All relevant information, setting out the requisite facts in respect of the proposed transactions, has been provided in this explanatory statement.

Accordingly, in accordance with the LODR Regulations, the approval/ratification of the Members is being sought for the aforesaid Related Party Transactions for the financial years 2026-27 for aforesaid arrangements / transactions undertaken or to be undertaken by the Subsidiary.

Pursuant to Regulation 23 of the LODR Regulations, the related parties of the Company shall abstain from voting on the resolution pertaining to the aforesaid transactions.

The Board of Directors recommends the resolution as set out at Item No. 2 for your approval.

Except Mr. Pankaj D. Shah (Managing Director), Mr. Shailesh D. Shah (Director), Mr. Harendra D. Shah (Director) and Mr. Vaibhav P. Shah (Chief Financial Officer) and their relatives, none of the other Directors or key managerial personnel and/or their respective relatives are deemed to be, concerned or interested, financially or otherwise, except to the extent of their shareholding in the Company, if any.

Registered Office: By the Order of the Board of Directors 1405-1406, Dalal Street Commercial Co-op Soc Ltd, For Dolat Algotech Limited Block 53 (Bldg No.53E) Zone-5, Road-5E, Gift city, Gandhi Nagar, Gujarat-382050 CIN: L67100GJ1983PLC126089 Email: [email protected] Website: www.dolatalgotech.in Place: Mumbai Sandeepkumar G. Bhanushali Date: 27[th] March, 2026 Company Secretary & Compliance Officer

Sandeepkumar G. Bhanushali Company Secretary & Compliance Officer

27