S

SUPER SALES INDIA LIMITED

Wednesday, June 24, 2026

Bombay Stock Exchange Ltd,
Phiroze Jeejeebhoy Towers,
25th Floor, Dalal Street, Fort,
Mumbai – 400 001.
Fax No.022-22658121

Dear Sir,

Sub: Notice to Shareholders – req.

We enclose herewith a copy of the Notice of the 44th Annual General Meeting to be held on Monday, the 20th July 2026 at 03:30 PM India Standard Time (“IST”) through Video Conferencing (“VC”) / Other Audio Visual Means (“OAVM”).

This is for your information and record.

Thanking you,

Yours faithfully,
For Super Sales India Limited

S K
RADHAKRISHN
AN

Digitally signed by S
K RADHAKRISHNAN
Date: 2026.06.24
14:52:54 +05'30'

S K Radhakrishnan
Company Secretary

Encl. As above

REGISTERED OFFICE: 34-A, Kamara] Road, Coimbatore - 641 018, India. Phone: 2222404 to 05 Fax: 2221427

E-mail : [email protected] Web: www.supersales.co.in CIN: L1711TZ1981f>LC001109 PAN No. AAOCS0650A GSTIN: 33AADCS0650A1 Z4

SUPER SALES INDIA LIMITED

SUPER SALES INDIA LIMITED

CIN: L1711TZ1981PLC001109

Regd. Office: 34-A, Kamaraj Road, Coimbatore - 641 018.

Phone: 0422 - 2222404 - 405, FAX: 0422 - 2221427

Email: [email protected] Website: www.supersales.co.in

NOTICE TO SHAREHOLDERS

NOTICE is hereby given that the 44th Annual General Meeting of the shareholders of Super Sales India Limited will be held on Monday, the 20th July, 2026 at 3.30 P.M IST through Video Conferencing ("VC") / Other Audio Visual Means ("OAVM") to transact the following businesses:

ORDINARY BUSINESS

1. To receive, consider and adopt the Audited Annual Financial Statements for the financial year ended 31st March, 2026 including Statement of Profit and Loss (including Other Comprehensive Income), along with the Statement of Cash Flows and the Statement of Changes in Equity for the financial year ended 31st March, 2026, the Balance Sheet as at that date together with, the Report of the Board of Directors and the Auditors thereon.

2. To declare a Dividend.

3. To appoint a director in the place of Sri. Sanjay Jayavarthanavelu (DIN 00004505), who retires by rotation and being eligible offers himself for re-appointment.

4. To appoint M/s. S. Krishnamoorthy & Co, Chartered Accountants as Statutory Auditors and fix their remuneration and in this regard to consider and if thought fit, to pass the following resolution as an Ordinary Resolution:

RESOLVED that pursuant to the provisions of Sections 139, 141, 142 and other applicable provisions, if any, of the Companies Act, 2013 read with the Companies (Audit and Auditors) Rules, 2014 and the applicable provisions of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, (including any amendment(s), statutory modification(s) or re-enactment(s) thereof, for the time being in force) and based on the recommendation of the Audit Committee and the Board of Directors of the Company, M/s. S. Krishnamoorthy & Co, Chartered Accountants, (Firm Registration No. 001496S) be and are hereby appointed as Statutory Auditors of the Company, in the place of M/s. Subbachar & Srinivasan (Firm Registration No. 004083S), Chartered Accountants, the retiring Statutory Auditors, for a term of five consecutive years from the financial year 2026-27 to 2030-31 and shall hold office from the conclusion of the 44th Annual General Meeting till the conclusion of the Annual General Meeting to be held in the year 2031 at a remuneration mentioned in the Statement annexed herewith and as may be decided by the Board of Directors from time to time.

RESOLVED FURTHER that for the purpose of giving effect to the above resolution, the Board of Directors of the Company (which expression shall include any Committee thereof, whether constituted or to be constituted) be and is hereby authorised on behalf of the Company to do all such acts, deeds, matters and things as it may, in its absolute discretion, deem necessary or desirable for such purpose, without being required to seek any further consent or approval of the members of the Company.

SUPER SALES INDIA LIMITED

SPECIAL BUSINESS

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

RESOLVED that pursuant to Regulation 23(4) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended from time to time, ("Listing Regulations"), the applicable provisions, if any, of the Companies Act, 2013 ("Act") read with the relevant rules made thereunder, (including any statutory amendment(s) or modification(s) or re-enactment(s) thereof for the time being in force) the Company's Policy on Related Party Transactions, and pursuant to the approval of the Audit Committee and on the recommendation of the Board of Directors of the Company, the approval of the members of the Company be and is hereby accorded to the Company to enter into agreement/ contract/ business transactions with LMW Limited (formerly Lakshmi Machine Works Limited), an entity falling within the definition of 'Related Party' under Section 2(76) of the Act and Regulation 2(1)(zb) of the Listing Regulations, for an amount not exceeding Rs.200 Crores (Rupees Two Hundred Crores only) for the period from the conclusion of this Annual General Meeting till the conclusion of next Annual General Meeting as per the details more particularly described in the statement pursuant to Section 102 of the Companies Act, 2013, annexed to this notice notwithstanding that such transactions either taken individually or together with previous transactions during the financial year may exceed 10% of the annual consolidated turnover of the Company as per the last audited financial statements as specified in Schedule XII of the Listing Regulations or such other materiality threshold as may be specified under applicable laws/ regulations from time to time.

RESOLVED FURTHER that Board of Directors (including its Committee thereof) be and are hereby severally authorised to do all such acts, deeds, matters and things, to finalise the terms and conditions of the transactions with the aforesaid party, and to execute or authorize any person to execute all such documents, instruments and writings as may be considered necessary, relevant, usual, customary, proper and/or expedient for giving effect to this resolution.

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

RESOLVED that pursuant to the provisions of Section 148 and other applicable provisions, if any, of the Companies Act, 2013 and the Companies (Audit and Auditors) Rules, 2014 (including any statutory amendments or modification(s) or re-enactment thereof for the time being in force), the remuneration payable to Sri. G. Sivagurunathan, Cost Accountant, who has been appointed by the Board of Directors on the basis of the recommendation of the Audit Committee to conduct the cost audit in respect of the Textile division and Engineering Division - Gears unit for the financial year ending 31st March, 2027, amounting to Rs. 1,50,000/- and reimbursement of out of pocket expenses incurred by him in connection with the Audit plus taxes as applicable be and is hereby ratified and confirmed.

Coimbatore

18th May, 2026

By Order of the Board

S. K. Radhakrishnan

Company Secretary

NOTES:

1. The Ministry of Corporate Affairs vide its circulars dated 8th April, 2020, 13th April, 2020, 5th May, 2020, and 22nd September, 2025 permitted holding of the Annual General Meeting ("AGM") through Video conference (VC) / Other Audio Visual Means (OAVM), without the physical presence of the Members at a common venue. In compliance with the provisions of the Companies Act, 2013 ("Act"), SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("SEBI Listing Regulations") and MCA Circulars, the AGM of the Company is being held through VC / OAVM. The deemed venue for the AGM shall be the Registered Office of the Company.

SUPER SALES INDIA LIMITED

1. A MEMBER ENTITLED TO ATTEND AND VOTE AT THE MEETING IS ENTITLED TO APPOINT A PROXY/ PROXIES TO ATTEND AND VOTE INSTEAD OF HIMSELF/ HERSELF. SUCH PROXY/ PROXIES NEED NOT BE A MEMBER OF THE COMPANY. Since the ensuing AGM is being held through VC / OAVM, physical attendance of Members has been dispensed with. Accordingly, the facility for appointment of proxies by the Members will not be available for the AGM and hence the Proxy Form and Attendance Slip are not annexed to this Notice.

2. Institutional / Corporate Shareholders (i.e. other than individuals / HUF, NRI, etc.) are required to send a scanned copy (PDF/JPG Format) of its Board or governing body Resolution/ Authorization etc., authorizing its representative to attend the AGM through VC/ OAVM on its behalf and to vote through remote e-voting. The said Resolution/ Authorization shall be sent to the Scrutinizer by email to their registered email address to [email protected] with a copy marked to [email protected]. The cutoff date to decide the eligibility of members to attend and vote at AGM is 13th July, 2026.

3. The Register of Members and Share Transfer Books of the Company will remain closed from Tuesday, 14th July, 2026 to Monday, 20th July, 2026 (both days inclusive). The dividend as recommended by the Board, if sanctioned at the annual general meeting will be paid to the shareholders, subject to deduction of tax at source, whose names appear in the Register of Members as on 13th July, 2026 in respect of shares held in physical form and in respect of shares held in dematerialized form, the dividend shall be paid on the basis of the beneficial ownership as per the details furnished by the Depositories for this purpose at the end of the business hours on 13th July, 2026 which is the date fixed as Record date for payment of dividend.

4. The Explanatory Statement pursuant to Section 102 of the Companies Act, 2013, setting out details relating to Special Business at the meeting, is provided hereto.

5. Pursuant to Section 124 and 125 of the Companies Act, 2013, all unclaimed dividends shall be transferred to the "Investor Education and Protection Fund" of the Central Government after a period of 7 years from the date of declaration. Shareholders, who have not encashed their dividend warrants for the years from 2018 -19 to 2024 - 25 are requested to write to the Registrars and Share Transfer Agents, M/s. MUFG Intime India Private Limited (formerly Link Intime India Private Limited), "Surya" 35, Mayflower Avenue, Behind Senthil Nagar, Sowripalayam Road, Coimbatore - 641028 for claiming the dividend.

Apart from the above, as per the communication of IEPF Authority, the Company has initiated second 100 Days campaign "Saksham Niveshak" starting from 1st April, 2026 to 9th July, 2026. During this campaign, all the shareholders who have not claimed their dividend for any Financial Years from 2018-2019 to 2024-2025 or have not updated their KYC, bank mandates, Nominee and contact information may write to the Company's RTA. The Shareholders may claim their dividend for the aforementioned Financial Years, subject to the completion of KYC formalities, in order to prevent their dividend and shares from being transferred to Investor Education and Protection Fund Authority (IEPF). The shareholders who hold shares in demat form are requested to approach their Depository Participants where they maintain their demat accounts for updating their KYC requirements. The Company has already placed the information regarding this Campaign on its website and made publications in the newspapers during the month of April, 2026.

1. Brief resume, details of shareholding and inter-se relationship of director seeking election/ re-election as required under Regulation 36 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and Secretarial Standard 2, are provided as Annexure to this Notice.

SUPER SALES INDIA LIMITED

1. Members holding shares in physical mode are requested to communicate their change of postal address (enclose copy of Aadhar Card), e-mail address, if any, PAN (enclose self-attested copy of PAN Card) and Bank account details (enclose cancelled cheque leaf) quoting name of the company, name of the shareholder and their folio numbers through appropriate ISR forms to the Registrars and Share Transfer Agents, M/s. MUFG Intime India Private Limited (formerly Link Intime India Private Limited), "Surya" 35, Mayflower Avenue, Behind Senthil Nagar, Sowripalayam Road, Coimbatore – 641028. Similarly, members holding shares in Demat form shall intimate the above details to their respective Depository Participants.

2. Pursuant to the provisions of Income Tax Act, 2025, dividend income will be taxable in the hands of Shareholders and the Company is required to deduct tax at source from dividend payable to the Shareholders at the prescribed rates. For the prescribed rates for various categories, the Shareholders are requested to refer to the Income Tax Act, 2025 and amendments thereof. Members are requested to submit the required documents by sending the same to the Registrars and Share Transfer Agents, M/s. MUFG Intime India Private Limited (formerly Link Intime India Private Limited), "Surya" 35, Mayflower Avenue, Behind Senthil Nagar, Sowripalayam Road, Coimbatore – 641028.

A Resident individual shareholder with PAN and who is not liable to pay income tax can submit a yearly declaration in Form No. 121, to avail the benefit of non-deduction of tax at source to the Registrar and Share Transfer Agents on or before the end of the business hours of 13th July, 2026. Shareholders are requested to note that in case their PAN is not registered or Section 393 of the Income Tax Act, 2025 attracts, the tax will be deducted at a higher rate of 20%.

Non-resident shareholders can avail beneficial rates under tax treaty between India and their country of residence, subject to providing necessary documents i.e. No Permanent Establishment and Beneficial Ownership Declaration, Tax Residency Certificate, any other document which may be required to avail the tax treaty benefits by submitting the documents to the Registrar and Share Transfer Agents. The aforesaid declarations and documents need to be submitted by the shareholders on or before the end of business hours of 13th July, 2026.

1. Pursuant to SEBI (Listing Obligations and Disclosure Requirements) (Fifth Amendment) Regulations, 2025, the Company shall make the payment of Dividend to the Shareholders only in Electronic mode and payment of Dividend by way of cheque/warrant have been dispensed with.

2. Securities and Exchange Board of India ("SEBI") had earlier mandated that the transfer of securities held in physical form, except in case of transmission or transposition, shall not be processed by the listed entities / Registrar and Share Transfer Agents with effect from 1st April, 2019.

Pursuant to the SEBI Master Circular dated 6th February, 2026, and the operational guidelines issued by the Securities and Exchange Board of India, listed entities are mandated to effect the issuance of securities only in dematerialised (demat) form for various investor service requests (including transfer, transmission, transposition and issue of duplicate certificates). Accordingly, for all valid service requests, the Company/Registrar and Share Transfer Agent (RTA) will now directly credit the shares to the demat account provided by the Shareholder.

1. The Securities and Exchange Board of India (SEBI) has mandated the submission of Permanent Account Number (PAN), bank account details and other KYC details by every participant in securities market. Members holding shares in electronic form are, therefore, requested to submit the KYC details to their Depository Participants with whom they are maintaining their demat account(s). Members holding shares in physical mode are requested to update the KYC details at the earliest pursuant to the SEBI circulars by coordinating with the Registrars and Share Transfer Agents (RTA),

SUPER SALES INDIA LIMITED

M/s. MUFG intime India Private Limited (formerly Link Intime India Private Limited), "Surya" 35, Mayflower Avenue, Behind Senthil Nagar, Sowripalayam Road, Coimbatore – 641028, Tamil Nadu, India. The shareholders are also requested to take note of investors services request related points in the SEBI Master Circular dated 06th February, 2026 (as amended from time to time).

1. Further, as per SEBI Master Circular dated 6th February, 2026, Members holding shares in physical form, whose folio(s) lack PAN, contact details, Bank Account details, Bank Account details or updated specimen signature, will be eligible for payment of dividend only through electronic mode with effect from 1st April, 2024 upon updating the aforementioned details with MUFG Intime India Private Limited (formerly Link Intime India Private Limited), the Registrar and Share Transfer Agent of the Company. Therefore, Members holding shares in physical form are requested to update the mentioned details by providing the appropriate requests through relevant ISR forms with the Registrar and Share Transfer Agent to ensure receipt of dividend. Members may also note that in the absence of any of the aforementioned details, they will not be able to lodge grievances or avail any investor services until all required information and documents are duly submitted. A copy of the said circular(s) is available on the Company's website https://www.supersales.co.in. The shareholders are requested to co-ordinate with the Company's RTA. The shareholders may also note that as per advisory of SEBI, the Company's RTA has launched an investors' self-service portal 'SWAYAM' to access investor requests / services and can be accessed at https://swayam.in.mpms.mufg.com/.

2. Members who require any clarifications on the accounts or operations of the Company are requested to write to the Company Secretary so as to reach him before 13th July, 2026 (5.00 pm IST). The queries will be answered accordingly.

3. In view of the Green Initiative adopted by MCA, the Company proposes to send the Annual Reports, Notices and its annexures in electronic form to the e-mail addresses of the members. In order to serve the documents in electronic mode, members holding shares in physical form are requested to communicate their e-mail address quoting their folio numbers to the Registrars and Share Transfer Agents. Similarly, members holding shares in Demat form shall intimate their e-mail address to their respective Depository Participants at the earliest.

4. In compliance with the aforesaid MCA Circulars and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Notice of the AGM along with the Annual Report 2025 - 26 is being sent only through electronic mode to those Members whose e-mail address is registered with the Company/ Depositories. Further, a letter providing the web link including the exact path where the complete details of the Annual Report is available will be sent to the Shareholders who have not registered their email address. Members may note that the Notice and Annual Report 2025 - 26 will also be available on the Company's website www.supersales.co.in and website of the BSE Limited at www.bseindia.com. Further, pursuant to the SEBI (Listing Obligations and Disclosure Requirements) Regulations, the Company will be sending a hard copy of the Annual Report to those Shareholders who request for the same at [email protected].

5. Members attending the AGM through VC / OAVM shall be counted for the purpose of reckoning the quorum under Section 103 of the Act. In case of Joint Holders, the member whose name appears as First Holder in the order of names on the Register of Members of the Company will be entitled to vote.

6. Since the AGM will be held through VC / OAVM, the Route Map of the venue is not annexed in this Notice.

7. The results of the e-voting and e-voting during the Annual General Meeting will be announced by the Chairman or person authorised by the Chairman within 2 days from the date of conclusion of the

SUPER SALES INDIA LIMITED

Annual General Meeting at the Registered office of the Company. A copy of which will be posted on the Company's website and forwarded to Stock Exchange.

1. The Registers and documents maintained under the Act, which are eligible for inspection, will be available electronically for inspection by the members during AGM.

2. Pursuant to Rule 6 of the Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Rules, 2016, the Company is required to transfer all shares in respect of which dividends are not claimed for the last 7 consecutive years to the demat account of Investor Education and Protection Fund Authority. (IEPF Authority).

a. All the underlying shares in respect of which dividends were not claimed for the last 7 years have been transferred to the demat account of IEPF Authority. The members shall be entitled to claim the shares from IEPF in accordance with procedure and on submission of documents as may be prescribed by IEPF authority from time to time.

b. The Company will send individual notices through Post to the latest available addresses of the shareholders whose dividends are lying unclaimed for the last 7 years, advising them to claim the dividends expeditiously.

c. The statement containing the details of name, folio number/demat account number relating to shares due for transfer will be made available in the website www.supersales.co.in for information and necessary action by the shareholders.

d. Shareholders who have not claimed their dividends from the year 2018 - 19 can write to our Registrars and Share Transfer Agents, M/s. MUFG Intime India Private Limited for further details and for making a valid claim for the unclaimed dividends. In case no valid claim has been made, the shares in respect of which the dividends are lying unclaimed for the last 7 years will be transferred to the demat account of IEPF Authority.

1. a. Members may kindly note that in accordance with SEBI circular dated 31st July 2023, the Company has registered on the SMART ODR (Securities Market Approach for Resolution through Online Disputes Resolution) Portal. This platform aims to enhance investor grievance resolution by providing access to Online Dispute Resolution institutions for addressing complaints. Members can access the SMART ODR Portal via: https://smartodr.in/login. Members may utilise this online conciliation and/or arbitration facility, as outlined in the circular, to resolve any outstanding disputes between Members and the Company (including RTA).

b. A Member shall first take up his / her / their grievance with the listed entity by lodging a complaint directly with the concerned listed entity and if the grievance is not redressed satisfactorily, the Member may, in accordance with the SCORES guidelines, escalate the same through the SCORES Portal in accordance with the process laid out therein. Only after exhausting all available options for resolution of the grievance, if the Member is not satisfied with the outcome, he / she / they can initiate dispute resolution through the Online Dispute Resolution ('ODR') Portal. Members are requested to take note of the same.

1. As per the provisions of Section 72 of the Act, facility for making nominations is now available to Individual(s) holding shares in the Company. Members holding shares in physical form may coordinate with the Registrars and Share Transfer Agents of the Company. Members holding shares in electronic form have to approach their depository participants for completing the nomination formalities

SUPER SALES INDIA LIMITED

DETAILS OF DIRECTOR SEEKING RE-APPOINTMENT

Sri. Sanjay Jayavarthanavelu (DIN 00004505)

Sri. Sanjay Jayavarthanavelu, an Indian national, is born on 15.06.1968. He is a Post Graduate in Business Administration from Philadelphia college of Textiles and Science, USA and Specialised in Management and Finance. He is a past Chairman of Textile Machinery Manufacturers Association (India), International Textile Machinery Exhibition Society and Southern Regional Council of Confederation of Indian Industry (CII). He is the Member of the Council of Administration of SITRA. He is also one of the trustees in some charitable trusts contributing to promotion of health and education.

Experience: More than three decades of experience in the areas of Textiles, Textile Engineering, Financial Management and Administration.

Other Directorships held:

1). LMW Limited
2). The Lakshmi Mills Company Limited
3). Lakshmi Cargo Company Limited
4). Lakshmi Technology & Engineering Industries Limited
5). Chakradhara Aerospace and Cargo Private Limited
6). Lakshmi Life Sciences Private Limited
7). Petrus Technologies Private Limited
8). Lakshmi Ring Travellers (Coimbatore) Private Limited.
9). Rhodius Abrasive GmBH

He is a Chairman and Managing Director at LMW Limited.

Membership of Committees of Companies:

Audit Committee and Stakeholders Relationship Committee – Nil.

Nomination and Remuneration Committee : Member - The Lakshmi Mills Company Limited.

Corporate Social Responsibility Committee : Chairman of the Committee in LMW Limited & Member of the Committee in Chakradhara Aerospace and Cargo Private Limited.

Share Transfer Committee : Chairperson of the Committee in LMW Limited and Member of the Committee in Super Sales India Limited.

Date of appointment into the Board: 26.11.1989.

Board position held: Chairman (Non-executive Non-Independent Director).

No. of Shares held in the Company: 96,838 equity shares of Rs.10/- each constituting 3.15% of the paid up capital. He is beneficially holding 31.94% of the Share Capital.

No. of Shares held in the Subsidiary Company: Not Applicable.

He is the father of Ms. Shivali Jayavarthanavelu, Director and not related any other director, Manager or Key Managerial Personnel.

He is entitled to receive remuneration by way of fees and reimbursement of expenses for participation in the meetings of the Board and / or Committees or any other meeting of directors and profit related commission, if any, in terms of Section 197 and other applicable provision of the Companies Act, 2013, and as determined by the Board from time to time, within the overall limits specified under the Companies Act, 2013 as well as the SEBI (Listing Obligations and Disclosures Requirements) Regulations, 2015.

Remuneration paid to him during the year 2025-26 was Nil.

Sitting fee paid to him during the year 2025-26 was Rs. 1.25 Lakhs.

Number of Board meetings attended by him during 2025-26 was 5.

He has not resigned his Directorship from any Listed Company during last three years. However, he has retired from Lakshmi Electrical Control Systems Limited with effect from 25.08.2025.

SUPER SALES INDIA LIMITED

Based on performance evaluation and the recommendation of the Nomination and Remuneration Committee, the Board recommends the re-appointment of Sri. Sanjay Jayavarthanavelu as a Director (Non-executive, Non-Independent) of the Company. He is liable to retire by rotation.

Except Sri. Sanjay Jayavarthanavelu, being an appointee, and Ms. Shivali Jayavarthanavelu, none of the Directors and Key Managerial Personnel of the Company and their relatives is concerned or interested, financially or otherwise in the Item No. 3.

The disclosure as required under Listing Regulations and Secretarial Standard 2 are furnished and form part of the notice.

EXPLANATORY STATEMENT IN RESPECT OF THE SPECIAL BUSINESS PURSUANT TO SECTION 102 OF THE COMPANIES ACT, 2013 / REGULATION 36(5) OF SEBI (LISTING OBLIGATIONS AND DISCLOSURE REQUIREMENTS) REGULATIONS, 2015

Item No. 4

As per the provisions of Sections 139, 141, 142 and other applicable provisions, if any, of the Companies Act, 2013 ("the Act") read with the Companies (Audit and Auditors) Rules, 2014, M/s. Subbachar & Srinivasan, Chartered Accountants (Firm Registration No. 004083S) were appointed as Statutory Auditors of the Company for the second consecutive term of five years commencing from the financial year 2021-22 to hold office till the conclusion of this Annual General Meeting. Accordingly, their tenure as Statutory Auditors expires at this Annual General Meeting.

Pursuant to Section 139(2) of the Act read with the Companies (Audit and Auditors) Rules, 2014, an audit firm cannot be re-appointed if it has completed two terms of five consecutive years. Accordingly, M/s. Subbachar & Srinivasan would be completing their second term as the Statutory Auditors of the Company on conclusion of this Annual General Meeting and are not eligible for re-appointment.

Accordingly, the Audit Committee and the Board of Directors at its respective meeting(s) recommended the appointment of M/s. S. Krishnamoorthy & Co., Chartered Accountants (Firm Registration No. 001496S) as Statutory Auditors of the Company for a term of 5 (five) consecutive years from the financial year 2026-2027 to 2030-2031 and shall hold office from the conclusion of the 44th Annual General Meeting of the Company till the conclusion of the Annual General Meeting to be held in the year 2031, subject to the approval of the shareholders at the ensuing Annual General Meeting.

M/s. S. Krishnamoorthy & Co, Chartered Accountants have confirmed that their appointment, if made, will be within the limit specified under the Act. They have also confirmed that they are not disqualified to be appointed as statutory auditors in terms of the provisions of Sections 139 and 141 of the Act read with the Companies (Audit and Auditors) Rules, 2014. M/s. S Krishnamoorthy & Co., Chartered Accountants have also confirmed that they hold a valid certificate issued by the Peer Review Board of ICAI.

Proposed fees payable to the statutory auditors along with terms of appointment and in case of a new auditor, any material change in the fee payable to such auditor from that paid to the outgoing auditor along with the rationale for such change:

Proposed fees payable to the statutory auditors for the year 2026-27 is Rs. 9,00,000/- from Rs. 6,50,000/- paid to the outgoing auditors. The proposed fee will be for next 3 years. Considering the cost for 3 years period, Board has recommended the increase in the fee for the new auditor. Also, the remuneration for the remaining years will be decided by the Board of Directors from time to time.

Basis of recommendation for appointment including the details in relation to and credentials of the statutory auditor(s) proposed to be appointed: S Krishnamoorthy & Co is a Chartered Accountancy firm in Coimbatore with more than five decades of professional experience, dedicated to providing high-quality financial, audit, taxation and statutory compliance services to businesses and individuals. The firm has extensive expertise

SUPER SALES INDIA LIMITED

in the areas of the Companies Act, Income Tax Act, and various indirect tax laws. Its professional services include Corporate Audits, Internal Audits, Tax Audits, Bank Branch Audits, and comprehensive compliance and advisory services tailored to the needs of clients across diverse sectors.

Board of Directors recommends the ordinary resolution set out in the Item No. 4 of the notice for approval of the shareholders.

None of the Directors and Key Managerial Personnel of the Company or their relatives are concerned or interested, financially or otherwise, in the resolution set out in Item No. 4.

Item No. 5

Pursuant to Regulation 23(1) of the SEBI (Listing Obligations and Disclosure Requirements), Regulations, 2015, ("Listing Regulations") a transaction with a related party shall be considered "material", if the transaction(s) to be entered into individually or taken together with previous transactions during a financial year exceeds 10% of the total consolidated turnover of the Company as per the last audited financial statements as specified in Schedule XII of the Listing Regulations.

Your Company is acting as one of the selling agents for sale of the machineries manufactured by LMW. This contributes a major part of the revenue to the Company by way of commission for the sale of the machineries, Components and erection charges. The rate of commission is fair and comparable with competitors. Your Company is also one of the suppliers of the gears, gear boxes, accessories manufactured at its Engineering division and also providing services to LMW. LMW is a leading capital machinery manufacturer requires large volume of gears, gear boxes and accessories. As LMW is an OE manufacturer constant order flow at fair market price could be ensured and hence capacity utilization would be optimum.

Your Company is also purchasing raw materials, machineries and spares from LMW because of the fair price, quality, consistency in performance and good after sales services.

All the transactions with LMW are arms' length transactions, taking place in the ordinary course of business and are not prejudicial to the interest of the Company.

The proposed transactions not involve any loans, inter-corporate deposits, advances or investments.

The Company has not relied upon the valuation or any external report in relation to the transactions with the related party and hence disclosure regarding the same does not arise.

Except Sri. Sanjay Jayavarthanavelu, Chairman, Ms. Shivali Jayavarthanavelu and Sri. Ravi Sam, Directors, none of other Key Managerial Personnel of the Company and their relatives are concerned or interested, financial or otherwise, in the resolution set out in Item No. 5.

The Members may note that in terms of the provisions of the Listing Regulations, no related party as defined thereunder (whether such related party is a party to the aforesaid transactions or not), shall vote to approve the resolution under item No. 5 of this notice.

Pursuant to Master Circular No. HO/49/14/14(7)2025-CFD-POD2/I/3762/2026 dated 30th January, 2026 issued by SEBI, read with the Industry Standards on "Minimum information to be provided to the Audit Committee and Shareholders for approval of Related Party Transactions", the disclosure is given in Annexure 1 for the reference of the Members for approving the transactions with a related party namely, LMW Limited (LMW).

Pursuant to Regulation 23(4) of the Listing Regulations, the prior approval of the Shareholders of the Company by way of an Ordinary Resolution would be required for the transactions entered with related party in excess of 10% of the annual consolidated turnover of the Company as per the last audited financial statements ("material related party transaction"). Further, pursuant to third proviso to Regulation 23(4) of the Listing Regulations and SEBI Master Circular No. HO/49/14/14(7)2025-CFD-POD2/I/3762/2026 dated 30th January, 2026, the omnibus approval granted by the Shareholders for the material related party transactions in an Annual General Meeting shall be valid up to the date of next Annual General Meeting.

SUPER SALES INDIA LIMITED

The Audit Committee has reviewed the certificate provided by the Managing Director and Chief Financial Officer of the Company as required under the aforesaid Industry Standards and has granted their approval for the related party transactions to be entered into by the Company with the above-mentioned related party.

The shareholders approved the earlier material related party transaction with LMW as per the details mentioned in the AGM notice of the Annual General Meeting held on 21st July, 2025.

The transactions proposed to be entered by the Company with LMW may exceed 10% of the annual consolidated turnover of the Company as per the last audited financial statements and are proposed to be undertaken on an arms' length basis and in the ordinary course of business.

Accordingly, the Board recommends and seek the approval of the Members for the transactions proposed to be entered into with the above-mentioned related party as per the details given above and such approval shall be valid up to the date of next Annual General Meeting.

Item No. 6

Pursuant to Section 148 of the Companies Act, 2013 read with the Companies (Audit and Auditors) Rules, 2014, your company is required to appoint a cost auditor to conduct audit of the cost records maintained by the Company in respect of the Textile Division and Engineering Division - Gears unit. Accordingly, the Board of Directors of the Company, on the basis of the recommendation of the Audit Committee, appointed Sri. G. Sivagurunathan, Cost Accountant as Cost Auditor having relevant qualifications to conduct audit in respect of the Textile Division and Engineering Division - Gears unit. Rule 14 of the Companies (Audit and Auditors) Rules, 2014 requires that the remuneration payable to the Cost Auditor is to be approved by the shareholders. Accordingly, the remuneration payable to the Cost Auditor is placed to the shareholders for approval.

Board of Directors recommended the ordinary resolution set out in the Item No. 6 of the notice for approval of the shareholders.

None of the Directors and Key Managerial Personnel of the Company or their relatives are concerned or interested, financially or otherwise, in the resolution set out in Item No.6.

Annexure 1

Information placed before the Audit Committee in respect of the proposed related party transaction as per the industry standard on minimum information is given below.

Table B: Disclosure for Related Party Transaction

Transaction between M/s. Super Sales India Limited and M/s. LMW Limited

Table – A

A(1). Basic details of the related party

SUPER SALES INDIA LIMITED

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

SUPER SALES INDIA LIMITED

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

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

SUPER SALES INDIA LIMITED

5 Value of the proposed transactions as a percentage of the Related Party's Annual Consolidated Turnover (if consolidated turnover is not available, calculation to be made on standalone turnover of related party) for the immediately preceding Financial Year, if available
6 Financial performance of the related party for the immediately preceding Financial Year:
| Details | Rs. in Crores |
| --- | --- |
| Turnover | 2,909.40 |
| Profit Before Tax | 286.87 |
| Profit After Tax | 238.24 |
| Net worth | 2,871.83 |

A(5). Basic details of the proposed transaction

SUPER SALES INDIA LIMITED

Table – B

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

SUPER SALES INDIA LIMITED

a) Justification as to why the proposed transactions are in the interest of the listed entity, basis for determination of price and other material terms and conditions of RPT

As stated above and in the explanatory statement to Item No. 5 of the Notice.

b) Whether the Audit Committee has reviewed the certificates provided by the CEO/ Managing Director/ Whole Time Director/ Manager and CFO of the Listed Entity as required under the RPT Industry Standards.

The Audit Committee has reviewed the certificate provided by the Managing Director and Chief Financial Officer as required under the RPT Industry Standards.

c) Whether the material RPT or any material modification thereto, has been approved by the Audit Committee and the Board of Directors recommends the proposed transaction to the Shareholders for approval.

The Material Related Party Transaction with LMW Limited has been approved by the Audit Committee, and the Board of Directors recommend the proposed transaction for the approval of the Shareholders.

d) Web-link and QR Code, through which Shareholders can access the valuation report or other reports of external party, if any, considered by Audit Committee while approving the RPT

Not Applicable as no such valuation report or other reports by external parties have been relied upon by the Audit Committee while approving the transaction.

e) Affirmation that, in its assessment, the redacted disclosures still provides all the necessary information to the public Shareholders for informed decision-making

Not Applicable as there is no information which has been redacted by the Audit Committee and the Board of Directors.

f) Any other information that may be relevant

Nil.

Coimbatore

18th May, 2026

By Order of the Board

S. K. Radhakrishnan

Company Secretary

SUPER SALES INDIA LIMITED

VOTING THROUGH ELECTRONIC MEANS

In compliance with the provisions of Regulation 44 of SEBI (Listing Obligation and Disclosure Requirements) Regulations, 2015 read with Section 108 of the Companies Act, 2013 and Rule 20 of the Companies (Management and Administration) Rules, 2014, as amended by the Companies (Management and Administration) Amendment Rules (including any statutory modifications, clarifications, exemptions or re-enactment thereof for the time being in force), the Company is pleased to provide the members the facility to exercise their votes for all the resolutions detailed in the Notice of the 44th Annual General Meeting scheduled to be held on Monday, the 20th July, 2026 at 3.30 PM by electronic means and the business may be transacted through remote e-voting and e-voting system during the AGM. Those Members, who will be present in the AGM through VC / OAVM facility and have not cast their vote on the Resolutions through remote e-voting, and are otherwise not barred from doing so, shall be eligible to vote through e-voting system during the AGM.

The Company has engaged the services of NSDL as the authorized agency to provide the remote e-voting and e-voting during the AGM as per instructions below.

Vote by Remote e-Voting and e-voting during the AGM

The Board of Directors has appointed Sri. M. D. Selvaraj, Company Secretary in Practice, failing which Sri. A. John Manoj, Company Secretary in Practice, Partners of MDS & Associates LLP, Company Secretaries as the Scrutinizer to scrutinize the voting during the AGM and remote e-voting process in a fair and transparent manner.

Any person, who acquires Shares of the Company and becomes Member of the Company after sending of the Notice and holding Shares as on the cut-off date, may obtain login ID and password by sending a request at [email protected]. However, if he / she is already registered with NSDL to remote e-voting then he / she can use his / her existing user ID and password for casting vote. Any person who ceases to be the member of the Company as on the cut-off date and in receipt of this notice, shall treat this Notice for information purpose only.

The Members who have cast their vote by remote e-voting prior to the AGM may also attend/ participate in the AGM through VC / OAVM but shall not be entitled to cast their vote again. Once the vote on a Resolution is cast by the Member, the Member shall not be allowed to change it subsequently.

The Members can join the AGM in the VC/OAVM mode 15 minutes before and after the scheduled time of the commencement of the Meeting by following the procedure mentioned in the Notice. The facility of participation at the AGM through VC/OAVM will be made available for 1000 members on first come first served basis. This will not include large Shareholders (Shareholders holding 2% or more shareholding), Promoters, Institutional Investors, Directors, Key Managerial Personnel, the Chairpersons of the Audit Committee, Nomination and Remuneration Committee and Stakeholders Relationship Committee, Auditors etc. who are allowed to attend the AGM without restriction on account of first come first served basis.

The Notice can also be accessed from the website of the Stock Exchange i.e. BSE Limited at www.bseindia.com and the website of NSDL (agency for providing the Remote e-Voting facility) i.e. www.evoting.nsdl.com.

THE INSTRUCTIONS FOR MEMBERS FOR REMOTE E-VOTING AND JOINING GENERAL MEETING ARE AS UNDER:

The remote e-voting period begins on Friday, 17th July, 2026 at 9:00 AM, India Standard Time ("IST") and ends on Sunday, 19th July, 2026 at 5:00 PM, IST. The remote e-voting module shall be disabled by NSDL for voting thereafter. The Members, whose names appear in the Register of Members / Beneficial Owners as on the record date (cut-off date) i.e. 13th July, 2026 may cast their vote electronically. The voting right of shareholders shall be in proportion to their share in the paid-up equity share capital of the Company as on the cut-off date, being 13th July, 2026.

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SUPER SALES INDIA LIMITED

How do I vote electronically using NSDL e-Voting system?

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 and joining virtual meeting for Individual shareholders holding securities in demat mode

In terms of SEBI Master Circular dated 30th January 2026 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 in order to access e-Voting facility.

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

SUPER SALES INDIA LIMITED

1. 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 or joining virtual meeting & voting during the meeting. 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.

2. 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.

3. Alternatively, the user can directly access e-Voting page by providing Demat Account Number and PAN No. from a e-Voting link available on www.cdslindia.com home page. The system will authenticate the user by sending OTP on registered Mobile & Email as recorded in the Demat Account. After successful authentication, user will be able to see the e-Voting option where the evoting is in progress and also able to directly access the system of all e-Voting Service Providers. |
   | Individual Shareholders (holding securities in demat mode) login through their depository participants | You can also login using the login credentials of your demat account through your Depository Participant registered with NSDL/CDSL for e-Voting facility. Upon logging in, you will be able to see e-Voting option. Click on e-Voting option, you will be redirected to NSDL/CDSL Depository site after successful authentication, wherein you can see e-Voting feature. Click on company name or e-Voting service provider i.e. NSDL and you will be redirected to e-Voting website of NSDL for casting your vote during the remote e-Voting period or joining virtual meeting & voting during the meeting. |

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

SUPER SALES INDIA LIMITED

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 e-voting and joining virtual meeting 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.

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.

1. Your User ID details are given below:

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

a) If you are already registered for e-Voting, then you can user your existing password to login and cast your vote.
b) If you are using NSDL e-Voting system for the first time, you will need to retrieve the 'initial 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.

SUPER SALES INDIA LIMITED

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.

1. 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.

1. After entering your password, tick on Agree to "Terms and Conditions" by selecting on the check box.

2. Now, you will have to click on "Login" button.

3. After you click on the "Login" button, Home page of e-Voting will open.

Step 2: Cast your vote electronically and join General Meeting on NSDL e-Voting System

How to cast your vote electronically and join General Meeting 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 and General Meeting is in active status.

2. Select "EVEN" of company for which you wish to cast your vote during the remote e-Voting period and casting your vote during the General Meeting. For joining virtual meeting, you need to click on "VC/OAVM" link placed under "Join Meeting".

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.

SUPER SALES INDIA LIMITED

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 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.

2. 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.

3. 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 Ms. Prajakta Pawle at [email protected]

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 provide Folio No., Name of shareholder, scanned copy of the share certificate (front and back), PAN (self-attested scanned copy of PAN card), AADHAR (self-attested scanned copy of Aadhar Card) by email to [email protected] under copy to [email protected].

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), AADHAR (self-attested scanned copy of Aadhar Card) to [email protected] under copy 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 and joining virtual meeting for Individual shareholders holding securities in demat mode.

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

THE INSTRUCTIONS FOR MEMBERS FOR e-VOTING ON THE DAY OF THE AGM ARE AS UNDER:

1. The procedure for e-Voting on the day of the EGM/AGM is same as the instructions mentioned above for remote e-voting.

2. Only those Members/ shareholders, who will be present in the EGM/AGM through VC/OAVM facility and have not casted their vote on the Resolutions through remote e-Voting and are otherwise not barred from doing so, shall be eligible to vote through e-Voting system in the EGM/AGM.

3. Members who have voted through Remote e-Voting will be eligible to attend the EGM/AGM. However, they will not be eligible to vote at the EGM/AGM.

4. The details of the person who may be contacted for any grievances connected with the facility for e-Voting on the day of the EGM/AGM shall be the same person mentioned for Remote e-voting.

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SUPER SALES INDIA LIMITED

INSTRUCTIONS FOR MEMBERS FOR ATTENDING THE AGM THROUGH VC/OAVM ARE AS UNDER:

1. Member will be provided with a facility to attend the EGM/AGM through VC/OAVM through the NSDL e-Voting system. Members may access by following the steps mentioned above for Access to NSDL e-Voting system. After successful login, you can see link of "VC/OAVM" placed under "Join meeting" menu against company name. You are requested to click on VC/OAVM link placed under Join Meeting menu. The link for VC/OAVM will be available in Shareholder/Member login where the EVEN of Company will be displayed. Please note that the members who do not have the User ID and Password for e-Voting or have forgotten the User ID and Password may retrieve the same by following the remote e-Voting instructions mentioned in the notice to avoid last minute rush.

2. Members are encouraged to join the Meeting through Laptops for better experience.

3. Further Members will be required to allow Camera and use Internet with a good speed to avoid any disturbance during the meeting.

4. Please note that Participants Connecting from Mobile Devices or Tablets or through Laptop connecting via Mobile Hotspot may experience Audio/Video loss due to Fluctuation in their respective network. It is therefore recommended to use Stable Wi-Fi or LAN Connection to mitigate any kind of aforesaid glitches.

5. Members who would like to express their views or ask questions during the AGM may register themselves as a speaker by sending their request from their registered email address mentioning their name, DP ID and Client ID/folio number, PAN, mobile number at [email protected] from July 10, 2026 (9:00 a.m. IST) to July 16, 2026 (5:00 p.m. IST). Those Members who have registered themselves as a speaker will only be allowed to express their views/ask questions during the AGM. The Company reserves the right to restrict the number of speakers depending on the availability of time for the AGM.

Coimbatore
18th May, 2026

By Order of the Board
S. K. Radhakrishnan
Company Secretary