Kridhan Infra Ltd

To,

The Members

KRIDHAN INFRA LIMITED,

NOTICE is hereby given that the 17^thAnnual General Meeting of KRIDHAN INFRA LIMITED will be held on Saturday, September 30, 2023 at 4:00 p.m. through Video Conferencing ("VC'')/Other Audio-Visual Means ("OAVM'') which will deemed to be held at the Corporate Office of the Company to transact the following business:

ORDINARY BUSINESS:

1. To receive, consider and adopt the Standalone and Consolidated Audited Financial Statement of the Company for the financial year ended March 31,2023, the Change in Equity, Statement of Profit and Loss and Cash Flow Statement of the Company for the year ended on that date and notes related thereto together with the Reports of the Board and Auditors thereon.

2. To appoint a Director in place of Mr. Gautam Joginderlal Suri (DIN: 08180233), who retires by rotation pursuant to the provisions of Section 152 of the Companies Act, 2013 (the Act) and who is not disqualified to become Director under the Act and being eligible, offers herself for re- appointment.

3. Appointment of M/s B.R. Kotecha & Co., Chartered Accountants (Firm Registration No. 105532W) as the Statutory Auditors of the Company for a term of 5 years:

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

"RESOLVED THAT pursuant to provisions of Sections 139, 142 and all other applicable provisions of the Companies Act, 2013 read with the Companies (Audit and Auditors) Rules, 2014, as amended from time to time, and all other applicable provisions, if any, (including any statutory modifcation(s) or re- enactment thereof, for the time being in force), and pursuant to recommendations of the Audit Committee and Board of Directors, B.R. Kotecha & Co., Chartered Accountants (Firm Registration No. 105532W), be and are hereby appointed as the 1Statutory

Auditors of the Company for a term of five consecutive years to hold office from the conclusion of this 17^th Annual General Meeting till the conclusion of the 22^nd Annual General Meeting, at a remuneration as may be mutually agreed to, between the Board of Directors and auditor, plus applicable taxes, out-of-pocket expenses, travelling and other expenses (if any), in connection with the work of audit to be carried out by them.

RESOLVED FURTHER THAT the Board of Directors be and is hereby authorized to do all such acts, deeds, matters and things and to take all such steps as may be necessary, proper or expedient to give effect to this resolution.''

SPECIAL BUSINESS:

4. Appointment of M/s B.R. Kotecha & Co., Chartered Accountants (Firm Registration No. 105532W) as the Statutory Auditors to fill the casual vacancy caused by resignation of M/s. Bagaria & Co.LLP, Chartered Accountants:

To consider and, if thought ft, to pass, the following resolution(s) as an Ordinary Resolution:

"RESOLVED THAT pursuant to the provisions of Sections 139, 142 of the Companies Act, 2013 read with the Companies (Audit and Auditors) Rules, 2014, as amended from time to time, and all other applicable provisions, if any, (including any statutory modification(s), amendment(s) or re-enactment(s) thereof, for the time being in force) and pursuant to recommendation(s) of the Audit Committee and Board of Directors, B.R. Kotecha & Co., Chartered Accountants (Firm Registration No. 105532W), be and are hereby appointed as Statutory Auditors of the Company from September 6, 2023, until the conclusion of this 17th Annual General Meeting of the Company to fill the casual vacancy caused by the resignation of M/s. Bagaria & Co. LLP, Chartered Accountants (Firm Registration No. 105532W) at a remuneration as may be mutually agreed to, between the Board of Directors and auditors plus applicable taxes, out-of-pocket expenses, travelling and other expenses (if any), in connection with the work of audit to be carried out by them.

RESOLVED FURTHER THAT the Board of Directors be and is hereby authorized to do all such acts, deeds, matters and things and to take all such steps as may be necessary, proper or expedient to give effect to this resolution."

5. Appointment of Mr. Rishi Raj (DIN: 06683367) as Director of the Company:

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

"RESOLVED THAT Mr. Rishi Raj (DIN: 06683367), who was appointed as an Additional Director who holds office upto the date of this Annual General Meeting in terms of Section 161(1) of the Companies Act, 2013 (the "Act") with effect from September 7, 2023 and who is eligible for appointment and has consented to act as Director of the Company and in respect of whom the Company has received a notice in writing from a Member under Section 160 of the Act proposing his candidature for the office of Director, be and is hereby appointed as a Director of the Company."