BSECompany Update1 Sept 2026 · 1 Sept 2026, 04:50 pm

Please find enclosed the corrigendum to the Notice of 44th AGM of the Company.

Bodhtree Consulting Ltd · 539122

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Bodhtree Consulting Ltd issues corrigendum to the notice of 44th AGM, incorporating additions/amendments to the explanatory statement for item no. 5 regarding the proposed preferential issue.

Analysis Scores

Earnings Impact5/10
Growth Catalyst3/10
Governance Concern2/10
Regulatory Risk6/10
Balance Sheet Risk4/10
Liquidity Impact7/10
Market Sentiment5/10

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Bodhtree Consulting Ltd - 539122 - Corrigendum To The Notice Of 44Th AGM Of The Company.

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Date: September 01, 2026 Listing Compliance Department M/s. BSE Limited Phiroze Jeejeebhoy Towers Dalal Street Mumbai- 400001 Scrip Code: 539122 Dear Sir/Madam, Sub: Intimation regarding dispatch of Corrigendum to the Notice of 44th Annual General Meeting – Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. We refer to the Notice dated August 11, 2026 convening the 44th Annual General Meeting (“AGM”) of M/s. Bodhtree Consulting Limited (“the Company”), scheduled to be held on Wednesday, September 09, 2026, at 11.00 A.M. IST, to be held through Audio-Visual Electronic Communication Means (“AVEC”), which was duly intimated to the Stock Exchange. Pursuant to the observations received from BSE Limited ("BSE") on August 20, 2026 on the Company's application seeking in-principle approval for the proposed Preferential Issue, and in accordance with the applicable provisions of the SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018 ("ICDR Regulations"), the Companies Act, 2013, and the relevant MCA Circulars, the Company has issued a Corrigendum dated September 01, 2026 to the Notice of the 44th Annual General Meeting ("Corrigendum"), incorporating certain additions/amendments to the Explanatory Statement for Item No. 5 of the AGM Notice. The said Corrigendum has been dispatched electronically on September 01, 2026 to all the Members of the Company whose email addresses are registered with the Company and / or their Depository Participants, in compliance with the applicable provisions of the Companies Act, 2013, the rules made thereunder, and the circulars issued by the Ministry of Corporate A(cid:431)airs and SEBI. The Corrigendum has also been uploaded on the website of the Company at www.bodhtree.ai. A copy of the said Corrigendum is enclosed herewith for the information of all the stakeholders of the Company. This intimation is being submitted pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 You are requested to kindly take the above information on record. Thanking you Yours truly for Bodhtree Consulting Limited Vidhi Sharma Company Secretary & Compliance O(cid:431)icer Encl: A/a BODHTREE CONSULTING LIMITED CIN: L74140TG1982PLC040516 Registered Office: Workafella, Cyber Crown- 409, 423, Sec-II, HUDA Techno Enclave, Madhapur, Hyderabad, Shaikpet, Telangana, India, 500081 CORRIGENDUM TO THE NOTICE OF THE 44th ANNUAL GENERAL MEETING Date: September 1, 2026 This corrigendum ("Corrigendum") is issued with reference to the Notice dated August 11, 2026 ("Notice") convening the 44th Annual General Meeting ("AGM") of the Members of Bodhtree Consulting Limited ("Company"), scheduled to be held on Wednesday, September 09, 2026, and in particular the Explanatory Statement pursuant to Section 102 of the Companies Act, 2013 annexed to Item No. 5 of the Notice (relating to the proposed preferential issue of up to 23,52,940 equity shares of the Company to M/s. Nerdix Technologies LLP and M/s. Virello Estates LLP) ("Preferential Issue"). Pursuant to queries raised by BSE Limited ("Exchange") on the Company's application seeking in-principle approval for the Preferential Issue, and to ensure that the objects of the Preferential Issue are specific and not open-ended or vague, in accordance with BSE Circular No. 20221213- 47 dated December 13, 2022 and Regulation 163 of the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018 ("SEBI ICDR Regulations"), the Company is issuing this Corrigendum to particularise paragraphs 1 ("Objects of the Preferential Issue") and 2 ("Utilization of Gross Proceeds") appearing under Item No. 5 of the Explanatory Statement. This particularisation is made within, and does not alter, the same two heads and the same aggregate amount of ₹3.99 crore already approved by the Board of Directors on August 11, 2026 and disclosed to Members in the Notice; accordingly, it does not require a fresh Board resolution and is issued solely to supplement the disclosure with the initiative-wise specificity sought by the Exchange. Save as set out in this Corrigendum, all other terms of the Notice, the Explanatory Statement and the accompanying Special Resolution at Item No. 5 remain unchanged. 1. Existing Text (as it appears in the Notice) "1. Objects of the Preferential Issue The proceeds of the proposed Preferential Issue will be utilised to meet the Company's working capital requirements, support the expansion and scaling-up of its existing business operations, fund general corporate and administrative requirements, and strengthen its overall financial position. The funds may also be utilised for other business-related and permissible purposes, including new business opportunities, projects and operational requirements, as may be determined by the management from time to time, subject to applicable laws and regulatory approvals." "2. Utilization of Gross Proceeds" Sr. Particulars Total estimated Tentative No. amount (₹ In timeline Crores) 1. Expansion and growth: Funding the Company's 3.19 Within 12 business expansion plans, including investments months in artificial intelligence and related technology capabilities, strategic investments in real estate, capital expenditure, and other strategic/growth- linked initiatives as may be undertaken by the Company from time to time. 2. General Corporate Purposes: Meeting ongoing 0.80 Within 12 general corporate exigencies and contingencies, months working capital requirements and expenses of the Company, and other general corporate purposes as may be permissible under applicable laws. Total 3.99 2. Revised Text (as corrigendum) "1. Objects of the Preferential Issue The net proceeds of the Preferential Issue (estimated at ₹3.99 crore, approx.) shall continue to be utilised under the same two heads already approved by the Board of Directors on August 11, 2026, namely (A) Expansion and Growth (₹3.19 crore) and (B) General Corporate Purposes (₹0.80 crore). The "Expansion and Growth" head, under which all proposed utilisation other than General Corporate Purposes falls, is particularised into the following specific, technology- linked initiatives, within a period of up to 12 (twelve) months from the date of receipt of funds: (a) Core IT & Digital Transformation Business Expansion; (b) Artificial Intelligence & Emerging Technology; (c) Technology Talent & Delivery Capacity; (d) Cloud, Data & Cybersecurity Infrastructure; and (e) Selective Technology-enabled Infrastructure/Strategic Initiatives (being the acquisition and/or long-term lease of technology-enabled office or delivery-centre premises for the Company's own operational use, and other growth-linked initiatives directly connected to the Company's existing IT/ITeS business), each as set out in the table below. For the avoidance of doubt, the objects of the Preferential Issue do not include, and shall not be read to include, any distinct or open-ended "capital expenditure" head, any stand-alone "strategic real estate investment" head, or "working capital requirements", each of which stands withdrawn from the objects of the Preferential Issue. The amount allocated to each initiative shall be utilised only for that initiative and shall not be diverted to, or added to, the General Corporate Purposes head, save pursuant to the permitted +/-10% variation referred to below. The amount proposed to be utilised for General Corporate Purposes (₹0.80 crore) constitutes approximately 20% of the aggregate issue proceeds, within the 25% ceiling prescribed under the BSE guidance note dated December 13, 2022. Pending utilisation, the issue proceeds shall be kept in one or more scheduled commercial bank accounts of the Company (including by way of fixed/short-term deposits), and shall not be used for any purpose other than the stated objects of the Preferential Issue. As this particularisation does not alter the objects, [Showing first 8,000 characters — download PDF for full document]