Shareholders meeting

TECHNO ELECTRIC & ENGINEERING COMPANY LIMITED CIN: L40108HR2005PLC142826 Registered Office: 415/2, Mehrauli Gurgaon Road, 4th Floor Sector-14, Basai Road, Gurgaon- 122001, Haryana, India, Tel: +91-12-44592550 Corporate Office: 1B, Park Plaza, South Block, 71, Park Street, Kolkata-700 016 Tel: +91 (33) 4051 3000/3100, Fax: +91 (033) 4051 3326 Website: hppts://www.techno.co.in, E-Mail: desk.investors@techno.co.in NOTICE OF 21st ANNUAL GENERAL MEETING NOTICE is hereby given that the 21st Annual General Meeting of the Members of Techno Electric & Engineering Company Limited will be held on Wednesday, the September 23, 2026 at 3.30 p.m. through Video Conferencing (“VC”) or Other Audio Visual Means (“OAVM”) to transact the following businesses: ORDINARY BUSINESS: 1. To receive, consider and adopt the Audited Financial Statements (both Standalone and Consolidated) of the Company for the financial year ended March 31 2026 together with the Reports of the Board of Directors and Auditors thereon and if thought fit, to pass the following resolution, with or without modification(s), as Ordinary Resolution: “RESOLVED THAT the Audited Financial Statements (both Standalone and Consolidated) of the Company for the financial year ended March 31, 2026 together with Reports of the Board of Directors and Auditors thereon be and are hereby received, considered and adopted.” 2. To declare final dividend on equity shares for the financial year ended March 31, 2026, as recommended by the Board of Directors and if thought fit, to pass the following resolution, with or without modification(s), as Ordinary Resolution: “RESOLVED THAT the Final Dividend of Rs. 7/- per equity share of nominal value of Rs. 2/- each as recommended by the Board of Directors of the Company for the financial year 2025-26, be and is hereby declared for payment out of the profits of the Company, to those shareholders whose names appear in the Register of Members / Statement of Beneficial as on Record date.” 3. To appoint a Director in place of Mr. James Raymond Trout (DIN:10566465), who is a Non- Executive Director and retires by rotation in terms of section 152 of the Companies Act, 2013 and, being eligible, offers herself, for re-appointment and if thought fit, to pass the following resolution, with or without modification(s), as Ordinary Resolution: “RESOLVED THAT Mr. James Raymond Trout (DIN:10566465), a Non-Executive Director retiring by rotation in terms of Section 152 of the Companies Act, 2013, be and is hereby reappointed as a Director of the Company whose period of office shall be subject to retirement by rotation.” SPECIAL BUSINESS: 4. Appointment of Mr. Aninda Chatterjee (DIN: 01760865) as Independent Director: To consider and if thought fit, to pass with or without modification(s), the following resolution as Special Resolution: “RESOLVED THAT Mr. Aninda Chatterjee (DIN: 01760865), who was recommended by the Nomination and Remuneration Committee and the Board of Directors for appointment as independent director of the Company and, who is 61 years of age and, who meets the criteria for independence as provided in Section 149(6) of the Act and Regulation 16(1)(b) of SEBI Listing Regulations and has submitted a declaration to that effect, and who is eligible for appointment as a Non-Executive Independent Director of the Company and in respect of whom a notice in writing from a Member under Section 160 of the Companies Act, 2013 has been received in the prescribed manner, be and is hereby appointed as an Independent Director of the Company pursuant to the provisions of Sections 149, 150, 152 and other applicable provisions, if any, of the Act read with Schedule IV to the Act and the Companies (Appointment and Qualification of Directors) Rules, 2014, Regulation 17 and other applicable regulations of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI Listing Regulations”), as amended from time to time for a term of five years commencing from September 23, 2026 and who would not be liable to retire by rotation. RESOLVED FURTHER THAT Mr. Aninda Chatterjee shall perform the role, duties and responsibilities of an Independent Director in compliance with the Companies Act, 2013, SEBI (Listing Obligation and Disclosure) Regulation, 2015 as amended, from time to time. “RESOLVED FURTHER THAT the Board of Directors of the Company (which term shall be deemed to include any Committee of the Board constituted to exercise its powers, including the powers conferred by this Resolution) be and is hereby authorised to take all such steps as may be necessary, proper and expedient to give effect to this Resolution.” 5. Approval of Remuneration to Cost Auditors: To consider and, if thought fit, to pass the following resolution as Ordinary Resolution: “RESOLVED THAT pursuant to the provisions of Section 148(3) and other applicable provisions, if any, of the Companies Act, 2013 and the Rules made thereunder, the remuneration payable to Saibal Sekhar Kundu, Cost Accountants (Firm Registration No. 100135) amounting to Rs. 20,000/- (Rupees Twenty Thousand only) including the tax as applicable thereon and the re-imbursement of out of pocket expenses incurred in connection with the conduct the audit of the cost records of the Company for the financial year ending March 31, 2027 as Cost Auditors, be and is hereby confirmed and approved. RESOLVED FURTHER THAT the Board of Directors of the Company (including its Committee) be and is hereby authorised to do all such acts, deeds, matters and things as may be necessary, expedient and desirable for the purpose of giving effect to this resolution.” 6. Increase in borrowing limits from Rs. 3,000 crores to Rs. 3,500 crores or the aggregate of the paid up capital and free reserves of the Company, whichever is higher: To consider and, if thought fit, to pass the following Resolution as a Special Resolution: “RESOLVED THAT subject to the provisions of Section 180(1)(c) and other applicable provisions, if any, of the Companies Act, 2013 and relevant rules made thereunder (including any statutory modifications or re-enactments thereof) and in supersession of all the earlier resolutions passed in this regard and pursuant to the provisions of the Articles of Association of the Company, consent be and is hereby accorded to the Board of Directors of the Company and/or any Committee of Directors thereof, to borrow in any manner from time to time, any sum or sums or moneys at its discretion on such terms and conditions as the Board of Directors may deem fit, from the financial institutions, Company’s bankers and/or from any person or persons, firms, bodies corporate, whether by way of loans, advances, deposits, bill discounting, issue of debentures, bonds or any financial instruments or otherwise and whether secured or unsecured, for an aggregate amount not exceeding Rs. 3500.00 Crores (Rupees Three Thousand Five Hundred Crores only), notwithstanding that money so borrowed together with the monies already borrowed by the Company, if any (apart from temporary loans obtained from the Company’s bankers in the ordinary course of business) may exceed the aggregate of the paid-up share capital of the Company and its free reserves.” “RESOLVED FURTHER THAT for the purpose of giving effect to this resolution, the Board be and is hereby authorized to do all such acts, deeds, matters, things as may be required as it may in its absolute discretion deem necessary, proper or desirable and to settle any question, difficulty, doubt that may arise in respect of the borrowing(s) as aforesaid and also to delegate all or any of the above powers to such Committee of Directors or the Managing Director or the Director or the Principal Officer of the Company and further to do all such acts, deeds and things and to execute all documents and writings as may be necessary, proper, desirable or expedient to give effect to this resolution(s).” 7. 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