Annual Report for FY 2025-2026 is enclosed

B. P. CAPITAL LIMITED CIN NO. : L74899HR1994PLC072042 REGD.OFFICE: Plot No- 138, Roz- Ka-MeoIndustrial Area, Sohna (Distt. Mewat), Haryana-122103 Phones: 0124-2362471 Email :bpcapitallimited@gmail.com, Website : www.bpcapital.in Date: September 02, 2026 The Manager Listing Department BSE Limited Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai – 400001 Sub: Notice of 33rd Annual General Meeting (AGM) of B. P. Capital Limited (‘the Company’) and Annual Report for the Financial Year 2025-26 (FY-26) Ref: BSE Scrip Code-536965; DSE-File No. 8211; CSE-Scrip Code-10012104 Dear Sir/Madam, This is to inform that the 33rd AGM of the Company will be held on Tuesday, September 29, 2026 at 10:30 AM (IST) physically at registered office of the Company situated at Plot No. 138, Roz-Ka-Meo Industrial Area, Sohna, (Distt. Mewat), Haryana – 122013. In terms of Regulation 34 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, we are enclosing the following: 1. Notice convening the 33rd AGM of the Company; and 2. Annual Report of the Company for FY-26 The Notice of the 33rd Annual General Meeting, containing the relevant web link and navigation path for accessing the Notice and the Annual Report for the Financial Year 2025-26, has been dispatched electronically to all eligible Members whose e-mail addresses are registered with the Company, Registrar and Share Transfer Agent (“RTA”) or Depository Participants (“DPs”). Further, to those Members whose e-mail addresses were not registered or available with the Company/RTA/DPs, a separate letter has been dispatched through ordinary post to their last known address, providing the relevant web link and navigation path for accessing the Notice and the Annual Report for the Financial Year 2025-26. The aforesaid documents are also hosted on the website of the Company viz. www.bpcapital.in. We request you to take the above information on record. Thanking you, Yours faithfully For B. P. Capital Limited Peeyush Kumar Aggarwal Managing Director DIN:- 00090423 Encl: As above C.C. : The Manager (Listing), The Manager (Listing), The Delhi Stock Exchange Ltd., Calcutta Stock Exchange Limited, DSE House, 3/1, Asaf Ali Road, 07, Lyons Range, Kolkatta, New Delhi – 110002 West Bengal – 700001 33rd Annual Report 2025-2026 B. P. CAPITAL LIMITED CIN: L74899HR1994PLC072042 Regd. Office : Plot No 138, Roz Ka Meo Industrial Area, Sohna, Mewat, Haryana-122103 Phone: 0124-2362471 Email : bpcapitallimited@gmail.com, Website : www.bpcapitaI.in B.P. CAPITAL LIMITED | 33rd Annual General Meeting CONTENTS Sr. No. Particulars Page No. 1. Corporate Information 2 2. Notice for Annual General Meeting 3 3. Directors’ Report 28 4. Management Discussion & Analysis 39 5. Report on Corporate Governance 47 6. Independent Auditors’ Report 87 7. Balance Sheet 95 8. Statement of Profit & Loss 96 9. Cash Flow Statement 97 10. Attendance Slip 118 11. Proxy Slip 120 ROUTE MAP FOR THE AGM VENUE Venue: Plot No 138, Roz Ka Meo Industrial Area, Sohna, Mewat, Haryana-122103 B.P. CAPITAL LIMITED | 33rd Annual General Meeting Corporate Information BOARD OF DIRECTORS Mr. Peeyush Kumar Aggarwal Managing Director (DIN: 00090423) Mr. Ajay Sharma Independent Director (DIN: 03344008) Mrs. Madhu Sharma Independent Director (DIN: 06947852) Mr. Faizal Bavaraparambil Abdul Khader Non Executive Director (DIN: 07729191) COMPANY SECRETARY AND COMPLIANCE OFFICER Ms. Ishani Manan Joshi Company Secretary & Compliance Officer CHIEF FINANCIAL OFFICER Mr. Shatrughan Sahu Chief Financial Officer (CFO) AUDITORS Nemani Garg Agarwal & Co. Chartered Accountants (Firm Registration No. 010192N) BANKERS Bank of Baroda, Kamla Nagar Delhi-110007 REGISTRAR & SHARE TRANSFER AGENTS Skyline Financial Services Private Limited D-153/A, 1st Floor, Okhla Industrial Area, Phase -1, New Delhi-110020 Phone No: 011-40450193-97, Fax No: 26812682 Email: info@skylinerta.com REGISTERED OFFICE Plot No 138, Roz Ka Meo Industrial Area, Sohna, Mewat, Haryana-122103 Email: bpcapitallimited@gmail.com, Website: www.bpcapital.in CIN NO. & ISIN OF THE COMPANY L74899HR1994PLC072042, INE947C01010 B.P. CAPITAL LIMITED | 33rd Annual General Meeting B. P. Capital Limited CIN: L74899HR1994PLC072042 Plot No 138, Roz Ka Meo Industrial Area, Sohna, Mewat, Haryana-122103 Phone: 0124-2362471 Email: bpcapitallimited@gmail.com, Website: www.bpcapital.in Notice ************** NOTICE IS HEREBY GIVEN THAT THE THIRTY THIRD ANNUAL GENERAL MEETING OF THE MEMBERS OF B. P. CAPITAL LIMITED WILL BE HELD ON TUESDAY, THE 29TH DAY OF SEPTEMBER, 2026, AT PLOT NO 138, ROZ KA MEO INDUSTRIAL AREA, SOHNA, MEWAT, HARYANA - 122103 AT 10:30 A.M. TO TRANSACT THE FOLLOWING BUSINESS: Ordinary Business: 1. To receive, consider and adopt the Audited Financial Statements of the company including the Balance Sheet of the Company as at 31st March, 2026 and the Statement of Profit and Loss of the Company and Cash Flow Statement and other Annexures thereof for the Financial Year ended 31st March, 2026 and the Report of the Board of Directors and Auditors thereon. 2. To appoint Mr. Faizal Bavaraparambil Abdul Khader (DIN: 07729191), as the Director of the Company, who is liable to retire by rotation and being eligible, offers himself for re-appointment pursuant to the provisions of Section 152 of the Companies Act, 2013. Special Business: 3. RE-APPOINTMENT OF MR. AJAY SHARMA (DIN: 03344008) AS AN INDEPENDENT DIRECTOR OF THE COMPANY To consider and if thought fit, to pass, with or without modification, the following resolution as a Special Resolution. “RESOLVED THAT pursuant to the provisions of Sections 149, 150 and 152 and other applicable provisions, if any, read along with Schedule IV to the Companies Act, 2013 (‘the Act’), the Companies (Appointment and Qualifications of Directors) Rules, 2014 (including any statutory modification(s) or re-enactment(s) thereof for the time being in force) and Regulation 17 and any other applicable provisions of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘SEBI Listing Regulations’), as amended from time to time, Mr. Ajay Sharma (DIN: 03344008), who was previously appointed as an Independent Director of the Company for a first term of five (5) consecutive years from September 01, 2021 to August 31, 2026 (both days inclusive), and who has been appointed by the Board of Directors of the Company, at its meeting held on August 29, 2026, based on the recommendation of the Nomination and Remuneration Committee, as an Additional Non-Executive Independent Director under Section 161(1) of the Act, for a second term of five (5) consecutive years commencing from September 01, 2026 to August 31, 2031 (both days inclusive), and who has given his consent to act as an Independent Director and submitted the requisite declaration confirming that he meets the criteria of independence prescribed under Section 149(6) of the Act and Regulation 16(1)(b) of the SEBI Listing Regulations, and in respect of whom the Company has received the requisite notice in writing from a Member under Section 160(1) of the Act proposing his candidature for the office of Director, be and is hereby re-appointed as an Independent Director of the Company, not liable to retire by rotation, for a second term of five (5) consecutive years commencing from September 01, 2026 to August 31, 2031 (both days inclusive). RESOLVED FURTHER THAT pursuant to the provisions of Sections 149, 197 and other applicable provisions of the Act read with the Rules made thereunder and Regulation 17(6) of the Listing Regulations, Mr. Ajay Sharma (DIN: 03344008), be paid such fees, remuneration and profit-related commission as the Board may approve from time to time and subject to such limits prescribed from time to time. RESOLVED FURTHER THAT the Board of Directors of the Company (including its Committee thereof) be and is hereby authorised to do all such acts, deeds, matters and things as may be necessary, [Showing first 8,000 characters — download PDF for full document]