Shareholders meeting

Date: September 03, 2026 BSE Limited National Stock Exchange of India Limited Phiroze Jeejeebhoy Towers, Exchange Plaza, 5th Floor Dalal Street, Plot no. C/l, G Block, Mumbai- 400001. Bandra - Kurla Complex, Bandra (E), Mumbai - 400 051. Scrip Code: 543266 Symbol: HERANBA Sub: Notice of the 34th Annual General Meeting (AGM) of the Company. Dear Sir/Madam, Pursuant to Regulations 30 of Securities and Exchange Board of India (Listing Obligations & Disclosure Requirements) Regulations 2015 (“Listing Regulations”), we are submitting herewith the Notice of the 34th AGM of HERANBA INDUSTRIES LIMITED for the Financial Year 2025-26 which will be sent to the shareholders through electronic mode. The 34th AGM will be held on Monday, September 28, 2026 at 04:00 P.M. (IST) through Video Conferencing ("VC")/ Other Audio-Visual Means ("OAVM") in accordance with the relevant circulars issued by the Ministry of Corporate Affairs (“MCA”) and Securities and Exchange Board of India (“SEBI”). You are requested to kindly take the above information on record. Thanking You. Yours faithfully, For Heranba Industries Limited Abdul Latif Company Secretary & Compliance Officer Encl: as above Corporate Overview Statutory Reports Financial Statements 43 Notice NOTICE is hereby given that the 34th (Thirty-Fourth) Annual General Meeting of the members of Heranba Industries Limited (“Company”) will be held on Monday September 28, 2026 at 04.00 p.m. through Video Conferencing (VC)/Other Audio Visual Means (OAVM) facility to transact the following business: ORDINARY BUSINESS: and is hereby accorded to pay remuneration of 2,00,000/- (Rupees Two Lakhs Only) plus GST 1. Adoption of Audited Financial Statements thereon and reimbursement of out of pocket (Standalone and Consolidated) along with expenses at actual to M/s. Tapan Gaitonde & Co., Reports of Board and Auditors for the Financial Cost Accountant, Mumbai (Firm Registration Year ended in March 31, 2026: No. 104043) who has been appointed by the Board as Cost Auditors of the Company for the To receive, consider and adopt the Audited financial year 2026-27; Standalone and Consolidated financial statements, namely (i) the Audited Balance Sheet RESOLVED FURTHER THAT for the purpose of as at March 31, 2026, (ii) the Audited Profit and giving effect to this Resolution, the Board be and Loss Account for the financial year ended March is/are hereby authorised to finalise, sign, settle 31, 2026, (iii) the Audited Cash Flow Statement and execute such documents/deeds/writings/ for the financial year ended March 31, 2026, (iv) papers/agreements as may be required and to Statement of Changes in Equity as on March 31, take from time to time all decisions and such 2026, (v) Notes annexed to, or forming part of, the steps as may be necessary and to do all acts, documents referred to in (i) to (iv) above and the deeds, matters and things as may in its absolute reports of the Board of Directors and the Auditors discretion deem necessary, proper or desirable thereon. and to settle any question(s), difficulty(ies) or doubt(s) that may arise in this regards in the 2. Appointment of a director in place of best interest of the Company.” Mr. Sadashiv K Shetty (DIN: 00038681): 5. Re-appointment of Ms. Reshma D Wadkar (DIN: To appoint a director in place of Mr. Sadashiv 09394615) as a Non-Executive Independent K Shetty (DIN: 00038681), Whole time director Woman Director of the Company for a second designated as Executive Chairman retired by term of five consecutive years: rotation being eligible for the re-appointment, offers himself for re-appointment. To consider and if thought fit, to pass with or without modification(s), the following Resolution 3. Appointment of a director in place of as a Special Resolution: Mr. Raghuram K Shetty (DIN: 00038703): “RESOLVED THAT pursuant to the provisions of To appoint a director in place of Mr. Raghuram Section 149, 152 and other applicable provisions, K Shetty (DIN: 00038703), Managing Director if any, of the Companies Act, 2013, Companies retired by rotation being eligible for the re- (Appointment and Qualification of Directors) Rules, appointment, offers himself for re-appointment. 2014, including any statutory modification(s) or re-enactment thereof for the time being in force), SPECIAL BUSINESS: relevant applicable regulation(s) of the SEBI 4. Ratification of the remuneration payable to the (Listing Obligations & Disclosure Requirements) Cost Auditors of the Company for the Financial Regulations, 2015 and also provisions of Articles Year 2026-27: of Association of the Company, the consent of the Members of the Company be and is hereby To consider and, if thought fit, to pass, with or accorded for the re-appointment of Ms. Reshma without modification(s), the following resolution D Wadkar (DIN: 09394615) as a Non-Executive Independent Woman Director of the Company as an Ordinary Resolution: for a second term of five consecutive years commencing from November 11, 2026 up to “RESOLVED THAT pursuant to provisions of Section November 10, 2031, not liable to retire by rotation; 148 and other applicable provisions, if any, of the Companies Act, 2013 and the Companies (Audit and Auditors) Rules, 2014 (including any RESOLVED FURTHER THAT the Board of Directors of the Company (including any Committee thereof) statutory modification(s) or re-enactment(s) of the Company, be and are hereby authorised thereof, for the time being in force), and upon to do all such acts, deeds, matters and things recommendation of the Audit Committee as may be considered necessary, desirable or and as proposed by the Board of Directors, expedient to give effect to this resolution.” consent of the members of the company be 44 Heranba Industries Limited | Annual Report 2025-26 6. Re-appointment of Mr. Shriraj S. Shetty (DIN pursuant to Regulation 17(6)(e) of SEBI (LODR) 06609014) as a whole time director designated Regulations, 2015, the consent of the Members as Executive Director of the Company: of the Company be and is hereby accorded for the re-appointment of Mr. Shriraj S Shetty (DIN To consider and, if thought fit, to pass the 06609014) as a Whole Time Director designated following resolution with or without modifications, as Executive Director of the Company, whose as a Special Resolution: office will be liable to determination by retirement by rotation, for a period of five (05) years with “RESOLVED THAT pursuant to the recommendation effect from November 11, 2026 to November of the Nomination and Remuneration Committee 10, 2031 on the terms and conditions including and approval of the Board of Directors of the the remuneration as set out in the Explanatory Company and in accordance with sections 196, Statement annexed to the Notice convening this 197, 198, 203 and all other applicable provisions Meeting; of the Companies Act 2013 (“the Act”) and the Companies (Appointment and Remuneration of RESOLVED FURTHER THAT the Board of Directors of Managerial Personnel) Rules, 2014 (including any the Company (including any Committee thereof) statutory modification or reenactment thereof of the Company, be and are hereby authorised for the time being in force) read with Schedule to do all such acts, deeds, matters and things V to the Act, as amended from time to time, and as may be considered necessary, desirable or expedient to give effect to this resolution.” By order of the Board For Heranba Industries Limited Date: August 22, 2026 Mr. Abdul Latif Place: Mumbai Company Secretary ACS-17009 Registered Office: PLOT NO. 1504/1505/1506/1, GIDC, PHASE-III, VAPI, VALSAD- 396195 GUJARAT Corporate Overview Statutory Reports Financial Statements 45 Notes: 1. The Explanatory Statement pursuant to Section However, in pursuance of Section 112 and 113 of the 102 of the Companies Act, 2013 (“the Act”) read Act, representatives of the members such as the with SEBI (LODR) Regulations, 2015 and Secretarial President of India or the Governor of a State or Stand [Showing first 8,000 characters — download PDF for full document]