Shareholders meeting

Date: September 05, 2026 To, To, The General Manager, The Manager, Department of Corporate Services, Listing Department, BSE Ltd. National Stock Exchange of India Limited P.J. Towers, Dalal Street, Exchange Plaza, Bandra-Kurla Complex, Fort, Mumbai- 400 001 Bandra (East), Mumbai - 400051 Ref: BSE Scrip Code: 532946 and NSE Symbol: BANG Subject: Notice convening the 34th Annual General Meeting (“AGM”) of Bang Overseas Limited (“the Company”) Dear Sir/ Madam, Pursuant to Regulations 30 and 34(1) of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI Listing Regulations”), we hereby enclose the Notice convening the 34th AGM of the Company to be held through Video Conferencing (“VC”) / Other Audio Visual Means (“OAVM”) for the financial year 2025-26. Details of AGM are as under: Particulars Details Day and Date Tuesday, September 29, 2026 Time 11.30 A.M. (IST) Book Closure Date Wednesday, September 23, 2026 to Tuesday, September 29, 2026 (both days inclusive) Remote E-voting period Friday, September 25, 2026 at 09:00 A.M. and ends on Monday, September 28, 2026 at 05:00 P.M The Notice for the 34th AGM of the Company is being sent electronically to those shareholders whose email IDs are registered with the Company/Registrar and Share Transfer Agent and the Depositories. The aforesaid Notice is also available on the Company's website at https://www.banggroup.com/investor-relation/ and on the website of National Securities Depository Limited (“NSDL”) at https://www.evoting.nsdl.com. The remote e-voting period commences on Friday, September 25, 2026 at 09:00 A.M. and ends on Monday, September 28, 2026 at 05:00 P.M During this period, members holding shares either in physical form or in dematerialised form as on Tuesday, September 22, 2026, i.e. cut-off date, may cast their vote electronically. This is for your information and record. Thanking You, Yours faithfully, For Bang Overseas Limited Brijgopal Bang Managing Director DIN: 00112203 Encl: As above NOTICE OF 34TH ANNUAL GENERAL MEETING OF THE MEMBERS OF BANG OVERSEAS LIMITED NOTICE OF 34TH ANNUAL GENERAL MEETING NOTICE is hereby given that the THIRTY FOURTH (34TH) ANNUAL GENERAL MEETING (AGM) of the Members of BANG OVERSEAS LIMITED will be held on Tuesday, September 29, 2026 at 11:30 A.M. through Video Conferencing (‘VC’)/ Other Audio Visual Means (‘OAVM’), for which purpose the Registered office of the company shall be deemed as the venue for the Meeting and the proceedings of the Annual General Meeting shall be deemed to be made thereat, to transact the following businesses: ORDINARY BUSINESS: 1. To receive, consider and adopt: (a) The Standalone Financial Statements of the Company for the year ended on March 31, 2026, containing the Audited Balance Sheet, the Statement of Change in Equity, Profit and Loss, Cash Flow statement and report of the Board and Auditors thereon, on that date. (b) The Consolidated Financial Statements of the Company for the year ended on March 31, 2026, containing the Audited Balance Sheet, the Statement of Change in the Equity, Profit and Loss, Cash Flow Statement and report of the Auditors thereon, on that date. 2. To appoint a Director in place of Mr. Brijgopal Bang (DIN: 00112203) who retires by rotation, being eligible, seeks re-appointment. SPECIAL BUSINESS: 3. Approval of Material Related Party Transaction with Thomas Scott (India) Limited. To consider, and, if thought fit, approve the material related party transaction(s) proposed to be entered into by the Company and to pass, with or without modification(s), the following resolution as an Ordinary Resolution: “RESOLVED THAT in supersession of earlier resolution, pursuant to the applicable provisions of section 188 of the Companies Act, 2013 read with the rules framed thereunder (including any statutory amendment(s) or re-enactment(s) thereof, for the time being in force, if any), and in terms of Regulation 23 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI Listing Regulations”), as amended from time to time, the consent of the Members of the Company be and is hereby accorded to the Board of Directors of the Company (“Board”), for entering into and / or carrying out and / or continuing with existing contracts / arrangements/ transactions or modification(s) of earlier/ arrangements/transactions or as fresh and independent transaction(s) or otherwise (whether individually or series of transaction(s) taken together or otherwise), with Thomas Scott (India) Limited, a related party of the Company within the meaning of Regulation 2(1)(zb) of the Listing Regulations, as per the details given below and also set out in the explanatory statement annexed to this notice, notwithstanding the fact that the aggregate value of all these transaction(s), whether undertaken directly by the Company or along with its subsidiary(ies), may exceed the ANNUAL REPORT | 2025-26 prescribed thresholds as per provisions of the SEBI Listing Regulations as applicable from time to time, provided, however, that the said contract(s)/ arrangement(s)/ transaction(s) shall be carried out at an arm’s length basis and in the ordinary course of business of the Company. Sr. Name of the Party and Type of Amount Tenure No. Nature of Relationship Transaction 1 Thomas Scott (India) Sale/Purchase of 200 1 years from the Limited (Enterprise owned Raw Material and Crores date of Approval i.e. or significantly influenced by Finished Goods 30th September, the Key Managerial and /or Services. 2026 to 29th Personnel of the Company September, 2027. and/or their relatives.) RESOLVED FURTHER THAT the Board be and are hereby authorized to execute all such agreements, documents, instruments and writings as deemed necessary, with power to alter and vary the terms and conditions of such contracts / arrangements / transactions, settle all questions, difficulties or doubts that may arise in this regard.” 4. Approval of Material Related Party Transaction Between Vedanta Creations Limited (WOS) and Thomas Scott (India) Limited. To consider and, if thought fit, to pass with or without modification(s), the following Resolution as an Ordinary Resolution: “RESOLVED THAT in supersession of earlier resolution, pursuant to the applicable provisions of the Companies Act, 2013 read with the rules framed thereunder (including any statutory amendment(s) or re-enactment(s) thereof, for the time being in force, if any), and in terms of Regulation 23 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI Listing Regulations”), as amended from time to time, the consent of the Members of the Company be and is hereby accorded to the Board of Directors of the Subsidiary Company (“Board”), for entering into and / or carrying out and / or continuing with existing contracts / arrangements/ transactions or modification(s) of earlier/ arrangements/transactions or as fresh and independent transaction(s) or otherwise (whether individually or series of transaction(s) taken together or otherwise), between Vedanta Creations Limited, a Wholly Owned Subsidiary of the Company, with Thomas Scott (India) Limited, being a related party of the Company, within the meaning of Regulation 2(1)(zb) of the Listing Regulations, , as per the details given below and also set out in the explanatory statement annexed to this notice, notwithstanding the fact that the aggregate value of all these transaction(s), whether undertaken directly by the Subsidiary Company), may exceed the prescribed thresholds as per provisions of the SEBI Listing Regulations as applicable from time to time, provided, however, that the said contract(s)/ arrangement(s)/ transaction(s) shall be carried out at an arm’s length basis and in the ordinary course of business of the Company. ANNUAL REPORT | 2025-26 Sr. Name of the Name of Nature of Amount of T [Showing first 8,000 characters — download PDF for full document]