Amendment to AOA/MOA

07th September, 2026 BSE Ltd. National Stock Exchange of India Limited Phiroze Jeejeebhoy Towers, Exchange Plaza, Bandra Kurla Complex. Dalal Street, Mumbai-400001 Bandra(E), Mumbai-400051 Scrip Code: 532914 Symbol: ARCOTECH Sub: Outcome of Board Meeting held on Monday, 7th September, 2026 Dear Sir Pursuant to Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015, we wish to inform you that the Board of Directors of Arcotech Limited at their meeting held on Monday, 7th September, 2026 inter alia, has: 1. Fixed the date of 45th AGM to be held on Tuesday, 29th September, 2026 through video conferencing and/or other audio-visual means (OAVM). 2. Considered the appointment of M/s. Agarwal U R S & CO., (Firm Registration No.: 013910C), Chartered Accountants as Statutory Auditors of the Company for the first term of 5 years in place of retiring auditors of Company and recommends the same for Shareholders approval in forthcoming AGM by way of Ordinary Resolution. Disclosure pursuant to Regulation 30, Para A, Part A of SEBI (LODR), 2015 read with SEBI Master Circular No. HO/49/14/14(7)2025-CFD POD2/I/3762/2026 dated January 30, 2026, is enclosed as Annexure - A 3. Approved to increase the Authorised Equity Share Capital of the Company from ₹21,00,00,000/- (Rupees Twenty-One Crores only) comprising 10,50,00,000 (Ten Crores Fifty Lakhs) Equity Shares of face value of ₹2/- (Rupees Two only) each to ₹1,36,00,00,000/- (Rupees One Hundred and Thirty-Six Crores only) comprising 68,00,00,000 (Sixty-Eight Crores) Equity Shares of face value of ₹2/- (Rupees Two only) each, by creation of additional 57,50,00,000 (Fifty-Seven Crores Fifty Lakhs) Equity Shares of face value of ₹2/- (Rupees Two only) each, subject to the approval of the members of the Company. The Board also approved the consequential alteration in the Capital clause (Clause V) of the Memorandum of Association, subject to the approval of the members of the Company, the same is reproduced herein below: V. The Authorised Share capital of the Company is ₹1,71,00,00,000/- (Rupees One Hundred and Seventy-One Crores only), divided into: a. 68,00,00,000 (Sixty-Eight Crores) Equity Shares of the face value of ₹2/- (Rupees Two only) each; and b. 35,00,000 (Thirty-Five Lakhs) Preference Shares of the face value of ₹ 100/- each.* Disclosure pursuant to Regulation 30, Para A, Part A of SEBI (LODR), 2015 read with SEBI Master Circular No. HO/49/14/14(7)2025-CFD POD2/I/3762/2026 dated January 30, 2026, is enclosed as Annexure - B 4. The Board approved to reclassify the Authorised Non-Convertible, Non-Cumulative Redeemable Preference Shares (NCRPS) Share Capital of the Company of ₹ 35,00,00,000/- (Rupees Thirty Five Crores only), comprising 35,00,000 (Thirty Five Lakhs) NCRPS of the face value of ₹ 100/- each, to Preference shares of ₹ 35,00,00,000/- (Rupees Thirty Five Crores only), divided into 35,00,000 (Thirty Five Lakhs) preference shares of the face value of ₹ 100/- each, subject to the approval of the members of the Company The Board also approved the consequential alteration in the Capital clause (Clause V) of the Memorandum of Association, subject to the approval of the members of the Company, the same is reproduced herein below: V. The Authorised Share capital of the Company is ₹1,71,00,00,000/- (Rupees One Hundred and Seventy-One Crores only), divided into: a. 68,00,00,000 (Sixty-Eight Crores) Equity Shares of the face value of ₹2/- (Rupees Two only) each; and b. 35,00,000 (Thirty-Five Lakhs) Preference Shares of the face value of ₹ 100/- each.* Disclosure pursuant to Regulation 30, Para A, Part A of SEBI (LODR), 2015 read with SEBI Master Circular No. HO/49/14/14(7)2025-CFD POD2/I/3762/2026 dated January 30, 2026, is enclosed as Annexure – C. 5. Approved the proposal for raising funds by issuance of Unrated, Unlisted, Senior, Secured, Redeemable Non-Convertible Debentures (NCD) on a private placement basis in one or more tranches/series, on such terms and conditions as may be determined by the Board, subject to the approval of the members of the Company. Disclosure pursuant to SEBI Master Circular No. HO/49/14/14(7)2025-CFD POD2/I/3762/2026 dated January 30, 2026, is enclosed as Annexure – D. The meeting of Board of Directors commenced at 04:30 pm and concluded at 06:25 p.m. This is for your kind reference and record. FOR ARCOTECH LIMITED RADHANATH PATTANAYAK WHOLE TIME DIRECTOR DIN: 01189370 Encl: 1. Annexures as mentioned above. Annexure – A Disclosure pursuant to Regulation 30, Para A, Part A of SEBI (LODR), 2015 read with SEBI Master Circular No. HO/49/14/14(7)2025-CFD POD2/I/3762/2026 dated January 30, 2026 Appointment of M/s. Agarwal U R S & CO., (Firm Registration No.: 013910C), Chartered Accountants as Statutory Auditors of the Company for the (cid:976)irst term of 5 years in place of retiring auditors of Company BRIEF PROFILE OF STATUTORY AUDITOR Name of Firm M/s. Agarwal U R S & CO., (Firm Registration No.: 013910C), Chartered Accountants Constitution Partnership Firm Registration No. 013910C Name of CA Sachinn K Agarwal Proprietor/Partner Membership No. 514666 Address A – 77, 2nd Floor, Sector 4, Noida, 201301 Contact No. +91 91931 13753 E Mail sachinn@agarwalurs.com Date of appointment Recommended for shareholder approval in 55th AGM scheduled on 29.09.2026 Brief pro(cid:976)ile M/s. Agarwal U R S & CO., Chartered Accountants (FRN: 013910C), established in May 2007, is a multi-disciplinary (cid:976)irm with over 19 years of professional standing. Headquartered in Noida (Delhi NCR) with of(cid:976)ices in Gurugram and international presence across 6 countries, the (cid:976)irm comprises 10 Partners and over 50 professionals. The (cid:976)irm is empanelled with the NSE/BSE and the Indian Banks' Association (IBA) for forensic audits. It specializes in statutory audits, Ind AS/IFRS reporting, corporate taxation, and risk assurance across manufacturing, services, and (cid:976)inancial sectors, serving prominent clients and major public sector banks. Disclosure of relationship Not applicable between Directors Annexure – B Disclosure pursuant to Regulation 30, Para A, Part A of SEBI (LODR), 2015 read with SEBI Master Circular No. HO/49/14/14(7)2025-CFD POD2/I/3762/2026 dated January 30, 2026 Increase in Authorised Share Capital and alteration of Capital Clause of Memorandum of Association (“MOA”) of the Company Sr. No. Particulars Details 1. Type of Capital to be Authorized Equity Share Capital increased 2. Existing Authorised The Authorised Share Capital of the Company is Rs. Share Capital 56,00,00,000 (Rupees Fifty-Six Crores Only) divided into 10,50,00,000 (Ten Crores Fifty Lakhs) Equity Shares of face value of ₹2/- (Rupees Two only) each and 35,00,000 (Thirty-Five Lakhs) Non-Convertible, Non-Cumulative Redeemable Preference Shares of face value of Rs. 100/- (Rupees Hundred Only) each 3. Proposed Increase in the The Authorised Share Capital of the Company is Rs. ₹ Authorised Share Capital 1,71,00,00,000/- (Rupees One Hundred and Seventy-One Crores only) comprising 68,00,00,000 (Sixty-Eight Crores) Equity Shares of face value of ₹2/- (Rupees Two only) each and 35,00,000 (Thirty-Five Lakhs) Preference Shares of face value of Rs. 100/- (Rupees Hundred Only) each 4. Reason for Increase To facilitate the further capital raising and corporate actions 5. Manner of Alteration of Alteration of Clause V of MOA MOA of the Company 6. Mode of Approval The Board has approved the amendment in the MOA, subject to approval of shareholders in AGM of the Company. Annexure – C Disclosure pursuant to Regulation 30, Para A, Part A of SEBI (LODR), 2015 read with SEBI Master Circular No. HO/49/14/14(7)2025-CFD POD2/I/3762/2026 dated January 30, 2026 Reclassi(cid:976)ication of the Non-Convertible, Non-Cumulative Redeemable Preference Share Capital of the Company to Preference Share Capital and consequential amendment to the Capital Clause of the Memorandum of Association of the Compa [Showing first 8,000 characters — download PDF for full document]