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BGR ENERGY SYSTEMS LIMITED
443 ANNA SALAI, TEYNAMPET, CHENNAI 600018 INDIA
TEL: 91 44 24364422/ 24320390 E-mail: compliance@bgrenergy.com
Web site: www.bgrcorp.com
Date: 11th September 2026
National Stock Exchange of India Limited BSE Limited
Listing Department Department of Corporate services
Exchange Plaza, Bandra Kurla Complex, PJ Towers, Dalal Street,
Bandra (E), Mumbai - 400 051 Fort, Mumbai - 400 001
NSE Symbol: BGRENERGY BSE Scrip: 532930
Respected Sir/Madam,
Subject: Outcome of Circular Resolution passed by the Board of Directors of the Company
on 11th September 2026
Ref: Intimation under Regulation 30 of SEBI (Listing Obligation and Disclosure
Requirements) Regulations, 2015
Pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations,
2015, as amended from time to time, we wish to inform you that the Board of Directors of the Company,
by way of a resolution passed through circulation today i.e., on Friday, 11th September 2026 has
approved the proposal to amend the Articles of Association (‘AOA’) of the Company and recommend to
the shareholders’ for approving the same in the ensuing 40th Annual General Meeting of the Company
scheduled to be held on 22nd September 2026 and also approved the addendum to the notice by
including the above business item which shall deemed an integral part of the original Notice of the 40th
Annual General Meeting together with the notes and statements contained therein.
In this regard, the brief amendments to be made to AOA of the Company is enclosed as Annexure –I
Kindly take the above information on record.
Thanking You,
Yours truly,
For BGR ENERGY SYSTEMS LIMITED
S. Sundar
Company Secretary & Compliance Officer
Membership No. A9926
REGISTERED OFFICE:
E-4 PANNAMGADU INDUSTRIAL ESTATE, RAMAPURAM POST, TADA MANDALAM, TIRUPATHI DISTRICT, ANDHRA PRADESH
524401 INDIA.
Corporate Identity Number: L40106AP1985PLC005318
BGR ENERGY SYSTEMS LIMITED
443 ANNA SALAI, TEYNAMPET, CHENNAI 600018 INDIA
TEL: 91 44 24364422/ 24320390 E-mail: compliance@bgrenergy.com
Web site: www.bgrcorp.com
Disclosure as required under Regulation 30 of SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015 read with SEBI Master Circular No.
HO/49/14/14(7)2025-CFD-POD2/I/3762/2026 dated 30th January 2026 is enclosed as
below.
Annexure - I
S. Article No: Existing Clause Proposed Clause
No (Subject to approval of
Shareholders)
1 2(8) “Raghupathy Group” shall mean, “Raghupathy Group” shall mean,
collectively, Mrs. Sasikala Raghupathy collectively, Mr. Arjun Govind
and BGR Investment Holdings Raghupathy, Mrs. Sasikala
Definition of
Company Limited (CIN Raghupathy and BGR Investment
Raghupathy
U65991TN1994PLC027174) and, in Holdings Company Limited (CIN
Group
each case, their successors and U65991TN1994PLC027174) and,
permitted assigns. Mrs.Sasikala in each case, their successors and
Raghupathy shall be the permitted assigns. Mr. Arjun
representative of the Raghupathy Govind Raghupathy shall be the
Group, and in her absence or inability representative of the Raghupathy
a person specifically authorised by a Group, and in his absence or
resolution of the Board of Directors of inability a person specifically
BGR Investment Holdings Company authorised by a resolution of the
Limited shall be the representative of Board of Directors of BGR
the Raghupathy Group Investment Holdings Company
Limited shall be the representative
of the Raghupathy Group
2 3(3) Any decision or action of Mrs.Sasikala Any decision or action of Mr. Arjun
Raghupathy or in her absence or Govind Raghupathy or in his
Binding effect of inability a person specifically absence or inability a person
the authorised in this respect by a specifically authorised in this
representative resolution passed by the Board of respect by a resolution passed by
Decision Directors of BGR Investment Holdings the Board of Directors of BGR
REGISTERED OFFICE:
E-4 PANNAMGADU INDUSTRIAL ESTATE, RAMAPURAM POST, TADA MANDALAM, TIRUPATHI DISTRICT, ANDHRA PRADESH
524401 INDIA.
Corporate Identity Number: L40106AP1985PLC005318
BGR ENERGY SYSTEMS LIMITED
443 ANNA SALAI, TEYNAMPET, CHENNAI 600018 INDIA
TEL: 91 44 24364422/ 24320390 E-mail: compliance@bgrenergy.com
Web site: www.bgrcorp.com
S. Article No: Existing Clause Proposed Clause
No (Subject to approval of
Shareholders)
Company Limited shall be binding on Investment Holdings Company
the members of the Raghupathy Limited shall be binding on the
Group and shall be deemed to be the members of the Raghupathy
decision or action of the Raghupathy Group and shall be deemed to be
Group the decision or action of the
Raghupathy Group.
3 31(2)(b) Notwithstanding any other provisions Notwithstanding any other
of the Articles of Association of the provisions of the Articles of
Company, and subject to the Association of the Company, and
applicable provisions of the Act, so subject to the applicable
long as the Raghupathy Group holds provisions of the Act, so long as
in aggregate at least 25% of the the Raghupathy Group holds in
issued and outstanding equity share aggregate at least 25% of the
capital of the Company, the issued and outstanding equity
Raghupathy Group shall be entitled to share capital of the Company, the
nominate and appoint one-third Raghupathy Group shall be
(1/3rd) of the total number of entitled to nominate and appoint
Directors on the Board as its nominee one-third (1/3rd) of the total
directors (“Raghupathy Group number of Directors on the Board
Nominee Directors”). Mrs.Sasikala as its nominee directors
Raghupathy shall be one of the (“Raghupathy Group Nominee
Raghupathy Group Nominee Directors Directors”). Mr. Arjun Govind
at all times and shall be a non-retiring Raghupathy shall be one of the
director (“Permanent Director”). The Raghupathy Group Nominee
Raghupathy Group Nominee Directors Directors at all times and shall be
(other than Mrs.Sasikala Raghupathy) a non-retiring director
shall be liable to retire by rotation and (“Permanent Director”). The
shall hold office at the pleasure of the Raghupathy Group Nominee
REGISTERED OFFICE:
E-4 PANNAMGADU INDUSTRIAL ESTATE, RAMAPURAM POST, TADA MANDALAM, TIRUPATHI DISTRICT, ANDHRA PRADESH
524401 INDIA.
Corporate Identity Number: L40106AP1985PLC005318
BGR ENERGY SYSTEMS LIMITED
443 ANNA SALAI, TEYNAMPET, CHENNAI 600018 INDIA
TEL: 91 44 24364422/ 24320390 E-mail: compliance@bgrenergy.com
Web site: www.bgrcorp.com
S. Article No: Existing Clause Proposed Clause
No (Subject to approval of
Shareholders)
Raghupathy Group. The Raghupathy Directors (other than Mr. Arjun
Group shall also at any time have the Govind Raghupathy) shall be
right to withdraw its nomination of a liable to retire by rotation and
Raghupathy Group Nominee Director shall hold office at the pleasure of
(other than Mrs. Sasikala Raghupathy) the Raghupathy Group. The
and nominate another in his or her Raghupathy Group shall also at
place. The shareholders of the any time have the right to
Company shall exercise their voting withdraw its nomination of a
rights in a manner that enables the Raghupathy Group Nominee
Raghupathy Group to achieve the Director (other than Mr. Arjun
removal, replacement or appointment Govind Raghupathy) and
to the Board of the Raghupathy Group nominate another in his or her
Nominee Directors in accordance with place. The shareholders of the
this Article 31(2)(b). Company shall exercise their
voting rights in a manner that
enables the Raghupathy Group to
achieve the removal, replacement
or appointment to the Board of
the Raghupathy Group Nominee
Directors in accordance with this
Article 31(2)(b).
4 31(4) The permanent chairman of the Board The permanent chairman of the
of Directors shall be Mrs. Sasikala Board of Directors shall be Mr.
Raghupathy, and in her absence or Arjun Govind Raghupathy, and in
inability, one of the Raghupathy Group his absence or inability, such
Nominee Directors specifically Director as may be nominated by
nominated by the Raghupathy Group Mr.
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