Shareholders meeting

NEAPS - e-Uploading BRL/e-Voting/2026-27/1 September 24, 2026. National Stock Exchange of India Limited Exchange Plaza, 5th Floor Bandra Kurla Complex, Bandra (E), Mumbai – 400 051. Sub: Proceedings of 37th Annual General Meeting - BHARATRAS Dear Sir/Madam, In respect of the 37th Annual General Meeting of the shareholders of the Company held today i.e. on Thursday, the 24th September, 2026 at Hotel Golden Grand, W-1/10, West Patel Nagar, New Delhi-110008, please find enclosed the following: (1) Summary of proceedings as required under Regulation 30, Part-A of Schedule-III of the SEBI (Listing Obligations and Disclosure Requirements) Regulations as Annexure-I. (2) Annual Report for the financial year 2025-26 as required under Regulation 34 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 duly approved and adopted by the members as per the provisions of the Companies Act, 2013. This is for your information and records. Thanking You, Yours Sincerely, For BHARAT RASAYAN LIMITED (NIKITA CHADHA) Company Secretary & Compliance Officer Enclosed: As above EMAIL C.C. To, The Secretary BOMBAY STOCK EXCHANGE LIMITED Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai – 400 023. Email: corp.relations@bseindia.com - For your information. ANNEXURE-I PROCEEDINGS OF THE 37th ANNUAL GENERAL MEETING OF THE SHAREHOLDERS OF THE COMPANY HELD ON THURSDAY, 24th SEPTEMBER, 2026 AT HOTEL GOLDEN GRAND, W-1/10, WEST PATEL NAGAR, NEW DELHI-110008. As per the Notice dated 13th August, 2026, the 37th Annual General Meeting (AGM) of the Company was held on Thursday, 24th September, 2026 at Hotel Golden Grand, W-1/10, West Patel Nagar, New Delhi-110008. Shri Sat Narain Gupta, Chairman & Managing Director of the Company presided over the proceedings and welcomed the Members to the 37th AGM of the Company and introduced the persons sitting at the Dias. The Chairman explained that Shri Ajay Gupta, Shri Kamleshwar Prasad Uniyal, Shri Ankit Aggarwal, Shri Upendra Singh and Shri Varun Dabriwal, Directors of the Company, were pre- occupied with other commitments and therefore could not attend the AGM. The quorum being present, the Chairman declared the meeting open. Thereafter the Notice of Annual General Meeting, Board’s Report and Statutory Auditor’s Report were taken as read by the shareholders of the Company. The Chairman then addressed the Members and gave an overview of the financial performance of the Company for the financial year ended 31st March, 2026 and its future outlook. The Company Secretary informed the shareholders that the Company had provided Remote e-Voting facility to all the shareholders entitled to cast their vote (i.e. persons who were shareholders on 17th September, 2026, being the cut-off date) on all the Resolutions as set out in the Notice of AGM during the period from 21st September, 2026 to 23rd September, 2026 as per the provisions of Companies Act, 2013 read with Rules framed thereunder. She further informed that M/s. A.Anand & Co., Practicing Company Secretaries, was appointed as the Scrutinizer for conducting the remote e-Voting process in a fair and transparent manner. Further, in terms of the Companies Act, 2013 and the Listing Regulations, shareholders attending the AGM who had not already cast their vote by Remote e-Voting were also provided the option to exercise their right to vote at the venue of the AGM by physical polling, on all the Twelve (12) Resolutions of Ordinary and Special Businesses as set out in the Notice of AGM. M/s. A.Anand & Co., Practicing Company Secretaries, was also being appointed as the Scrutinizer for independently carrying out the poll at the venue of the AGM. The Members were informed that the Results would be declared after considering the Remote e-voting and Voting by Ballot by Members present in the AGM. They also informed that the Results would be submitted to the Stock Exchange within two days from the conclusion of the Annual General Meeting and would be placed on the website of the Company. Contd…2/- - : 2 : - The objective and implications of the Resolutions before putting them to vote at the Meeting were being explained. A) ORDINARY BUSINESS 1. TO RECEIVE, CONSIDER AND ADOPT THE AUDITED FINANCIAL STATEMENT OF THE COMPANY FOR THE FINANCIAL YEAR ENDED MARCH 31, 2026, THE REPORTS OF THE BOARD OF DIRECTORS AND AUDITORS THEREON. 2. TO DECLARE A FINAL DIVIDEND OF 0.50 PER EQUITY SHARE FOR THE YEAR ENDED ON 31ST MARCH, 2026. 3. TO APPOINT A DIRECTOR IN PLACE OF SHRI KAMLESHWAR PRASAD UNIYAL (DIN:08394485), WHO RETIRES BY ROTATION AND BEING ELIGIBLE, SEEKS RE- APPOINTMENT. 4. TO APPOINT A DIRECTOR IN PLACE OF SHRI AJAY GUPTA (DIN:02187741), WHO RETIRES BY ROTATION AND BEING ELIGIBLE, SEEKS RE-APPOINTMENT. B) SPECIAL BUSINESS 5. REVISION IN THE REMUNERATION OF SHRI AJAY GUPTA (DIN:02187741), EXECUTIVE DIRECTOR/ WHOLE TIME DIRECTOR OF THE COMPANY. 6. APPOINTMENT OF SHRI VIKAS GUPTA (DIN:00921703) AS NON-EXECUTIVE & NON- INDEPENDENT DIRECTOR OF THE COMPANY. 7. APPOINTMENT OF SHRI VARUN DABRIWAL (DIN:00497972) AS AN INDEPENDENT DIRECTOR OF THE COMPANY. 8. REVISION IN THE REMUNERATION OF SHRI AJAY GUPTA (DIN:02187741), EXECUTIVE DIRECTOR/ WHOLE TIME DIRECTOR OF THE COMPANY. 9. TO APPROVE EXISTING AS WELL AS NEW MATERIAL RELATED PARTY TRANSACTION(S) WITH M/S. B R AGROTECH LIMITED. 10. APPROVAL FOR MATERIAL RELATED PARTY TRANSACTION(S) WITH M/S. BHARAT CERTIS AGRISCIENCE LIMITED. 11. APPROVAL FOR MATERIAL RELATED PARTY TRANSACTION(S) WITH M/S. NISSAN BHARAT RASAYAN PVT. LIMITED. 12. RATIFICATION OF REMUNERATION PAYABLE TO M/S. M.K.SINGHAL & CO., COST ACCOUNTANTS, APPOINTED AS COST AUDITORS OF THE COMPANY FOR FINANCIAL YEAR 2026-27. Contd…3/- - : 3 : - Before ordering the Poll, the shareholders were being invited for their queries and observations. Thereafter the Poll was ordered requesting all the Members present to cast their votes using the Ballot Papers handed over to them in this regard by putting a Tick Mark () in the Column of ‘Assent’ or ‘Dissent’, as the case may be, sign the Ballot Paper and drop it in the Ballot Box as kept in the Hall. M/s. A.Anand & Co., Practicing Company Secretaries, who was appointed as the Scrutinizer was being requested for an orderly conduct of voting. The Scrutinizer demonstrated the empty Ballot Box to the shareholders and locked and sealed it in the presence of the shareholders of the Company. The Chairman thanked the shareholders and others for attending the Meeting. The Company Secretary proposed a Vote of Thanks to the Chair and the Meeting ended with no other business being left to be transacted. This is for your information and records. Thanking You, Yours sincerely, For BHARAT RASAYAN LIMITED (NIKITA CHADHA) Company Secretary & Compliance Officer RASAYAN LIMITED 37th Annual Report 2025-2026 BOARD OF DIRECTORS Promoter Directors Shri Sat Narain Gupta Chairman & Managing Director Shri Rajender Prasad Gupta Director (Non-Executive & Non-Independent) Shri Vikas Gupta Additional Director (Non-Executive & Non-Independent) Other Directors Shri Ajay Gupta Director (Executive) Shri Kamleshwar Prasad Uniyal Director (Executive) Shri Ankit Aggarwal Director (Independent & Non-Executive) Smt. Mukta Gupta Director (Independent & Non-Executive) Shri Rajesh Gupta Director (Independent & Non-Executive) Shri Upendra Singh Director (Independent & Non-Executive) Shri Varun Dabriwal Additional Director (Independent & Non-Executive) SENIOR MANAGEMENT Mr. Rakesh Verma Chief Financial Officer Ms. Nikita Chadha Company Secretary STATUTORY AUDITORS M/S. B.K. GOEL & ASSOCIATES Chartered Accountants P-16, NDSE-II, New Delhi - 110 049. COST AUDITORS M/S. M. K. SINGHAL & CO. Cost Accountants C-91, Sector-71, Noida-201301 (U.P.) BANKERS - STATE BANK OF INDIA - ICICI BANK LIMITED - HDFC BANK LIMITED REGISTERED OFFICE Address: 1501, Vikram Tower, Rajendra Place, New Delhi - 110 008. CIN : L24119DL1989PLC036264 Email-Id : investors.brl@bharatgroup.co.in Website : www.bharatgroup.co.in F [Showing first 8,000 characters — download PDF for full document]