Shareholders meeting

OBL:HO:SEC:00: New Delhi : 17.07.2026 BSE Limited National Stock Exchange of India Ltd. Corporate Relation Department Exchange Plaza, 1st Floor, New Trading Ring Plot No. C/1, G Block, Rotunga BuildingPhiroze Jeejeebhoy Towers Bandra-Kurla Complex, Dalal Street, Bandra (E) Mumbai - 400 001 Mumbai-400 051 Stock Code - 530365 Stock Code: ORIENTBELL Sub : Notice of 49th Annual General Meeting to be held on Tuesday, the 11th day of August 2026 Dear Sir/Madam, Pursuant to Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, please find enclosed the Notice for Convening 49th Annual General Meeting (AGM) of the Company to be held on Tuesday, the 11th day of August 2026 at 10:30 a.m. (IST) through Video Conferencing/ Other Audio Visual Means (“VC/OAVM”) Facility. The Notice of the 49th AGM is available on the website of the Company at www.orientbell.com Kindly take the above on records. Yours faithfully, for Orient Bell Limited Yogesh Mendiratta Company Secretary & Head-Legal Encl: as above NOTICE OF ANNUAL GENERAL MEETING Notice is hereby given that the 49th Annual General Meeting Directors and subject to the approvals of the Central of the members of Orient Bell Limited will be held on Tuesday, Govt., if necessary and such other approvals, permissions the 11th day of August, 2026 at 10:30 a.m. through Video and sanctions as may be required in this regard, consent of Conferencing (VC) or Other Audio Visual Means (OAVM) for the Company is hereby accorded for the re-appointment which purpose the Registered Office of the Company at 8, of Mr. Mahendra K. Daga (DIN: 00062503) as the Chairman Industrial Area, Sikandrabad–203 205, Distt. Bulandshahr and Whole Time Director of the Company for a further (U.P.) shall be deemed as the venue for the meeting and the period of three consecutive years commencing from 1st proceedings of the AGM shall be deemed to be made thereat, April, 2027 till 31st March 2030, liable to retire by rotation, to transact the following businesses: on the remuneration and terms and conditions as set out below:- ORDINARY BUSINESS: 1. To consider and adopt the audited Balance Sheet as at A. Salary: H13,50,000 – 1,00,000 – 14,50,000 – 1,00,000 31st March 2026, the Profit & Loss Account and Cash Flow – 15,50,000 with annual increment on 01st April Statement for the financial year ended on that date every year; (including the consolidated financial statements) and the B. Rent free furnished / unfurnished residential reports of Directors’ and Statutory Auditors’ thereon. accommodation or HRA of maximum of 50% of 2. To appoint a director in place of Ms. Bindiya Shyam salary or such other suitable amount as may be Agrawal (DIN: 09373404), who retires by rotation and decided by the Board of Directors. being eligible has offered herself for re-appointment. C. Commission: On net profits of the Company 3. To declare a dividend of H1/- (Rupee one only) per equity computed in accordance with relevant provisions share (10% of the face value of H10/- each) for the financial of the Act, to be determined by the Nomination & year ended 31st March 2026. Remuneration Committee / Board of Directors from time to time; SPECIAL BUSINESS: D. In addition to the above, Mr. Mahendra K. Daga 4. To consider and, if thought fit, to pass with or shall be entitled, as per rules of the Company, to without modification(s) the following resolution as a the following perquisites not exceeding C 2,25,000/- Special Resolution: per month or C 27,00,000/- p.a. with authority to the “RESOLVED THAT pursuant to the provisions of Section Board of Directors to grant, alter or vary from time 152, 196, 197, 198 and 203 read with Schedule V and to time. The amount and type of perquisites borne/ all other applicable provisions of the Companies Act, reimbursed by the Company is as under: 2013 (hereafter called the ‘Act’), if any and rules made i. The expenditure pertaining to gas, electricity, thereunder, Regulation 17(6)(e) of Securities & Exchange water and other utilities; Board of India (Listing Obligations & Disclosures Requirement) Regulations, 2015 (‘Listing Regulation’) ii. The expenditure towards purchase of home (including any amendments thereto or statutory appliances, furniture and furnishings as per modifications or re-enactment thereof), Articles of requirements by Mr. Mahendra K. Daga; Association of the Company, recommendation of Nomination & Remuneration Committee and Board of NOTICE OF ANNUAL GENERAL MEETING 01 ORIENT BELL LIMITED iii. Medical expenses incurred for self and c. Encashment of leave as per policy of the Company; family, including health check-ups, therapies, The above perquisites shall be valued as per Income hospitalization, membership of any hospital Tax Rules. and / or doctors’ scheme, all types of ambulances. Facility of medical checkup / E. Other Terms and Conditions: treatment abroad, if and when needed, the Minimum Remuneration: total cost of which include travel to and fro Notwithstanding anything contained herein, and for the stay in any foreign country, with where in any financial year during the tenure of an attendant; Mr. Mahendra K. Daga the Company has no profits iv. Leave Travel Concession for self and family; or inadequate profits, the payment of remuneration, allowances and perquisites (hereinafter called v. Subscription or Membership Fee for Debit or “Remuneration”) as set out in this resolution or Credit or Multi-Currency Cards; the revised Remuneration as approved by the vi. Membership fee/ Subscription to clubs, board of directors and/or shareholders from time subject to a maximum of two clubs, in India to time shall be made to Mr. Mahendra K. Daga as and/or abroad including admission and life Minimum Remuneration in terms of Section II of membership fee; Part II of Schedule V to the Act or any other statutory modifications therein, substitutions or re-enactment vii. Personal accident insurance premium; thereof, as applicable. viii. Premium towards global health cover and Others: medical insurance; a) The Company shall reimburse traveling, ix. Company maintained car with driver, entertainment and other business promotion telephones, computers, printers, internet, expenses actually incurred for the business of OTT and DTH subscriptions and all other the Company. communication instruments/ devices/ services at residence. Use of telephones, b) For the purpose of Gratuity and other benefits, the computers, printers, internet and all other services of Mr. Mahendra K. Daga will be considered communication instruments/ devices/ services continuous service with the Company from the and car with driver for official purposes date he joined the services of this Company in any shall not be considered as perquisite. The capacity including renewal of his agreement with valuation of personal use of car would be as the Company as Chairman & Whole Time Director per prevalent Income-tax Rules and personal or in any other capacity as may be decided by the use of telephone for long distance calls will be Board of Directors from time to time. charged on actual basis; c) Mr. Mahendra K. Daga shall not be paid sitting fee for Mr. Mahendra K. Daga shall be entitled to such attending meetings of the Board or Committee(s). other benefits or amounts as may be approved by d) Subject to the provisions of the Companies Act, 2013, the Board and permissible under Schedule V to the Mr. Mahendra K. Daga shall while he continues to Companies Act, 2013 or otherwise; hold office as Chairman & Whole Time Director, The following perquisites shall also be allowed and be subject to retirement by rotation. However, the they will not be included in the computation of the Chairman & Whole Time Director re-appointed as a ceiling on perquisites: Director of the Company immediately on retirement by rotation, shall continue to hold his office of a. Company’s contribution to Provident Fund, Chairman & Whole Time Director and such re- Superannuatio [Showing first 8,000 characters — download PDF for full document]