Proceedings of the 45th Annual General Meeting of the TTI Enterprise Limited

TTI ENTERPRISE LIMITED CIN: L46300WB1981PLC033771 Registered Office: Ground Floor, 3/25, Azadgarh (Regent Park), LP-15/26/2/0, Kolkata, 700040 Email: tti1711@gmail.com Contact No: 9874402938 Website: www.ttienterprises.com Date: 28th September, 2026 The BSE Limited Listing Compliance Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai-400001 Ref: TTI Enterprise Limited (Script Code- BSE: 538597) SUBJECT: PROCEEDINGS OF THE 45TH ANNUAL GENERAL MEETING HELD ON 28TH SEPTEMBER, 2026 Dear Sir/ Madam, We hereby inform that the 45th Annual General Meeting (AGM) of the Company duly convened and held on Monday, 28th September, 2026 at 10.07 AM through Video Conferencing/ Other Audio Visuals Means (“VC/OAVM”) without the physical presence of the Members at a common venue in accordance with the relevant circulars issued by the Ministry of Corporate Affairs, Government of India and the Securities and Exchange Board of India. In this regard, please find enclosed the summary of proceedings of the 45th Annual General Meeting (AGM) of the Company held on Monday 28th September, 2026 at 10.00 AM, pursuant to Regulation 30 read with Part A of Schedule III of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015. For, TTI ENTERPRISE LIMITED HEMANT AGARWAL EXECUTIVE DIRECTOR DIN: 11363521 Encl: A/a TTI ENTERPRISE LIMITED CIN: L46300WB1981PLC033771 Registered Office: Ground Floor, 3/25, Azadgarh (Regent Park), LP-15/26/2/0, Kolkata, 700040 Email: tti1711@gmail.com Contact No: 9874402938 Website: www.ttienterprises.com SUMMARY OF PROCEEDINGS OF 45TH ANNUAL GENERAL MEETING OF TTI ENTERPRISE LIMITED: Pursuant to Regulation 30 read with Part A of Schedule III of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, we are pleased to provide the proceedings of 45th Annual General Meeting (AGM) of the Company, held on Monday, 28th September, 2026 at 10.00 AM through video conferencing (VC)/ other audio visual means, in accordance with the applicable provisions of Companies Act, 2013 read with the Rules issued thereunder and the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 and the circulars issued by Ministry of Corporate Affairs and the Securities and Exchange Board of India. Mr. Chandra Prakash Singh, Company Secretary welcomed the Members to the Meeting and briefed them on the general instructions for attending the meeting through VC. Mr. Mithun Wales Chairman and Managing Director, chaired the Meeting. The Chairman welcomed the Shareholders to the Meeting and on requisite quorum being present, called the Meeting to order and briefed them on details relating to their participation at the Meeting through Video Conferencing (‘VC’)/Other Audio Visual Means (‘OAVM’). The Chairman welcomed the Members at the 45th AGM of the Company and introduced the panel members i.e. the Board of Directors, Key Managerial Personnel, Statutory Auditor, Secretarial Auditor and the Scrutinizer and welcomed them to the meeting, also informed that this 45th Annual General Meeting of the Company is being held through Video Conferencing (‘VC’)/Other Audio Visual Means (‘OAVM’). The following Directors/KMP and Other representatives were present at the 44th Annual General Meeting through Video Conferencing (‘VC’)/Other Audio Visual Means (‘OAVM’):  Mr. Mithun Wales –-Chairman and Managing Director;  Mr. Hemant Agarwal –-Executive Director;  Mrs. Sonal Atal – Independent Director;  Mr. Kushal Agrawal – Independent Director  Mr. Nikhil Gehlot – Independent Director;  Mr. Ashish Goenka - CFO  Mr. Chandra Prakash Singh– Company Secretary & Compliance Officer  Mr. Gourav Saraf- Secretarial Auditor and Scrutinizer  Mr. Rahul Lodha- Statutory Auditor The Chairman then delivered the speech and gave an overview of business performance and brief of financials for the financial year ended 2025-26. Then the chairman direct to Company Secretary to proceed with Meetings. Mr. Chandra Prakash Singh, Company Secretary and Compliance Officer of the Company informed that in accordance with the Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the remote e-voting facility was provided to the shareholders to cast their votes from Friday, 25th September, 2026 at 09:00 a.m. (IST) to Sunday 27th September, 2026 till 5:00 p.m. (IST). TTI ENTERPRISE LIMITED CIN: L46300WB1981PLC033771 Registered Office: Ground Floor, 3/25, Azadgarh (Regent Park), LP-15/26/2/0, Kolkata, 700040 Email: tti1711@gmail.com Contact No: 9874402938 Website: www.ttienterprises.com Shareholders who have not voted through remote e-voting can cast their votes through e-voting facility (Insta Poll) at the end of the Meeting. The Board of Directors of the Company has appointed Mr. Gourav Saraf, Practising Company Secretary as scrutinizer to scrutinize the remote e-voting and Insta Poll process in a fair and transparent manner and for giving a report on e-voting. Mr. Chandra Prakash Singh, Company Secretary and Compliance Officer of the Company then read the items of Notice dated 27th August, 2026 and remarks of the Statutory Auditors as well as Secretarial Auditor for the financial year 2025-26, if any. Questions raised by the shareholders in advance and in the meeting were answered by the Chairman. The Chairman requested those members who had not cast their vote by remote e-voting process to e-vote on all Resolutions as set out in the Notice of AGM dated 27th August, 2026 as detailed below. ORDINARY BUSINESS: 1. TO RECEIVE, CONSIDER AND ADOPT THE AUDITED FINANCIAL STATEMENTS OF THE COMPANY FOR THE YEAR ENDED MARCH 31, 2026, TOGETHER WITH REPORT OF THE BOARD OF DIRECTORS AND AUDITORS THEREON. 2. TO APPOINT DIRECTOR IN PLACE OF MR. HEMANT AGARWAL (DIN 11363521) WHO RETIRES BY ROTATION AND BEING ELIGIBLE, OFFERS HIMSELF FOR RE- APPOINTMENT. SPECIAL BUSINESS 3. APPOINTMENT OF MR. GOURAV SARAF, PRACTICING COMPANY SECRETARIES (COP: 18106) AS THE SECRETARIAL AUDITOR. 4. TO REGULARISE MR. MITHUN WALES (DIN: 06416388) AS AN EXECUTIVE DIRECTOR OF THE COMPANY. 5. APPOINTMENT OF MR. MITHUN WALES (DIN: 06416388) AS MANAGING DIRECTOR OF THE COMPANY. 6. TO REGULARISE MR. NIKHIL GEHLOT (DIN: 11660215) AS A NON-EXECUTIVE INDEPENDENT DIRECTOR OF THE COMPANY. 7. REVISION IN REMUNERATION OF MR. HEMANT AGARWAL (DIN: 11363521) AS EXECUTIVE DIRECTOR OF THE COMPANY. 8. APPROVAL FOR MAKING LOANS OR INVESTMENTS AND TO GIVE GUARANTEES OR PROVIDE SECURITIES IN CONNECTION WITH A LOAN UPTO RS. 1000 CRORE TTI ENTERPRISE LIMITED CIN: L46300WB1981PLC033771 Registered Office: Ground Floor, 3/25, Azadgarh (Regent Park), LP-15/26/2/0, Kolkata, 700040 Email: tti1711@gmail.com Contact No: 9874402938 Website: www.ttienterprises.com (RUPEES ONE THOUSAND CRORE ONLY) UNDER SECTION 186 OF THE COMPANIES ACT, 2013. 9. APPROVAL OF BORROWING LIMITS UNDER SECTION 180 (1) (C) OF THE COMPANIES ACT, 2013. 10. TO MORTGAGE/ SELL AND / OR CHARGE ALL OR ANY PART OF THE MOVABLE AND / OR IMMOVABLE PROPERTIES OF THE COMPANY AS SECURITY FOR BORROWING. 11. TO AVAIL LOAN FROM M/S. REALEARTH ECOFARMS INDIA PRIVATE LIMITED WITH AN OPTION TO CONVERT SUCH LOAN INTO EQUITY/PREFERENCE SHARES. 12. TO AVAIL LOAN FROM M/S. REAL ONE MULTITRADE INDIA PRIVATE LIMITED WITH AN OPTION TO CONVERT THE SAID LOAN INTO EQUITY/PREFERENCE SHARES. 13. TO AVAIL LOAN FROM M/S. CENTREAL BIOFUELS LIMITED WITH AN OPTION TO CONVERT SUCH LOAN INTO EQUITY/PREFERENCE SHARES. 14. TO AVAIL LOAN FROM M/S. ARIES INDUSTRIAL PARK PRIVATE LIMITED WITH AN OPTION TO CONVERT SUCH LOAN INTO EQUITY/PREFERENCE SHARES. 15. TO APPROVE MATERIAL RELATED PARTY TRANSACTIONS BETWEEN THE COMPANY AND M/S. REALEARTH ECOFARMS INDIA PRIVATE LIMITED. 16. TO APPROVE MATERIAL RELATED PARTY TRANSACTIONS BETWEEN THE COMPANY AND REAL ONE MULTITRADE INDIA PRIVATE LIMITED. 17. TO APPROVE MATERIAL RELATED PARTY TRANSACTIONS BETWEEN THE COMPANY AND CENTREAL CONSULTANCY SERVICES PRIVATE LIMITED [Showing first 8,000 characters — download PDF for full document]