Shareholders meeting

Ref: SECT: STOC: 61-26 June 25, 2026 To To The Secretary The Manager, BSE Limited Listing Department, Phiroze Jeejeebhoy Towers, National Stock Exchange of India Limited Dalal Street, Exchange Plaza, C-1, G Block, Bandra-Kurla Mumbai - 400 001 Complex, Bandra (East), Mumbai – 400 051 Scrip Code: 519552 Scrip Code: HERITGFOOD Sub: Notice of 34th Annual General Meeting (AGM) Dear Sir/Madam, This is to inform you that the 34th Annual General Meeting ("AGM") of the Company is scheduled to be held on Thursday, July 23, 2026 at 10:00 AM (IST) through Video Conferencing ("VC") / Other Audio Visual Means ("OAVM"), in accordance with the applicable circulars issued by the Ministry of Corporate Affairs and the Securities and Exchange Board of India, to transact the business as set out in the Notice dated May 11, 2026 convening the AGM. Pursuant to Regulation 34 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, we are enclosing herewith the Notice convening the 34th AGM of the Company. The Notice of the 34th AGM along with the Annual Report for FY 2025-26 is being sent through electronic mode on June 25, 2026, to those Members whose e-mail addresses are registered with the Company/ Registrar & Share Transfer Agent / Depository Participants. Further, a physical communication containing the web-link to access the 34th Annual Report for FY 2025-26 is being sent to those Members whose e-mail addresses are not registered. The 34th AGM notice of the Company for FY 2025-26 is available on the website of the Company at https://www.heritagefoods.in/uploads/investors/pdf/2406202634th-AGM-Notice.pdf Kindly take the same on record and display the same on the website of your exchange. Thanks & Regards, For HERITAGE FOODS LIMITED UMAKANTA BARIK Company Secretary & Compliance Officer M. No: FCS-6317 Encl: a/a Notice NOTICE is hereby given that the 34th Annual General Meeting (AGM) of SPECIAL BUSINESS: the members of HERITAGE FOODS LIMITED will be held on Thursday, 5. Re-Appointment of Mr. Muthu Raju Paravasa Raju Vijay July 23, 2026 at 10:00 a.m. (IST) through Video Conferencing (“VC”)/ Kumar (DIN: 05170323) as Non-Executive Independent Other Audio Visual Means (“OAVM”) to transact the businesses Director of the Company mentioned below. To consider and if thought fit, to pass with or without The venue of the meeting shall be deemed to be the Registered Office modification(s) the following resolution as Special Resolution: of the Company. “RESOLVED THAT pursuant to the provisions of Sections 149, ORDINARY BUSINESS: 150, 152 and other applicable provisions of the Companies 1. Adoption of Audited Standalone Financial Statements Act, 2013 (“Act”) and the Companies (Appointment and Qualification of Directors) Rules, 2014 (including any statutory To receive, consider and adopt the Audited Standalone Financial modification(s) or re-enactment thereof for the time being in Statements of the Company for the Financial Year ended March force) read with Schedule IV to the Act and Regulation 16(1)(b) 31, 2026, together with the Reports of the Board of Directors of the SEBI (Listing Obligations and Disclosure Requirements) and the Auditors thereon and in this regard, to consider and if Regulations, 2015 as amended from time to time and the thought fit, to pass,with or without modification(s), the following Articles of Association of the Company, Mr. Muthu Raju resolution as an Ordinary Resolution: Paravasa Raju Vijay Kumar (DIN:05170323) (DOB: 30-09- “RESOLVED THAT the Audited Standalone Financial Statement 1969), Non-Executive Independent Director of the Company, of the Company for the financial year ended March 31, 2026 who has submitted a declaration that he meets the criteria and the reports of the Board of Directors and Auditors’ thereon, of independence as provided in Section 149(6) of the Act as circulated to the members be and are hereby considered and Regulation 16(1)(b) of the SEBI (Listing Obligations and and adopted.” Disclosure Requirements) Regulations, 2015, as amended from time to time and in respect of whom the Company has received 2. Adoption of Audited Consolidated Financial Statements a notice in writing from member under Section 160(1) of the Act To receive, consider and adopt the Audited Consolidated proposing his candidature for the office of Director and based Financial Statements of the Company for the Financial Year on the recommendation of the Nomination & Remuneration ended March 31, 2026, together with the Report of the Auditors Committee and the Board of Directors of the Company, consent thereon and in this regard, to consider and if thought fit, to of the members, be and is hereby accorded for re-appointment pass, with or without modification(s), the following resolution as Mr. Muthu Raju Paravasa Raju Vijay Kumar (DIN: 05170323) as an Ordinary Resolution: Non-Executive Independent Director of the Company to hold office for second and final term of 5 (Five) consecutive years “RESOLVED THAT the Audited Consolidated Financial starting from November 1, 2026 to October 31, 2031 (both days Statement of the Company for the financial year ended March inclusive) and he shall not be liable to retire by rotation.” 31, 2026 and the reports of the Auditors’ thereon, as circulated to the members be and are hereby considered and adopted.” “RESOLVED FURTHER THAT the Board of Directors of the Company be and are hereby authorised to do all acts, deeds 3. Declaration of Final Dividend: and things and to take all such steps as may be necessary, To declare final dividend on equity shares at the rate of proper or expedient to give effect to this resolution and 50% i.e. ₹ 2.50/- per equity share of face value of ₹ 5/-each matters incidental consequential and connected therewith for the Financial Year ended March 31, 2026 and in this and to delegate all or any of its powers herein conferred to regard, to consider and if thought fit, to pass, with or without any Committee of Directors or Director(s) to give effect to the modification(s), the following resolution as an Ordinary aforesaid resolution.” Resolution: By Order of the Board of Directors “RESOLVED THAT a final dividend at the rate of 50% i.e. ₹ 2.50/- per fully paid-up Equity Shares of face value of ₹ 5/- each of the Company, as recommended by the Board of Directors be and is hereby declared for the financial year ended March Umakanta Barik Company Secretary & Compliance Officer 31, 2026 and the same be paid to those shareholders, in case Place: Hyderabad M. No: FCS-6317 of shares held in physical form, whose names appear in the Date: May 11, 2026 eCSIN: EF006317A000002335 register of members as of the close of business hours on July 15, 2026 and in case of shares held in dematerialised form to the beneficiaries as of the close of business hours on July Registered Office: 15, 2026 as per details furnished by the depositories for this CIN: L15209TG1992PLC014332 purpose.” # H.No.8-2-293/82/A/1286, Plot No: 1286, 4. Re-appointment of Director Retiring by Rotation Road No. 1 & 65, Jubilee Hills, Hyderabad, Telangana, 500033. To appoint a Director in place of Dr. M Sambasiva Rao Tel : 040-23391221 (DIN:01887410), who retires by rotation and being eligible, E-mail: hfl@heritagefoods.in offers himself for re-appointment and in this regard, to consider Website: www.heritagefoods.in and if thought fit, to pass, with or without modification(s), the following resolution as an Ordinary Resolution: “RESOLVED THAT pursuant to the provisions of Section 152 read with the Companies (Appointment and Qualification of Directors) Rules, 2014 and other applicable provisions of the Companies Act, 2013 Dr. M Sambasiva Rao (DIN:01887410), who retires by rotation at this meeting and being eligible, offers himself for reappointment, be and is hereby reappointed as a Director of the Company, liable to retire by rotation” 58 Heritage Foods Limited 1 HFL AR26_Notice 058_108.indd 58 23-06-2026 21:02:07 Corporate Overview [Showing first 8,000 characters — download PDF for full document]