Proceedings of 22nd Annual General Meeting of the company held on Wednesday 30th September 2026 at 12:00 PM at the registered office of the company

BHANDERI INFRACON LIMITED Date: 30th September, 2026 BSE Limited, Department of Corporate Services, PJ. Towers, Dalal Street, Mumbai - 400001 Scrip Code: 538576 Scrip Name: BHANDERI Dear Sir I Madam, Sub: 'proceedings of22od Annual General Meeting In terms of Regulation 30 of SEBT (Listing Obligations and Disclosure Requirement) Regulations, 2015, enclosed is the Proceedings of the 22nd Annual General Meeting (AGM) of the Company held on Wednesday, 30th September 2026 at 12.00 P.M at B/I2, labuka Complex, Nr. Bajrang Ashram, Below Vikas School, NH-8, Thakkar Bapanagar, Ahmedabad - 382350. Kindly take the above on record. Thanking You, fracon Limited Managing Director DIN 00307827 Encl: As stated above Regd off: B/12, Jabuka Complex, Nr. Bajrang Ashram, Below Vikas School, NH -8, Thakkar Bapanagar Ahmedabad GJ 382350 Ph: 079-22830245 Email: bhanderiinfracon@gmail.comJbhanderLinfo@gmail.com CIN: l45201GJ2004PlC044481 Website: www.bhanderiinfracon.com Bhanderi Infracon Limited Summary of proceedings of the 220d Annual General Meeting of the Company held on Wednesday, 30th September, 2026 at 12.00 P.M. The 22nd Annual General Meeting of the Members of the Company was held on Wednesday 30th September, 2026 at 12.00 P.M at the Registered Office of the Company situated at B1l2, labuka Complex, Nr. Bajrang Ashram, Below Vikas School, NH -8, Thakkar Bapanagar, Ahmedabad - 382350. 1. Mr. Sunil Dhirubhai Patel, Chairman of the Board acted as Chairman of the Meeting. All the Directors were present at the Meeting. 2. After ascertaining that the requisite quorum was present, the Chairman called the meeting to order and welcomed the Members present to the 22nd Annual General Meeting of the Company. 3. The Chairman informed the Members that the Register of Directors & KMPs and their Shareholding, Register of Members and Register of Contracts or Arrangements in which Directors are interested were kept open for inspection of the Members. 4. The Chairman briefed the members about the overall performance of the Company during the financial year ended 3151 March, 2026 as also the current state of affairs of the Company and introduced all Directors present at the Meeting. 5. The Chairman then invited the Members to express their views, give suggestions and make enquiries on the operations and financial performance of the Company and related matters. The Chairman responded to all the queries raised by Members. 6. With the permission of all the Members present, the notice dated 051h September 2026 convening the Annual General Meeting was taken as read and on the request made by the Chairman, Mrs. Bhumikaben Sunilbhai Patel, Director read out the Auditor's Report to the Members. The Chairman informed that there were no qualifications or adverse remarks in the Auditors' Report for the year ended 3151 March, 2026. 7. The Chairman thereafter handed over the proceedings to the Company Secretary Rinkal Ajay Patel. She informed the Members that Company had provided facility to cast their vote electronically on all resolutions in the Notice convening 22nd Annual General Meeting which was open from 27th September, 202 (09.00 a.m.) to 29th September 2026 (05.00 p.m.). She further informed that voting through ballot forms was also available for Members present at the Meeting, who have not casted their vote electronically. She further informed that Ms. Manisha Chindarkar, Practicing Company Secretary was -Website: www.bhanderiinfracon.com Bhanderi Infracon Limited appointed as Scrutinizer to scrutinize the votes casted by Members through e-voting/ ballot forms. 8. Thereafter, the following Resolutions set out in the Notice convening the AGM were proposed and seconded by Members: Item Details of the Agenda Resolution No. required Ordinary Business 1 To receive, consider, approve and adopt: Ordinary a) The Audited Standalone Financial Statements of the Company for the financial year ended 3 I March, 2026 together with the Reports of the Board of Directors and Auditors thereon; and b) The Audited Consolidated Financial Statements of the Company for the financial year ended 31 March, 2026 together with the Report of the Auditors thereon. 2 To appoint a Director In place of Mrs. Bhumikaben Patel (DIN: Ordinary 06984921), who retires by rotation and being eligible has offered her for re-appointment as Director. Special Business 3 Rt'gularisation of Additional Director Mr. Devenedra Prakash Ordinary Khandelwal (DIN -07460858) by appointing him as Independent Director of the Company "RESOLVED THAT, pursuant to provision of Section 149,150,152 read with Schedule IV to the Companies Act,2013 , and all other applicable provisions of the Companies Act, 2013 and the Companies (Appointment and Qualification of Directors) Rules,2014 (including any statutory modification(s) or re-enactment thereof for the time being in force) and Regulation 17 of SEBI (Listing Obligation and Disclosure Requirements) Regulations,2015 Mr. Devendra Prakash Khandelwal (DIN - 07460858) who was appointed as an Additional Director of the Company w.e.f 04th February, 2026 in terms of Section 161(1) of the Companies Act,2013 and Article of Association of the Company and who holds office up till the conclusion of this Annual General Meeting and in respect of whom the Company has received declaration that he meets the criteria for independence as provided in Section 149(6) of the Act and who is eligible for appointment, be and hereby appointed as an Independent Director of the Company to hold office for a term of five (5) consecutive years for the maximum period upto 3rd February, 2031." Regd off: B/ 12, Jabuka Complex, Nr. Bajrang Ashram, Below Vikas School, NH - 8, Thakkar Bapanagar Ahmedabad Ahmedabad GJ 382350 IN Ph: 079-22830245, Email: bhanderiinfracon(ii..gmail.com.bhanderLinfo!(lgmail.com CIN:L45201GJ2004PLC044481 Website: www.bhanderiinfracon.com Bhanderi Infracon Limited 4 APPROVAL FOR RELATED PARTY TRANSACTION Ordinary "RESOLVED THAT pursuant to the provisions of Section 188 and other applicable provisions of the Companies Act, 2013, if any, read with the relevant rules thereto, consent of the members of the Company be and is hereby accorded for entering into the following related party transactions for financial year 2026- 2027: MAXIMUM VALUE OF CONTRACT/TRANSACTION (FY 2026-2027) Nature of transaction Sale, purchase, reimbursement of expenses, providing serVices, commiSSIOn, consultancy, appointment at place of profit of business Name of Related Parties Amount in Rs. Bhar;deri Corporation Limited Rs.50,00,00,000/- (Rupees Fifty Crore only) lvIr. Sunil Patel -lVID and Promoter Rs. 50,00,00,000/- (Rupees Fifty Crore only) Ms. Bhumikaben Patel - Director and Rs. 50,00,00,000/- (Rupees Fifty Crore Promoter Group only) RESOLVED FUPTHER THAT to give effect to this Resolution the Board of Directors be a::d are hereby authorized to settle any question, difficulty or doubt that may arisf with. regard to giving effect to the above Resolution and to do all acts, deeds, things as the Board in its absolute discretion may deem necessary, propel, ce~ira~te and also to fiilF,tise ':Iny d·.)CUr(lents and 'writings related thereto." 9. The Chairman further informed that upon completion of voting by physical ballot, the Scratinizers will count the votes and sign and submit the result to the Chairman by adding the phY:3ical votes to the electronically casted votes in favour and against each Resolution. He fi.lrther informed that the Voting Results shall be declared and alongwith Scrutinizer Repo11 shall be intimated to BSE Limited and CDSL / Purva within forty-eight hours of the conclusion of AGM. 10. The Chairman thanked the Members for attending and participating in the Meeting. Limited Sunil Patel Managing Director DIN 00307827 Regd off: B/12, Jabuka Complex, Nr. Bajrang Ashram, Below Vikas School, NH - 8, Thakkar Bapanagar Ahmedabad Ahmedabad GJ 382350 IN Ph: 079-22830245, Email: bhanderiinfracon(ii.gmail.com.bhanderi.infora.g [Showing first 8,000 characters — download PDF for full document]