Shareholders meeting

29th June 2026 BSE Limited, National Stock Exchange of India Ltd., Phiroze Jeejeebhoy Towers, Exchange Plaza, 5th Floor, Dalal Street, Bandra-Kurla Complex, Mumbai 400 001. Bandra (E), Mumbai 400 051. Scrip code: 532343 Scrip code: TVSMOTOR NCRPS Scrip code: 717506 NCRPS Scrip code: TVSMNCRPS Dear Sir/Madam, Sub: Notice of the 34th Annual General Meeting of TVS Motor Company Limited (“Company”) Pursuant to Regulations 30 and 50(2) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, please find enclosed the Notice for convening the 34th Annual General Meeting of the Company on Wednesday, 22nd July 2026 at 11.00 A.M. (IST) via Video Conference (VC) / Other Audio Visual Means (OAVM). The copy of the same is also available on the website of the Company viz., www.tvsmotor.com. This is for your kind information. Thanking You, Yours faithfully, For TVS MOTOR COMPANY LIMITED K S Srinivasan Company Secretary Encl :a/a Website: www.tvsmotor.com Email: contactus@tvsmotor.com CIN: L35921TN1992PLC022845 NOTICE NOTICE OF ANNUAL GENERAL MEETING NOTICE is hereby given that the 34th Annual General Meeting SPECIAL BUSINESS: of the Company (‘AGM’) will be held on Wednesday, the 3. To consider passing the following resolution as an 22nd July 2026 at 11.00 AM [Indian Standard Time (‘IST’)] ordinary resolution: through Video Conference (‘VC’) / Other Audio Visual Means (‘OAVM’) to transact the following businesses: “RESOLVED THAT pursuant to Section 148 of the Companies Act, 2013 read with the Companies ORDINARY BUSINESS: (Audit and Auditors) Rules, 2014 (including any statutory modification(s) or re-enactment(s) 1. To consider passing the following resolution as an thereof, for the time being in force) remuneration of ordinary resolution: C 8,00,000/- (Rupees eight lakhs only) plus applicable “RESOLVED THAT the standalone and consolidated taxes and reimbursement of travelling and other out audited financial statements for the year ended of pocket expenses incurred by them, payable to 31st March 2026, together with the Board's Report M/s C S Adawadkar & Co, Practicing Cost Accountants, and the Auditors' Report thereon as circulated to the having Firm Registration No. 100401 allotted by The Members and presented to the meeting be and are Institute of Cost Accountants of India, who were hereby approved and adopted.” appointed as Cost Auditors of the Company for the financial year ending 31st March 2027 by the Board of 2. To consider passing the following resolution as an Directors of the Company, as recommended by the ordinary resolution: Audit Committee be and is hereby ratified.” “RESOLVED THAT Mr Sudarshan Venu (holding DIN 03601690), Director, who retires by rotation and being By order of the Board of Directors eligible, offers himself for re-appointment, be and is hereby re-appointed as a Director of the Company.” Singapore K S Srinivasan 13th May 2026 Company Secretary Registered office: “Chaitanya” No. 12, Khader Nawaz Khan Road, Nungambakkam, Chennai - 600006 402 TVS Motor Company Limited Notes: 5. P ursuant to the provisions of Section 108 of the Act, 2013 read with Rule 20 of the Companies (Management A Statement pursuant to Section 102 of the Companies and Administration) Rules, 2014 (as amended) and Act, 2013 (the Act, 2013), setting out the material facts in Regulation 44 of the Listing Regulations, and the respect of the special business to be transacted at the Circulars issued by the Ministry of Corporate Affairs Annual General Meeting (AGM), as listed out in the Notice, is annexed hereto. dated 5th May, 2020, the Company is providing facility of remote e-Voting to its Members in respect of the 1. P ursuant to the MCA Circular No 03/2025 dated business as to be transacted at the AGM. For this 22nd September 2025 read with MCA Circular Nos. purpose, the Company has entered into an agreement 09/2024, 9/2023, 10/2022, 02/2022 and 20/2020 with National Securities Depository Limited (NSDL) for dated: 19th September 2024, 25th September 2023, facilitating voting through electronic means, as the 28th December 2022, 5th May 2022 and 5th May 2020 authorized agency. The facility of casting votes by a respectively, issued by the Ministry of Corporate member using remote e-Voting system as well as Affairs (MCA) and all other relevant circulars issued voting at the meeting will be provided by NSDL. from time to time and SEBI Circular No. SEBI/HO/ CFD/CFD-PoD-2/P/ CIR/2024/133 dated 3rd October 6. I n line with MCA Circular No. 17/2020 dated 13th 2024, issued by the Securities and Exchange Board April, 2020, the Notice calling the AGM has been of India (SEBI) and in compliance with the provisions uploaded on the website of the Company at of the Act, 2013 and the SEBI (Listing Obligations and www.tvsmotor.com. The Notice can also be accessed Disclosure Requirements) Regulations, 2015 ("Listing from the websites of the Stock Exchanges i.e. BSE Regulations"), physical attendance of the Members Limited and National Stock Exchange of India Limited is not required at a common venue and AGM can be at www.bseindia.com and www.nseindia.com held through video conference (VC) or other audio respectively and the AGM Notice is also available on visual means (OAVM). Hence, Members can attend the website of NSDL (agency for providing the remote and participate in the ensuing AGM through VC/ e-Voting facility) i.e. www.evoting.nsdl.com. OAVM. 7. A GM has been convened through VC / OAVM 2. Pursuant to the Circular No. 14/2020 dated 8th April, in compliance with applicable provisions of the Act, 2013, read with Circulars issued by MCA and 2020, issued by the Ministry of Corporate Affairs, SEBI from time to time and the Company will provide the facility to appoint proxy to attend and cast one-way live webcast of the proceedings of the AGM, vote for the members is not available for this AGM. in terms of Regulation 44 of the Listing Regulations, However, the Body Corporates are entitled to appoint authorised representatives as Members to attend the being one of the top 100 listed Companies as at 31st AGM through VC/OAVM and participate and cast their March 2026. votes through e- Voting. 8. T he relevant details as set out under Item No. 2 of 3. T he Members can join the AGM through VC / OAVM the Notice pursuant to Regulation 36(3) of the SEBI mode 15 minutes before and after the scheduled time (Listing Obligations and Disclosure Requirements) of the commencement of the Meeting by following Regulations, 2015 and Secretarial Standard - 2 on the procedure mentioned in the Notice. The facility of General Meetings issued by the Institute of Company participation at the AGM through VC / OAVM will be Secretaries of India (“ICSI”) in respect of the Director made available to 1000 members on "first come first seeking re- appointment at this AGM, are also part of served" basis. This will not include large Shareholders this Notice. (Shareholders holding 2% or more shareholding), 9. A s the AGM shall be conducted through VC/OAVM, the Promoters, Institutional Investors, Directors, Key facility for appointment of Proxy by the members is Managerial Personnel, the Chairpersons of the not available for this AGM and hence the Proxy Form Audit Committee, Nomination and Remuneration and Attendance Slip including Route Map are not Committee and Stakeholders Relationship annexed to this Notice. Committee, Auditors etc. who are allowed to attend the AGM without restriction on account of "first come Unclaimed Dividend first served" basis. 10. I n terms of Section 124 of the Act, 2013, the dividend 4. The attendance of the Members attending the AGM declared by the Company, for earlier years, which through VC / OAVM will be counted for the purpose remain unclaimed for a continuous period of seven of reckoning the quorum under Section 103 of the years will be transferred on due dates to the Investor Act, 2013. Education and Protection Fund (IEPF), established by the Central Government. T [Showing first 8,000 characters — download PDF for full document]