Proceeding of the 16th AGM

HEIL/SE-20/2026-27 July 23, 2026 To, To, The Manager (Listing), The Manager (Listing), The BSE Limited National Stock Exchange of India Limited Phiroze Jeejeebhoy Towers, "Exchange Plaza", C-l, Block - G, Dalal Street, Bandra - Kurla Complex, Bandra (E) Mumbai – 400 001 Mumbai – 400 051 Script Code No. : 543600 Symbol : HARSHA Dear Sir/Madam, Sub: Proceedings of the 16th Annual General Meeting of the Company held on Thursday, July 23, 2026 Ref: Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations,2015 With reference to subject matter and pursuant to regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, we are submitting herewith the proceeding of the 16th Annual General Meeting of the Company held on July 23, 2026 at 11 a.m. (IST) through Video Conferencing /Other Audio Visual Means (“VC/OAVM”). The Proceeding of the 16th Annual General Meeting is also uploaded on the Company’s website and can be accessed at https://www.harshaengineers.com/InvestorRelations/. You are requested to take the same on your record. Thanking You, Yours faithfully, FOR HARSHA ENGINEERS INTERNATIONAL LIMITED Kiran Mohanty Company Secretary and Chief Compliance Officer MEM NO. : F9907 Encl.: As Above Harsha Engineers International Limited CIN : L29307GJ2010PLC063233 Corporate & Registered Office: Sarkhej - Bavla Road, Changodar, Ahmedabad, Sanand - 382213, Gujarat, India. Tel.: +91-2717-618200 Fax: +91-2717-618259 E-mail: sec@harshaengineers.com URL: www.harshaengineers.com SUMMARY OF THE PROCEEDINGS OF 16TH ANNUAL GENERAL MEETING ("AGM") OF HARSHA ENGINEERS INTERNATIONAL LIMITED HELD ON THURSDAY, JULY 23, 2026 THROUGH VIDEO CONFERENCING / OTHER AUDIO VISUAL MEANS ("VC/OAVM") AT 11.00 A.M. Directors Present: Mr. Rajendra Shah - Chairman & Whole-time Director Mr. Harish Rangwala - Managing Director Mr. Vishal Rangwala - CEO & Whole-time Director Mr. Pilak Shah - COO & Whole-time Director Ms. Hetal Naik - Whole-time Director Mr. Ambar Patel - Independent Director Dr. Bhushan Punani - Independent Director Mr. Kunal Shah - Independent Director Mr. Ramakrishnan Kasinathan - Independent Director In Attendance: Mr. Kiran Mohanty - Company Secretary & Chief Compliance Officer Mr. Maulik Jasani - VP Finance & Group CFO Mr. Chintan Shah - M/s. Pankaj R. Shah & Associates, Statutory Auditors Mr. Chirag Shah - Chirag Shah & Associates, Secretarial Auditor and Scrutinizer during the AGM Members Present: 55 persons have attended AGM through Video Conferencing. Mr. Rajendra Shah, Chairman and Whole-time Director, chaired the proceeding of the Meeting. Mr. Rajendra Shah, Chairman and Whole-time Director of the Company, occupied the chair and welcomed the members and others Invitees who have attended the 16th Annual General Meeting (“AGM”). The Chairman informed that virtual meeting was being conducted through video conference in pursuance of circular of Ministry of Corporate Affairs. He informed that the Company had taken the requisite steps to enable members to participate and vote on the items being considered at the AGM. He then recorded the attendance of Directors, Auditors, and Other Company Officials who were present at the meeting. He further informed to the Members, any member who wanted to inspect the documents referred in the Notice and the other Statutory Registers are available for inspection in the electronic mode and can inspect by sending the email to the company at sec@harshaengineers.com . The Chairman called the meeting to order since valid quorum was present with a warm welcome to all Members, fellow Directors, Auditors and Company Officials present in the meeting. Thereafter, Mr. Kiran Mohanty, Company Secretary & Chief Compliance Officer further carried on the proceedings of the AGM. He referred to the Notice of AGM and with the consent of the members present, the Notice was taken as read. Harsha Engineers International Limited CIN : L29307GJ2010PLC063233 Corporate & Registered Office: Sarkhej - Bavla Road, Changodar, Ahmedabad, Sanand - 382213, Gujarat, India. Tel.: +91-2717-618200 Fax: +91-2717-618259 E-mail: sec@harshaengineers.com URL: www.harshaengineers.com He informed the Members that the reports of the auditors were clean and unmodified, and did not contain any qualifications, observations, or adverse remarks, same was considered to be read. The Chairman then delivered his speech. The Chairman, invited those shareholders who have registered themselves as Speakers at the meeting to ask their queries one by one. The Chairman and CEO of the Company respond to the queries asked. Thereafter, Chairman requested Mr. Kiran Mohanty, Company Secretary to further carry on the proceeding of the AGM. The Company Secretary, then, read out the following agenda items of businesses as per the Notice of AGM which were transacted: Ordinary Business :- 1. To receive, consider and adopt the a. Audited Standalone Financial Statements of the Company for the financial year ended on March 31, 2026 together with the reports of Board of Directors and Auditors thereon; and b. Audited Consolidated Financial Statements of the Company for the financial year ended on March 31, 2026 together with the report of Auditors thereon. 2. To declare a dividend on equity shares Rs. 1.5 per equity share of Rs. 10 each for the financial year ended March 31, 2026. 3. To appoint a director in place of Mr. Rajendra Shah (DIN: 00061922), who retired by rotation, being eligible for re-appointment and offers himself for the same. 4. To appoint a director in place of Mr. Harish Rangwala (DIN: 00278062), who retired by rotation, being eligible for re-appointment and offers himself for the same. 5. To appoint M/s Mukesh M. Shah & Co., Chartered Accountants, (FRN: 106625W) as the Statutory Auditors for a term of 5 (Five) consecutive years and authorise Board of Directors to fix their remuneration. Special Business :- 6. To ratify remuneration of Cost Auditors of the Company to be paid for the financial year 2026-27. 7. Re-appointment of Mr. Ambar Patel (DIN: 00050042), as an Independent Director of the Company. 8. Re-appointment of Mr. Bhushan Punani (DIN:00119874), as an Independent Director of the Company. 9. Re-appointment of Mr. Kunal Shah (DIN:02087152), as an Independent Director of the Company. 10. Re-appointment of Mr. Ramakrishnan Kasinathan (DIN: 09461806), as an Independent Director of the Company. 11. To consider and approve ‘Harsha Engineers International Limited- Employee Stock Option Plan 2026. Harsha Engineers International Limited CIN : L29307GJ2010PLC063233 Corporate & Registered Office: Sarkhej - Bavla Road, Changodar, Ahmedabad, Sanand - 382213, Gujarat, India. Tel.: +91-2717-618200 Fax: +91-2717-618259 E-mail: sec@harshaengineers.com URL: www.harshaengineers.com 12. To consider and approve grant of employee stock options to the employees of subsidiary company of the Company under ‘Harsha Engineers International Limited- Employee Stock Option Plan 2026’ The Company Secretary informed the members that, in accordance with the provisions of the Companies Act, 2013 and the SEBI Listing Regulations, the company had provided the facility to exercise their right to vote by electronic means, both through remote e-voting and e-voting at the Annual General Meeting. The members voted through remote e voting during Monday, July 20, 2026 (9 A.M.) to Wednesday, July 22, 2026 (5 P.M.). Then Company Secretary briefed about the E-voting process during the meeting. He informed the members that the facility to vote on the resolutions contained in the Notice of the meeting shall remain open upto 15 minutes from the conclusion of the meeting and voting result would be declared upon receipt of scrutinizer’s report and posted on the website of the company, stock exchanges & respective agencies. Mr. Rajendra Shah, Chairman and Whole-time Director declared the meeting as concluded and thanked all members for attending and participating in the AGM [Showing first 8,000 characters — download PDF for full document]