Notice of Extra Ordinary General Meeting to be held on Friday, November 6, 2026 at 11:30 am (IST) through Video Conference/ Other Audio Visual Means

Listing Department BSE Limited P J Towers, Dalal Street, Fort, Mumbai – 400 001 Scrip Code: 522004 October 13, 2026 Dear Sir / Madam, Subject: Notice of Extra Ordinary General Meeting of Batliboi Limited Please find enclosed herewith the Notice of Extra Ordinary General Meeting (“EOGM”) of Batliboi Limited (‘Company’) scheduled to be held on Friday, November 6, 2026 at 11:30 a.m. (IST) through Video Conference/Other Audio-Visual Means. The Notice of the EOGM is available on the website of the Company at http://www.batliboi.com This is submitted pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended. This is for your information and records. Thanking you Yours Faithfully, For Batliboi Limited Pooja Sawant Company Secretary ACS – 35790 Encl:a/a BATLIBOI LIMITED Registered Office: Bharat House, 5th Floor, 104, B.S. Marg, Fort, Mumbai - 400001 CIN L52320MH1941PLC003494 Tel: +91 (22) 66378200 Website: www.batliboi.com E-mail: investors@batliboi.com NOTICE OF EXTRA-ORDINARY GENERAL MEETING NOTICE is hereby given that an Extra-Ordinary General Meeting (“EGM” / “Meeting”) of the Members of Batliboi Limited (the “Company”) will be held on Friday, November 6, 2026 at 11:30 a.m. (IST) through Video Conferencing (“VC”) / Other Audio Visual Means (“OAVM”), in compliance with the applicable circulars issued by the Ministry of Corporate Affairs (“MCA”) and the Securities and Exchange Board of India (“SEBI”), to transact the following special business. In terms of the said circulars, physical attendance of members at the Meeting has been dispensed with, and the registered office of the Company shall be deemed to be the venue of the Meeting. SPECIAL BUSINESS Item No. 1: Variation of the terms / rights of 6,92,480 1% Redeemable Non-Cumulative Preference Shares held by Mr. Nirmal Bhogilal, Promoter and Chairman, so as to convert the same into Compulsorily Convertible Preference Shares, convertible into equity shares on demand To consider and, if thought fit, to pass, with or without modification(s), the following resolution as a Special Resolution: “RESOLVED THAT in accordance with Sections 42, 48, 55, 62(1)(c) and all other applicable provisions, if any, of the Companies Act, 2013 (including any statutory modification or re-enactment thereof for the time being in force) and the applicable Rules thereunder, and the enabling provisions of the Memorandum of Association and Articles of Association of the Company, and subject to the necessary approval(s), consent(s) and permission(s) of the Securities and Exchange Board of India (“SEBI”) and in accordance with the SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018 (“SEBI ICDR Regulations”), the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 (“SEBI SAST Regulations”), the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI Listing Regulations”), and subject to such approvals, consents, permissions and sanctions as may be necessary from SEBI, BSE Limited (“BSE”) and other appropriate authorities, and subject to such conditions and modifications as may be prescribed while granting such approvals and which may be agreed to by the Board of Directors of the Company (the “Board”), the consent of the members of the Company be and is hereby accorded to approve the change / alteration / variation of the existing terms and nature of the 6,92,480 (Six Lakh Ninety-Two Thousand Four Hundred and Eighty) 1% Redeemable Non-Cumulative Preference Shares of Rs. 100/- each held by Mr. Nirmal Bhogilal, Promoter and Chairman of the Company (the “RNCPS”), which shall be convertible into 6,92,480 Compulsorily Convertible Preference Shares of face value Rs. 100/- each of the Company (the “CCPS”), and which CCPS shall be compulsorily convertible into equity shares of the Company, on demand made by the Company and exercised, at a price of Rs. 113.50 per equity share (being higher than the independently determined fair value of Rs. 90.31 per equity share, as indicated in the valuation report of the registered valuer) (the “Conversion Price”), being not lower than the price determined in terms of the SEBI ICDR Regulations, on a preferential allotment basis, on the terms and conditions set out herein. RESOLVED FURTHER THAT the variation of the terms / rights of the RNCPS, by converting the existing holding of Mr. Nirmal Bhogilal from RNCPS into CCPS, shall be subject to the following terms and conditions: a) The CCPS shall be compulsorily convertible into equity shares of the Company, in one or more tranches, on demand made by the Company at any time after the date of allotment but on or before the expiry of [18 (eighteen)] months from the date of allotment; and subject to the approval of the applicable regulatory Page 1 authorities, the Company shall convert the unexercised portion, if any, of the CCPS into equity shares on the last day of the period specified in Regulation 162 of the SEBI ICDR Regulations, even if the holder does not exercise the conversion option; b) The CCPS shall carry a preferential right vis-à-vis the equity shares of the Company with respect to payment of dividend and repayment of capital in the event of winding up or repayment of capital; c) The CCPS shall be paid dividend on a non-cumulative basis at the rate of [1%] per annum; d) The CCPS shall not carry any voting rights; only upon conversion of the CCPS into equity shares shall the resultant equity shares carry voting rights in accordance with the provisions of the Companies Act, 2013; e) The CCPS (upon variation of the RNCPS) and the equity shares to be allotted upon conversion of the CCPS shall be in dematerialised form and shall be subject to lock-in as applicable under the SEBI ICDR Regulations; f) The equity shares to be issued upon conversion of the CCPS shall rank pari passu in all respects, including entitlement to dividend, with the existing equity shares of the Company; and g) All other terms and conditions associated with the aforesaid preference shares shall, save as varied hereby, remain the same. RESOLVED FURTHER THAT pursuant to the variation of the terms of the said RNCPS into CCPS, the Company’s liability towards the holder of the RNCPS shall stand reduced to the extent of the conversion thereof into CCPS, and the RNCPS so converted shall be treated as ‘redeemed’ from the date of allotment of the CCPS. RESOLVED FURTHER THAT the Board be and is hereby authorised, on behalf of the Company, to take all actions and do all such acts, deeds, matters and things as it may, in its absolute discretion, deem necessary, including to modify, accept and give effect to any modifications in the terms and conditions of the aforesaid RNCPS / CCPS as may be required by any statutory or regulatory authority, and to settle all questions or doubts that may arise, without being required to seek any further consent or approval of the members.” Item No. 2: Preferential issue and allotment of equity shares to Mr. Nirmal Bhogilal, Promoter and Chairman, upon conversion of the Compulsorily Convertible Preference Shares To consider and, if thought fit, to pass, with or without modification(s), the following resolution as a Special Resolution: “RESOLVED THAT in accordance with Sections 42, 62(1)(c) and all other applicable provisions, if any, of the Companies Act, 2013 read with the applicable Rules thereunder, the Memorandum and Articles of Association of the Company, the SEBI ICDR Regulations, the SEBI SAST Regulations and the SEBI Listing Regulations, and subject to such approvals, consents and permissions as may be necessary, the consent of the members of the Company be and is hereby accorded to the Board to create, offer, issue and allot up to 6,10,114 equity shares of the Company of face value Rs. 5/- each fully paid-up, on a preferential basis and for consideration other than cash, to Mr. Nirmal Bhogilal, Promoter and Chairman of the Company, [Showing first 8,000 characters — download PDF for full document]