Notice of 29th Annual General Meeting 2025-26

Dhunseri Tea & Industries Limited A\Dhunserfl CIN : L15500WB1997PLC085661 Registered Office : Dhunseri House. 4A. Woodburn Park. Kolkata 700020 July 27, 2026 BSE Limited National Stock Exchange of India Ltd Phiroze-Jeejeebhoy Towers. Exchange Plaza, C-1, Block G, 5th Floor DalaI Street, Bandra Kurla Complex, Mumbai-400 001 Bandra (E) Scrip Code: 538902 Mumbai -400 051 Symbol: DTIL Sub. : Notice of the 29th Annual General Meeting (AGM) of the Company for the Financial Year 2025-26 Dear Sir/Ma'am, Pursuant to Regulation 30 read with Para A of Part A of Schedule III of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, please find enclosed herewith, Notice of the 29th AGM of the Company scheduled to be held on Wednesday, August 19, 2026 at 3:00 P.M. (IST) via Video Conferencing/Other Audio-Visual Means ('VC'/'OAVM'). The said Notice is also available on the Company’s website: https://'’dbunseritea.com/\vp- content/-uploads/HJ26/07/Notice-.o-G-'29th-Annual-General--'Mee-ti.ng.pdf This is for your information and record. Thanking you, For Dhunseri Tea & Industries Limited VV„,~1 ah,Ji Ita Urmi Bhotika Company Secretary Kolkata 700 020 & Compliance Officer Ph. : +91 33 2280 1950 (Five Lines) Fax : +91 33 2287 8350/9274 Email : mail@dhunseritea.com, Website : www.dhunseritea.com DHUNSERI TEA & INDUSTRIES LIMITED CIN: L15500WB1997PLC085661 Regd. Office: Dhunseri House, 4A, Woodburn Park, Kolkata-700020 Phone: +91 33 2280-1950 (5 Lines); Fax: +91 33 2287 8350 / 9274 Website: www.dhunseritea.com; E-mail: mail@dhunseritea.com NOTICE NOTICE is hereby given that the 29th Annual General in this regard to consider and, if thought fit, to pass, with Meeting (“AGM”) of the Members of Dhunseri Tea & or without modification(s), the following resolution as a Industries Limited will be held on Wednesday, August Special Resolution: 19, 2026 at 3.00 p.m. (IST) through Video Conferencing “RESOLVED THAT pursuant to the recommendation (“VC”)/ Other Audio Visual Means (“OAVM”) to transact of the Nomination and Remuneration Committee and the following business: subsequent approval by the Board of Directors at its ORDINARY BUSINESS: meeting held on 25th May, 2026, as per the provisions of sections 196, 197, 198 and other applicable provisions of Item no. 1 the Companies Act, 2013, and the Rules made thereunder read with Schedule V of the Companies Act, 2013, To receive, consider and adopt the Financial Statements approval of the Members be and is hereby accorded for the of the Company for the year ended 31st March, 2026, payment of such remuneration, perquisites and benefits to including the audited Balance Sheet as at 31st March, Mr. Chandra Kumar Dhanuka (Mr. C.K. Dhanuka) holding 2026, the Statement of Profit & Loss for the year ended DIN 00005684 as approved by the Members in the Annual 31st March, 2026, the Cash Flow Statement for the year General Meeting (AGM) held on 19th September, 2023 ended 31st March, 2026 and the Reports of the Board of for the remaining tenure of his appointment i.e., till Directors and Auditors’ thereon. 31st December, 2028, the material terms of which are set Item no. 2 out in the Explanatory Statement to this Notice. To declare a dividend of Rs. 2.00/- per equity share for the RESOLVED FURTHER THAT the Board be and is financial year ended March 31, 2026. hereby authorised to do all acts and take all such steps as may be necessary, proper or expedient to give effect to this Item no. 3 resolution, including the alteration and variation in the terms To appoint a director in place of Ms. Bharati Dhanuka and conditions of the re-appointment and/or agreement (DIN: 02397650), who retires by rotation and being eligible irrespective of the limits stipulated under Schedule V to offers herself for re-appointment. the Act or any amendments made hereafter in this regard in such manner as may be agreed to between the Board and SPECIAL BUSINESS: Mr. C.K.Dhanuka, subject to such approvals as may be required. Item no. 4 RESOLVED FURTHER THAT in the event in any Approval of remuneration of Mr. Chandra Kumar Dhanuka financial year the Company does not earn any profits or in line with Schedule V of the Companies Act, 2013 and earns inadequate profits the Company may pay to the 11 DHUNSERI TEA & INDUSTRIES LIMITED Managing Director, the remuneration as specified in the M/s. Mani & Co, Cost Accountants (Firm Registration agreement as the minimum remuneration. No. 000004), appointed by the Board of Directors as Cost Auditors to conduct the audit of the cost records of the Item no. 5 Company for the financial year ending March 31, 2027, be and is hereby ratified and confirmed.” To ratify the remuneration of the Cost Auditors for the year 2026-2027 and in this regard to consider and, if thought fit, to pass, with or without modification, the following resolution as an Ordinary Resolution: By Order of the Board “RESOLVED THAT pursuant to the provisions of For DHUNSERI TEA & INDUSTRIES LIMITED Section 148(3) and other applicable provisions, if any, of Kolkata, URMI BHOTIKA the Companies Act, 2013 and the Rules made thereunder, the remuneration amounting to Rs. 2.50 lac (Rupees Two May 25, 2026 Company Secretary lac and Fifty thousand only) plus applicable taxes and & Compliance Officer re-imbursement of out of pocket expenses payable to Annual Report 2025-26 2 NOTES: electronic mode to those Members whose e-mail address is registered with the Company or with the Depositories 1. An Explanatory Statement pursuant to Section 102 of (NSDL/ CDSL). the Companies Act, 2013 (“Act”) relating to the Special Business to be transacted at the 29th AGM is annexed A letter providing the web-link, including the exact path, hereto. where complete details of the Annual Report is available is being sent to those Members whose e-mail address 2. The Ministry of Corporate Affairs (“MCA”) and SEBI are not registered. vide their Circulars have permitted holding of the AGM through Video Conferencing (“VC”) / Other Audio 9. Members holding shares in demat mode, who have not Visual Means (“OAVM”), without the physical presence registered their email addresses are requested to register of the Members. Accordingly, in compliance with the their email addresses with their respective Depository provisions of the Act, SEBI (Listing Obligations and Participant(s) (DP) and members holding shares in Disclosure Requirements) Regulations, 2015 (“SEBI physical mode are requested to update their email Listing Regulations”) and MCA Circulars, the 29th AGM addresses with the Company’s RTA. of the Company is being held through VC / OAVM. Please refer to item no. 18 for detailed procedure to 3. Since the 29th AGM is being held pursuant to the MCA be followed for updating the email address etc. Circulars through VC / OAVM, physical attendance of 10. Members may note that the Notice of the Members is dispensed with. Accordingly, the facility for 29th AGM and the Reports and Accounts for FY appointment of proxies by the Members is not available 2025-26 is also available on the Company’s website for this AGM and hence the Attendance Slip, Proxy www.dhunseritea.com; and on the websites of the Form and Route Map are not annexed to this Notice. Stock Exchanges i.e. BSE Limited and National Stock 4. Institutional shareholders (i.e. other than individuals, Exchange of India Limited at www.bseindia.com and HUF, NRI, etc.) are required to send (a scanned copy www.nseindia.com respectively and also on the website of the relevant Board Resolution/Authority letter etc of NSDL at www.evoting.nsdl.com in PDF/JPG Format together with attested specimen INFORMATION FOR MEMBERS signature(s) of the duly authorized signatory(ies), to the Scrutinizer by email to dhanuka419@yahoo.co.in with 11. SEBI has established a common Online Dispute a copy marked to evoting@nsdl.com. Resolution Portal (“ODR Portal”) for resolution of disputes arising in the Indian Securities Market. 5. In case of Joint holders, only such j [Showing first 8,000 characters — download PDF for full document]