Shareholders meeting

18th June, 2026 National Stock Exchange of India Limited BSE Limited Listing Department, The Corporate Relationship Department ‘Exchange Plaza’, C/1, G Block, Bandra 1st Floor, New Trading Wing, Rotunda Kurla Complex, Bandra (E), Building, Phiroze Jeejeebhoy Towers, Mumbai 400051. Dalal Street, Fort, Mumbai- 400001. Symbol: BALRAMCHIN Scrip Code: 500038 Dear Sir/Madam, Subject: Minutes of the Extra Ordinary General Meeting of the Company Please find enclosed herewith a certified true copy of the Minutes of the Extra Ordinary General Meeting of the Company held on Wednesday, 20th May, 2026 through video conferencing. Thanking You. Yours faithfully For Balrampur Chini Mills Limited Manoj Agarwal Company Secretary & Compliance Officer Encl: A/a Minutes of the Extra-Ordinary General Meeting (EGM) of the Members of Balrampur Chini Mills Limited held on Wednesday, 20th day of May, 2026, through video conferencing (VC), from the Registered Office of the Company situated at 234/3A, A. J. C. Bose Road, FMC Fortuna, 2nd Floor, Kolkata – 700020, West Bengal which commenced at 4:00 P.M. (IST) and concluded at 4:37 P.M. (IST) Present: Mr. Vivek Saraogi - Chairman and Managing Director (from Kolkata) Dr. Indu Bhushan - Lead Independent Director Chairperson of Audit Committee (from New Delhi) Ms. Mamta Binani - Independent Director Chairperson of Stakeholder Relationship Committee and Executive Committee (from Kolkata) Ms. Veena Hingarh - Independent Director Chairperson of Nomination and Remuneration Committee and Corporate Social Responsibility Committee (from Kolkata) Mr. Chandra Kishore Mishra - Independent Director Chairperson of Risk Management Committee and Environmental, Social & Governance Committee (from New Delhi) Ms. Avantika Saraogi - Executive Director (from Kolkata) Mr. Praveen Gupta - Whole-time Director (from Haidergarh) Mr. Pramod Patwari - Chief Financial Officer (from Kolkata) Mr. Manoj Agarwal - Company Secretary & Compliance Officer (from Kolkata) Total of 57 members (including authorized representatives) were present at the Extra-Ordinary General Meeting (the “Meeting/EGM”) of the Company along with the representatives of the Statutory Auditors – M/s. Lodha & Co LLP, Chartered Accountants. Mr. Manoj Agarwal, Company Secretary & Compliance Officer, welcomed the Members attending the Meeting and informed that the said Meeting was being conducted through Video Conferencing (“VC”) as per the applicable Circulars issued by Ministry of Corporate Affairs (“MCA”) and Securities and Exchange Board of India (“SEBI”) in this regard. He also informed that the statutory registers and other relevant documents, as mentioned in the Notice of the EGM (the “Notice”), have been made available electronically for inspection by the Members during the EGM. He stated that the Members can send their inspection request to the designated e-mail id at secretarial@bcml.in. Thereafter, Mr. Vivek Saraogi, Chairman and Managing Director of the Company extended warm welcome to the Members. However, he being interested in the proposed resolution, with the consent of the Members, entrusted the conduct of the proceedings of the agenda item to Dr. Indu Bhushan, Lead Independent Director of the Company, and requested him to take over as Chairperson of the meeting. Dr. Indu Bhushan took the chair and as the requisite quorum was present, the Chairperson called the Meeting to order. Thereafter, he introduced other Directors, Chief Financial Officer, Company Secretary and Statutory Auditors of the Company. All the Directors attended the Meeting. The Chairperson extended a very warm welcome to the members at the Meeting. The Chairperson informed that in case of any technical disruption or failure, Mr. Chandra Kishore Mishra, Independent Director and Chairperson of Risk Management Committee and Environmental, Social & Governance Committee would take the chair and continue the proceedings of the Meeting. With the permission of the members present, the Notice dated 23rd April, 2026 convening the EGM, was taken as read. The Chairperson added that as per the provisions of Section 108 of the Companies Act, 2013 (as amended) read with Rule 20 of the Companies (Management and Administration) Rules, 2014 (as amended) and Regulation 44 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (as amended), the Company had provided its members the facility to cast their votes, on resolution set forth in the Notice, using electronic voting system from a place other than the venue of the EGM (“remote e-voting”). He further informed that the Board of Directors of the Company has engaged the services of KFin Technologies Limited (“KFin”) as the agency to provide the said facility. The e-voting period had commenced on Sunday, 17th May, 2026 at 9:00 A.M. (IST) and ended on Tuesday, 19th May, 2026 at 5:00 P.M. (IST). The Chairperson further informed that members, who had not casted their vote through remote e-voting facility were provided the facility for electronic voting during the Meeting to cast their votes but in case members had already casted their votes earlier through remote e-voting facility, such members should not cast their vote once again through said e-voting and such votes, if cast, would be considered as invalid. The Chairperson also informed that the window for electronic voting during the EGM will remain open till 15 minutes from the conclusion of the proceedings of the meeting to allow the Members to cast their votes. Thereafter, the Chairperson informed that CS Mohan Ram Goenka, Partner of M/s. MR & Associates, Practicing Company Secretaries (FCS No.: 4515 / C.P. No.: 2551), representatives of M/s. MR & Associates, was present at the meeting and had been appointed as the Scrutinizer for scrutinizing the remote e-voting and e-voting process at the EGM in a fair and transparent manner. He also informed that as per Revised Secretarial Standard on General Meetings (SS-2) since the resolution as per the Notice have been put to vote through remote e-voting the same need not be proposed and seconded by members present. Thereafter, the Chairperson informed that the EGM had been convened to seek approval for the offer, issue, and allotment of equity shares on a preferential basis for raising an aggregate amount of Rs. 450 Crores from its promoters, promoter group, and marquee investors, to be utilised as specified in the Explanatory Statement to the Notice. Accordingly, the Chairperson invited the Members to give their views and raise queries on the proposed resolution. Members gave their views and raised queries on various aspects, which were duly noted and responded by the Chief Financial Officer and Company Secretary of the Company. The Chairperson announced that the results shall be submitted to the Stock Exchanges within two working days of the conclusion of the meeting, in the prescribed format and the said results along with the Consolidated Scrutinizer’s Report on remote e-voting and e-voting during the EGM, shall also be placed on the Company's website and the website of KFin as well. The Chairperson also thanked all the Members for their presence and participation and the meeting concluded at 4:37 P.M. The e-voting was conducted on the below item: Special Business 1. Approval for offer, issue and allotment of Equity Shares on a preferential basis. As an Special Resolution: “RESOLVED THAT pursuant to the provisions of Sections 23(1)(b), 42, 62(1)(c) and other applicable provisions, if any, of the Companies Act, 2013, as amended (the “Act”), the Companies (Prospectus and Allotment of Securities) Rules, 2014, the Companies (Share Capital and Debentures) Rules, 2014 and other applicable rules made thereunder (including any statutory modification(s) or re-enactment(s) thereof for the time being in force) and in accordance with the Foreign Exchange Management Act, 1999, as amended or restated (“FEMA”), and rules, circulars, notifications, regulations and guideline [Showing first 8,000 characters — download PDF for full document]