Shareholders meeting

Date: 01.08.2026 National Stock Exchange of India Ltd. Exchange Plaza, C-1, Block G, Bandra Kurla Complex, Bandra (E) Mumbai – 400 051 Symbol -MBAPL Dear Sir / Madam Subject: Notice of Extra Ordinary General Meeting (“EGM”) of the Company as required under Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“Listing Regulations”) Pursuant to Regulation 30 read with Para A, Part A of Schedule III of Listing Regulations, enclosed herewith is the Notice EGM of the Company to be held on Friday, August 28, 2026 at 11.00 A.M. (IST) through Video Conference (VC) / Other Audio Visual (OAVM). The said Notice of EGM is being sent through electronic mode to those Members whose e- mail addresses are registered with the Company/Registrar and Transfer Agent/ Depositories. The e-voting details are mentioned below: Cut-off date (for determining Members Friday, 21th August 2026 eligible for e-voting) Remote e-voting period From: Monday, 24th August 2026 (9:00 am IST) Upto: Thursday, 27th August 2026 (5:00 pm IST) The aforesaid Notice of the EGM is also available on the website of the Company at https://www.mbapl.com. This is for your information and record. For Madhya Bharat Agro Products Ltd (Pallavi Sukhwal) Company Secretary Encl: As above Registered Off. - Wing A/1, 1st Floor, Ostwal Heights, Urban Forest, Atun, Bhilwara 311802 Ph.: 01482-237104 Works: Village Rajoua, Dist. Sagar 470002 (M.P.) Mob. 09329846672 MADHYA BHARAT AGRO PRODUCTS LIMITED Registered Office: Wing A/1, 1st Floor, Ostwal Heights, Urban Forest, Atun, Bhilwara, 311802 CIN: L24121RJ1997PLC029126 Tel. No.: 01482-294582 Website: www.mbapl.com Email: secretarial@mbapl.com NOTICE OF EXTRAORDINARY GENERAL MEETING NOTICE is hereby given that the Extra Ordinary General Meeting (EGM) No. 01/2026-27 of the Members of Madhya Bharat Agro Products Limited (“the Company”) will be held on Friday, 28th day of August, 2026 at 11.00 A.M. through two–way Video Conferencing (“VC”) or Other Audio-Visual Means (“OAVM”), to transact the following business: SPECIAL BUSINESS 1. ISSUANCE OF EQUITY SHARES TO THE PERSONS BELONGING TO “NON- PROMOTER” CATEGORY ON PREFERENTIAL BASIS. To consider and, if thought fit, to pass, with or without modification(s), the following Resolution as a Special Resolution: “RESOLVED THAT pursuant to the provisions of Sections 23, 42, 62(1)(c) and all other applicable provisions, if any, of the Companies Act, 2013 and applicable Rules made thereunder, including the Companies (Prospectus and Allotment of Securities) Rules, 2014, the Companies (Share Capital and Debentures) Rules, 2014 and other rules and regulations made thereunder (including any amendment(s), statutory modification(s) or re-enactment(s) thereof) (‘the Act’), the enabling provisions of the Memorandum and Articles of Association of the Company, and subject to the provisions of the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018, as amended (‘ICDR Regulations’), the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended(‘Listing Regulations), Securities & Exchange Board of India (Substantial Acquisition of Shares & Takeovers) Regulations, 2011 (‘SEBI Takeover Regulations’), Foreign Exchange Management Act, 1999 (‘FEMA’), and subject to other applicable Rules/Regulations/Guidelines/Notifications/Circulars and clarifications issued thereunder, if any, from time to time by the Government of India, Ministry of Corporate Affairs (‘MCA’), the Securities and Exchange Board of India and/or any other competent authorities to the extent applicable, and subject to all necessary approval(s), consent(s), permission(s) and/or sanction(s), if any, of any third parties, statutory or regulatory authorities including Stock Exchanges, as may be required, and subject to such conditions as may be prescribed by any of them while granting any such approval(s), consent(s), permission(s), and/or sanction(s), and which may be agreed to by the Board of Directors of the Company (hereinafter referred to as ‘Board’ which term shall be deemed to include any duly constituted Committee of the Board of Directors to exercise its powers including powers conferred under this resolution), the approval of the Members be and is hereby accorded to the Board, to create, offer, issue and allot from 1 | P age MADHYA BHARAT AGRO PRODUCTS LIMITED time to time in one or more tranches, up to 21895000 (Two Crore Eighteen Lakhs Ninety Five Thousand) Equity Shares of the Company of face value of Re. 2/- each (‘Equity Shares’) at a price of Rs. 145/- (Rupees One Hundred and Forty Five Only) each (‘Issue Price’) including premium of Rs. 143/- (Rupees One Hundred and Forty Three Only) each aggregating up to Rs. 317,47,75,000/- (Rupees Three Hundred and Seventeen Crores Forty Seven Lakhs Seventy Five Thousand Only) to persons/entities listed below (‘Proposed Allottees’) falling under the category of Non-Promoters as per the provisions of the ICDR Regulations, by way of preferential issue on private placement basis for cash in accordance with the terms as mentioned herein below and on such other terms and conditions as the Board may, in its absolute discretion think fit and without requiring any further approval or consent from the Members, subject to applicable laws and regulations, including the provisions of Chapter V of the ICDR Regulations and the Act: S Name of the Category Maximum no. of Maximum amount to No. proposed Allottee equity shares to be raised (In Rs.) be allotted 1. Anurag Public – Non Promoter 55,00,000 797500000 Choudhary 2. Shikha Public – Non Promoter 20,00,000 290000000 Choudhary 3. Maryada Barter Public – Non Promoter 33,00,000 478500000 Private Limited 4. Pragya Mercantile Public – Non Promoter 33,00,000 478500000 Private Limited 5. RCM Consumer Public – Non Promoter 18,00,000 261000000 Products Private Limited 6. Suruchi Foods Public – Non Promoter 5,00,000 72500000 Private Limited 7. KLJ Plasticizers Public – Non Promoter 5,00,000 72500000 Limited 8. Infinity Jeans Public – Non Promoter 5,00,000 72500000 Private Limited 9. Mahavir Public – Non Promoter 5,00,000 72500000 Texturising Private Limited 10. Shree Ambaji Public – Non Promoter 5,00,000 72500000 Weaves Private Limited 2 | P age MADHYA BHARAT AGRO PRODUCTS LIMITED 11. Shrinathji Public – Non Promoter 5,00,000 72500000 Crimpers Private Limited 12. Vaishnavi Public – Non Promoter 5,00,000 72500000 Creation Private Limited 13. Paras Giri Public – Non Promoter 15,00,000 217500000 Ventures Private Limited 14. Gopal Lal Melana Public – Non Promoter 1,25,000 18125000 15. Pooja Bachhawat Public – Non Promoter 1,20,000 17400000 16. Meghavi Jain Public – Non Promoter 50,000 7250000 17. Gautambhai Public – Non Promoter 7,00,000 101500000 Gheesulal Shah RESOLVED FURTHER THAT the Company here by notes and takes on record that in accordance with the provisions of Regulation 161 of the ICDR Regulations, the “Relevant Date” for the purpose of calculating the minimum price for the issue of Equity Shares of the Company is determined to be Wednesday, July 29, 2026 being the date that is 30 (thirty) days prior to the date of the EGM. RESOLVED FURTHER THAT the issue price of Rs. 145 (including premium of Rs. 143) per Equity Share, for the preferential issue is not less than the floor price arrived at in accordance with Regulation 164 of Chapter V of the ICDR. RESOLVED FURTHER THAT without prejudice to the generality of the above resolution, the issue of the Equity Shares pursuant to the Preferential Allotment shall be subject to the following terms and conditions apart from others as prescribed under applicable laws: a) The Proposed Allottees shall be required to remit 100% of the Issue Price for the Equity Shares to be allotted on or before the date of allotment from their respective bank account to the designated bank account of the Company and in the case o [Showing first 8,000 characters — download PDF for full document]