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HEG/SECTT/2026 7th August, 2026 1 BSE Limited 2 National Stock Exchange of India Limited P J Towers Exchange Plaza, 5th Floor Dalal Street Plot No.C/1, G Block, Bandra - Kurla Complex MUMBAI – 400 001. Bandra (E), MUMBAI - 400 051. Scrip Code : 509631 Scrip Code : HEG Sub: Minutes of 54th Annual General Meeting Dear Sir/Ma’am, Enclosed please find a copy of the Minutes of the 54th Annual General Meeting of HEG Limited held on Wednesday, 29th July, 2026, through video conferencing / other audio visual means (“VC/ OAVM”). Kindly take the same on record. Thanking you, Yours faithfully, For HEG Limited (Vivek Chaudhary) Company Secretary M.No. A-13263 heg.investor@lnjbhilwara.com Encl: as above MINUTES OF 54TH ANNUAL GENERAL MEETING OF THE MEMBERS OF HEG LIMITED HELD ON WEDNESDAY, 29TH JULY, 2026, AT 12:00 NOON (IST) THROUGH VIDEO CONFERENCING/OTHER AUDIO VISUAL MEANS (“VC/OAVM”), WITHOUT PHYSICAL PRESENCE OF MEMBERS AT THE AGM VENUE AND CONCLUDED AT 12:49 P.M. (IST), THE DEEMED VENUE OF THE AGM WAS THE REGISTERED OFFICE OF THE COMPANY AT MANDIDEEP (NEAR BHOPAL), DISTT. RAISEN- 462046, MADHYA PRADESH. Present through Video conferencing/Other Audio Visual Means: 1. 107 Members were present through VC/ OAVM including 5 Members who present by their authorized representatives. 2. The following Directors, KMP’s, Group CFO and Auditors were also present in the meeting through video conferencing (VC) from their respective locations: a) Shri Ravi Jhunjhunwala (DIN: 00060972), Chairman, Managing Director & CEO and member of Stakeholder Relationship Committee and Chairman of CSR & ESG Committee of the Company. b) Shri Riju Jhunjhunwala (DIN: 00061060), Vice Chairman of the Company and Chairman of Stakeholders Relationship Committee of the Company. c) Dr. Kamal Gupta (DIN: 00038490), Non-Executive Director of the Company and Member of Audit Committee and CSR & ESG Committee of the Company. d) Shri Shekhar Agarwal (DIN: 00066113), Director & Member of Audit Committee of the Company. e) Shri Jayant Davar (DIN: 00100801), Independent Director and Chairman of Nomination and Remuneration Committee and Member of Audit Committee, Stakeholders Relationship Committee and CSR & ESG Committee of the Company. f) Dr. Nand Gopal Khaitan (DIN: 00020588), Independent Director and Chairman of Audit Committee and Member of Nomination & Remuneration Committee of the Company. g) Shri Manish Gulati (DIN: 08697512), Executive Director and Member of CSR & ESG Committee of the Company. h) Shri O.P. Ajmera, Group Chief Financial Officer. i) Shri Puneet Anand, President and Group Chief Strategy Officer. j) Shri Ravi Kant Tripathi, Chief Financial Officer. k) Shri Vivek Chaudhary, Company Secretary l) Shri Sunny Singh representing SCV & Co. LLP, Statutory Auditors of the Company and m) Shri Saket Sharma a Practicing Company Secretary (FCS 4229) (C.P. No. 2565), Partner of GSK & Associates, representing Secretarial Auditors of the Company as well appointed as the Scrutinizer to scrutinize the remote e-voting process and voting at Annual General Meeting in a fair and transparent manner. The Company Secretary informed that in compliance of Section 108 of the Companies Act, 2013 (“Act”), read with Rule 20 of the Companies (Management and Administration) Rules, 2014 (as amended), Secretarial Standard-2 and Regulation 44 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Remote e-voting facility was provided to the Members to cast their votes electronically on all the resolutions set out in the Notice commenced at 9.00 a.m. (IST) on Saturday, 25th July, 2026 and ended at 5:00 p.m. (IST) on Tuesday, 28th July, 2026. The Company had also provided e-voting facility during the AGM to enable Members to cast their vote who have not done through remote e-voting. The Company Secretary also informed that all the documents referred to in the accompanying Notice and Explanatory Statements were available for inspection on the website of the Company till the date of this Annual General Meeting. Further during the AGM, the Register of Directors and Key Managerial Personnel and their Shareholding maintained under Section 170 of the Act, the Register of Contracts or arrangements in which Directors are interested under Section 189 of the Act were open for inspection during the continuance of the meeting. The Company Secretary also informed the members that pursuant to provisions of Articles of Association of the Company, the Chairperson of the Board shall preside as Chairperson at every general meeting of the Company. Shri Ravi Jhunjhunwala, Chairman & Managing Director and CEO, Chaired the meeting. Smt. Ramni Nirula, Shri Sandip Somany and Shri Priya Shankar Dasgupta, Independent Directors were not present due to their prior engagement. The requisite quorum being present, the Chairman called the meeting to order. The quorum was present throughout the meeting. The Company’s performance was covered in the Board’s Report and the Annual Report for FY 2025–26. Thereafter, the Chairman delivered his statement. Subsequently, Shri Riju Jhunjhunwala, Vice-Chairman of the Company, provided an update on Restructuring Plan and the Business of HEG Advanced Materials Limited. The Chairman also informed the members that the Notice dated 22nd June, 2026 of 54th AGM, Report of Board of Directors and the Financial Statements for the financial year 2025-26 were taken as read as the same had already been circulated to the Members. There were no qualifications, reservation and adverse remarks in the Auditor’s Report and the report of Secretarial Auditor of the Company and accordingly they were not required to be read. Thereafter Chairman informed that Members would raise query through the Chat Box facility provided by NSDL at the AGM. Further the members who had registered themselves as speakers, were invited to express their views/ queries in the AGM. All the queries of the members including queries received through chat box were replied suitably by the Chairman and Vice- Chairman at the AGM. The Chairman briefed the Shareholders about each item set out in the Notice calling the 54th Annual General Meeting. The items transacted and voted by members were as under: Sl. No. Details of Resolutions Resolution type ORDINARY BUSINESS 1 Adoption of Audited Financial Statements of the Company for the Financial Ordinary Year ended 31st March, 2026, the Reports of the Board of Directors and Auditors thereon and Audited Consolidated Financial Statements of the Company for the Financial Year ended 31st March, 2026 and the Report of Auditors thereon. 2 Declaration of Final Dividend at the rate of Rs. 3.40 per Equity Share of face Ordinary value of Rs.2 each, for the Financial Year 2025-26. 3 Re-appointment of Shri Manish Gulati (DIN: 08697512), who retires by rotation Ordinary in terms of Section 152(6) of the Companies Act, 2013 and being eligible, offers himself for re-appointment. SPECIAL BUSINESS 4 Approval of the continuation of Shri Shekhar Agarwal (DIN: 00066113), as Special Non-Executive Non-Independent Director of the Company who will be attaining the age of 75 years in FY 2027-2028. 5 Ratify the remuneration payable to M/s. N.D. Birla & Co., Cost Auditors Ordinary (FRN: 00028) for the Financial Year ending 31st March, 2027 The Chairman announced that the combined results of e-voting and voting at the AGM will be announced/ displayed through the website of the Company (www.hegltd.com) and the website of NSDL (www.evoting.nsdl.com) within 2 Working Days from the conclusion of meeting and the voting results shall also be intimated to BSE Ltd and National Stock Exchange of India Ltd. The voting results shall also be displayed on the notice board at the Registered Office and Corporate Office of the Company. The Chairman thanked all the members for their participation in the meeting. The meeting concluded at 12:49 P.M. The E-voting facility was kept open for next 15 minutes to enable the Shareholders to [Showing first 8,000 characters — download PDF for full document]