Notice of 79th Annual General Meeting

BENGAL & ASSAM COMPANY LIMITED Secretarial Deptt.: 'GulabBhawan',3""Floor,6A,BahadurShahZafarMark,NewDelhi- 110002 Telephone:011 -68201888,68201899.,Fax:011-23739475 Throuqh BSE Listinq Centre BACL: SECTL: SE: 2026 12lh August, 2026 BSE Ltd. Phiroze Jeejeebhoy Towers Dalal Street, Fort Mumbai-400 001 Scrip Code: 533095 DearSir/Madam, Re: Notice of 79th Annual General Meetinq, 79"' Annual Report and Cut-off Date for E-voting We have to inform you that the 79"' Annual General Meeting (AGM) of the Company will be held on Tuesday, 8rn September, 2026 at 3:00 P.M. (Indian Standard Time), through Video Conferencing (VC)/Other Audio Visual Means (OAVM), in accordance with the applicable provisions of the Companies Act, 2013 (Act) and the Rules made thereunder and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("Listing Regulations"), read with the relevant Circulars issued by the Ministry of Corporate Affairs and the Securities and Exchange Board ofIndia. 2. Pursuant to Regulation 30 and 34 ofthe Listing Regulations, read with Schedule III and V of the said Regulations, we submit herewith the Notice convening the 79"' AGM and 79*11 Annual Report for the Financial Year 2025-26 ended on 318* March, 2026, being sent by electronic form to the Members of the Company whose E-mail addresses are registered with the Company/Depository Participant(s). Further, in compliance with Regulation 36 (1)(b) of the Listing Regulations, a letter is also being sent by post to all the Shareholders who have not registered their e-mail addresses with the Company or its Registrar, providing the weblink where complete details of the Annual Report 2025-26 along with the Notice of said AGM is available. Notice of AGM and Annual Report are also uploaded on the website ofthe Company at www.benqalassam.com. 3. In compliance with the provisions of Section 108 of the Act read with Rule 20 of the Companies (Management and Administration) Rules 2014 and Regulation 44 of the Listing Regulations, Members are provided with the facility to exercise votes electronically through E-voting services provided by the Central Depository Services (India) Limited. The details, such as manner of casting vote through Remote E-Voting, attending the AGM through VC/OAVM and registering/updating E-mail addresses etc. have been set out in the Notice ofthe AGM. .' .J QI .a Ia u¢ nn p CIN:L67120W R8 e1 g9 d4 .7 OP fL fiC c2 e2 :1 74 ,0 C2, oW une cb ils Hite ou: sw ew Sw tr. eb ee tn ,g Ka ol la ks as taa ,m W.c eo sm t, BE en-m gaa lil -: 7d 0s 0w 0a 01in@jkmail.com *InI£13 Telephone:033-22486181 /22487084,Fax:033-22481641 BENGAL & ASSAM COMPANY LIMITED SecretarialDeptt. :'Gulab Bhawan',3ldFloor,6A,BahadurShahZafarMark,New Delhi- 110002 Telephone:011 -68201888,68201899,Fax:0]1-23739475 4. The Company has fixed 1st September, 2026 as the 'cut-off date' for ascertaining the names of the Members, holding shares either in physical form or in dematerialized form, who will be entitled to cast their votes electronically during 4!1 September, 2026 (10.00 A.M.) to 7m September, 2026 (5:00 P.M.), i.e. Remote E-voting and also during the AGM in respect ofthe business to be transacted at the aforesaid AGM. 5. Further, the Company has also fixed 1st September, 2026 as the Record Date for taking record of the Members of the Company for the purpose of payment of Dividend of Rs. 50/- per Equity Share of Rs. 10/- each i.e. (500%), as recommended by the Board of Directors after declaration ofthe same at the said AGM. You are requested to disseminate the above information on yourwebsite. Thanking you, Yours faithfully, For Bengal & Assam,C party Limited \ illfp KulH1ar Swain) EncI: as above Company Secretary CC: National Securities Depository Ltd. Mumbai Central Depository Services (India) Ltd., Mumbai Alar kitAssignments Ltd., Registrar and Share TransferAgent *APr aF-¢n CIN: L67120W RB eg1 d9 .47 OP fL fiC ce22 .1 74 ,0 C2, oW une cb ils Hite ou: sw ew Sw tr.b eee tn ,g Ka ola lks as ta am ,W.c eo sm t, BE en-m gaa lil »° 7d 0s 0w 0a 01in@jkmail.com inac .. Telephone:033-22486181 / 22487084,Fax:033-22481641 6£x1i.13 BENGAL & ASSAM COMPANY LIMITED CIN: L67120WB1947PLC221402 Website: www.bengalassam.com Regd. Office: 7, Council House Street, Kolkata, West Bengal - 700001 Tel.: 033-22486181 Fax: 033-22481641 E-Mail: dswain@jkmail.com Admin Office: Patriot House, 4th Floor, 3, Bahadur Shah Zafar Marg, New Delhi-110002 NOTICE NOTICE is hereby given that the 79th Annual General Meeting of the Members of BENGAL & ASSAM COMPANY LIMITED will be held on Tuesday, the 8th September, 2026 at 3.00 P.M. Indian Standard Time, through Video Conferencing (VC)/Other Audio Visual Means (OAVM), to transact the following business: As Ordinary Business 1. To receive, consider and adopt - (a) the audited standalone Financial Statements of the Company for the Financial Year ended 31st March, 2026 and the Reports of the Board of Directors and Auditors thereon; and (b) the audited consolidated Financial Statements of the Company for the Financial Year ended 31st March, 2026 and the Reports of the Auditors thereon. 2. To declare Dividend. As Special Business 3. To appoint Secretarial Auditor of the Company To consider and if thought fit to pass, with or without modification(s), the following resolution as an Ordinary Resolution: “RESOLVED that pursuant to the provisions of Section 204 of the Companies Act, 2013 and the Rules made thereunder and Regulation 24A of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended from time to time and on the basis of recommendation of the Audit Committee and Board of Directors of the Company, M/s. Ronak Jhuthawat & Co., Company Secretaries (Firm Registration No. P2025RJ104300) and a Peer reviewed Company Secretaries Firm (Peer Review Number: 6592/2025), be and are hereby appointed as Secretarial Auditor of the Company for auditing the secretarial and related records of the Company and submitting Secretarial Audit Report, for a term of five consecutive years commencing from the Financial Year 2026-27 to the Financial Year 2030-31, on a Remuneration of Rs. 60,000/- (Rupees Sixty Thousand only) per annum, for the first year, in addition to applicable taxes and reimbursement of travelling and other out of pocket expenses, etc. RESOLVED FURTHER that the Board of Directors of the Company (hereinafter referred to as “the Board”, which term shall be deemed to include any Committee constituted by the Board) be and is hereby authorised to do all such acts, deeds, matters and things as it may, in its absolute discretion, deem necessary and/or expedient to give effect to the above Resolution without being required to seek any further consent or approval of the Members of the Company.” 4. 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 Section 152 of the Companies Act, 2013 (the Act) and Regulation 17 (1A) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 and other applicable provisions, if any, including any statutory modification(s) or re-enactment(s) thereof, for the time being in force, Smt. Vinita Singhania (DIN: 00042983), retiring by rotation at this Annual General Meeting be and is hereby re-appointed as a Director liable to retire by rotation and shall continue as a Non-Executive Director of the Company.” 5. 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 196, 197, 198, 203, Schedule V and other applicable provisions, if any, of the Companies Act, 2013 (“the Act”) and the Rules made thereunder and Securities and Exchange Board of India (Listing Obligations & Disclosure Requirements) Regulations, 2015, (“Listing Regulations”) including any amendment(s [Showing first 8,000 characters — download PDF for full document]