Notice of the 38th Annual General Meeting along with Annual Report of the Company for the Financial Year 2024-25

August 10, 2026 BSE Limited The General Manager, Listing Department Department of Listing Operations, Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai – 400 001 BSE Scrip Code: 533078 Dear Sir/Madam, Sub: Notice of the 38th Annual General Meeting along with Annual Report of the Company for the Financial Year 2024-25 With reference to the above captioned subject and pursuant to Regulation 34(1) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, we hereby enclose the Annual Report of Manjeera Constructions Limited for the Financial Year 2024-25 along with the Notice of the 38th Annual General Meeting (AGM) of the Members of the Company to be held on Sunday, August 30, 2026 at 09:00 A.M. (IST) at the Registered Office of the Company. The Annual Report is also uploaded on the website of the Company at www.manjeera.com. Kindly take the above on record and oblige. Thanking you, Yours faithfully, For Manjeera Constructions Limited Sandip Omprakash Agrawal Director DIN: 06873744 Encl.: Annual Report for the Financial Year 2024-25 along with the Notice of the 38th Annual General Meeting. ANNUAL REPORT FOR THE YEAR 2024-25 MANJEERA CONSTRUCTIONS LIMITED Board of Directors and various committees there of Mr. G. Yoganand Chairman & Managing Director Mr. K. Krishna Murty Independent Director Mr. DLS Sreshti Independent Director Mr. G. Vivekanand Director Ms. G. Veena Director Audit Committee Mr. DLS Sreshti Mr. K. Krishna Murty Ms. G. Veena Nomination & Remuneration Committee Mr. DLS Sreshti Mr. K. Krishna Murty Ms. G. Veena Stakeholders Relationship Committee Mr. K. Krishna Murty Mr. DLS Sreshti Ms. G. Veena Statutory Auditors SVD & Associates, Chartered Accountants, Hyderabad Principal Banker Punjab National Bank Registered Office #711, Manjeera Trinity Corporate, JNTU-Hitech City Road, Kukatpally, Hyderabad-500072 Ph: +91-40-66479600 / 66479647 Email: mclgroupohyd@gmail.com Website: www.manjeera.com Registrar & Share Transfer Agents M/s. XL Softech Systems Limited Plot No. 3, Sagar Society, Banjara Hills Road No. 2, Hyderabad – 500034 Ph: +91-40-23545913/14/15 Fax: +91-40-23553214 Email: xlfield@gmail.com Website: www.xlsoftech.com Contact Person: Mr. Ram Prasad CONTENTS Notice to Members 1 Directors Report 7 Disclosure of Loans/Guarantees or Investments -Annexure-I 18 Disclosure of contracts / arrangements with related parties in Form AOC-2 – 19 Annexure-II Details/Disclosures of Ratio of Remuneration to each Director and KMP – 22 Annexure-III Management Discussions & Analysis Report – Annexure-IV 24 Report on Corporate Governance – Annexure-V 27 Independent Auditors’ Report 38 Annexure to Independent Auditors’ Report on Standalone Financial Statements 42 Standalone Balance Sheet 46 Standalone Profit and Loss Account 47 Standalone Cash Flow Statement 48 Notes and Schedules to Standalone Balance Sheet and Profit & Loss Account 51 Electronic Communication Form (Green Initiative) 139 NOTICE is hereby given that the Thirty-Eighth Annual General Meeting ("38th AGM") of the Members of MANJEERA CONSTRUCTIONS LIMITED will be held on Sunday August 30, 2026 at 9.00 AM at the Registered Office of the Company situated at 304, 3RD FLOOR, Aditya Trade Center, Aditya Enclave Road, Ameerpet, Hyderabad, Telangana, Sanjeev Reddy Nagar, Hyderabad, Ameerpet, Telangana, India, 500038 to transact the following business: SPECIAL NOTE TO THE MEMBERS The Members are hereby informed that the Corporate Insolvency Resolution Process ("CIRP") of the Company was initiated pursuant to an order passed by the Hon'ble National Company Law Tribunal, Hyderabad Bench under Section 7 of the Insolvency and Bankruptcy Code, 2016 ("IBC"). Consequent upon the commencement of CIRP, the powers of the Board of Directors stood suspended and were exercised by the Interim Resolution Professional and subsequently by the Resolution Professional in accordance with the provisions of Sections 17 and 23 of the IBC. The Hon'ble National Company Law Tribunal, Hyderabad Bench, Court-II, vide its Order dated 26th March, 2025, approved the Resolution Plan submitted by the Successful Resolution Applicants under Section 31 of the Insolvency and Bankruptcy Code, 2016. Pursuant to implementation of the approved Resolution Plan. The Annual General Meeting is being convened, inter alia, for ensuring compliance with the applicable provisions of the Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. ORDINARY BUSINESS: Item No. 1 – Adoption of Financial Statements To receive, consider and adopt: a. the Audited Standalone Financial Statements of the Company for the Financial Year ended March 31, 2025 together with the Report of the Board of Directors and the Auditors thereon; and b. the Audited Consolidated Financial Statements of the Company for the Financial Year ended March 31, 2025 together with the Report of the Auditors thereon. Item No. 2 – Re-Appointment of Mr. Sandeep Agarwal (DIN: 06873744), Director of the Company liable to retire by rotation and being eligible, offers himself for re-appointment. To consider the reappointment of Mr. Sandeep Agarwal (DIN: 06873744), Director of the Company who retires by rotation and being eligible, offers himself for re-appointment as a Director and in this regard, pass the following resolution as an Ordinary Resolution: “RESOLVED THAT pursuant to the provisions of Section 152 of the Companies Act, 2013 read with the rules made thereunder (including any statutory modifications or reenactments made thereof for the time being in force), Mr. Sandeep Agarwal (DIN: 06873744), Director of the Company who retires by rotation at this meeting and being eligible has offered himself for re- appointment, be and is hereby re-appointed as a Director of the Company, liable to retire by rotation.” By Order of the Board For MANJEERA CONSTRUCTIONS LIMITED Sd/- Sandip Omprakash Agrawal Director DIN: 06873744 Place: Hyderabad Date: August 05, 2026 2 Manjeera Constructions Ltd NOTES: 1) The statement pursuant to Section 102(1) of the Companies Act, 2013 and the Rules made thereunder in respect of the special business set out in the notice, Secretarial Standard on General Meetings (SS-2), wherever applicable, and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, (Listing Regulations) wherever applicable, are annexed hereto. 2) Pursuant to the provisions of Section 108 of the Companies Act, 2013 read with Rule 20 of the Companies (Management and Administration) Rules, 2014 (as amended) and Regulation 44 of SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015 (as amended) and the Circulars issued by the Ministry of Corporate Affairs, the Company is providing facility of remote e-voting to its members in respect of the business to be transacted in the AGM. For this purpose, the Company has entered into an agreement with Central Depository Services (India) Limited (‘CDSL’) for facilitating voting through electronic means, as an authorized agency. The facility of casting votes by a member using remote e-voting system as well as voting on the day of the AGM will be provided by CDSL. 3) In compliance with the aforesaid MCA and SEBI Circulars, notice of the AGM along with the Annual Report 2024- 25 is being sent only through electronic mode to those members whose email addresses are registered with the Company / Depositories. Members may note that the notice and Annual Report for the Financial Year 2024-25 will also be available on the Company’s website https:// www.manjeera.com/investors.html, website of the Stock Exchange i.e., BSE Limited and on the website of CDSL at https:// www. evotingindia.com. 4) As per Regulation 40 of SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015, as amended, securities of listed companies can be transferred only in dematerialized form with effect from, April 1, 2019, except in case of request received for transmission or transposi [Showing first 8,000 characters — download PDF for full document]