Shareholders meeting

USHA MARTIN Date: 20th August 2026 The Secretary The Manager Societe de la Bourse de BSE Limited National Stock Exchange of India Luxembourg Phiroze Jeejeebhoy Towers, Ltd 35A Bouleverd Joseph II Dalal Street Exchange Plaza, 5th Floor, L-1840, Luxembourg Mumbai – 400 001 Plot No. C/1, G Block, [Scrip Code: US9173002042] [Scrip Code: 517146] Bandra Kurla Complex, Bandra Mumbai – 400 051 [Symbol: USHAMART] Dear Sir(s) / Madam, Sub: Proceedings of the 40th Annual General Meeting Pursuant to the provision of Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, a summary of the proceedings of the 40th Annual General Meeting (‘AGM’) of the Company held through Video Conferencing / Other Audio-Visual Means (‘VC/OAVM’) on Thursday, 20th August 2026 at 11:30 A.M. (IST) is enclosed herewith for your record. The voting results, in the prescribed format in terms of Regulation 44(3) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 will be submitted subsequently within the prescribed time. This intimation is also being made available on the website of the Company i.e. www.ushamartin.com. Kindly take this on record. Thanking you, Yours faithfully, For Usha Martin Limited Manish Agarwal Company Secretary & Compliance Officer Enclosed: As above USHA MARTIN LIMITED CIN: L31400WB1986PLC091621 (rr) Regd. Office: 2A Shakespeare 0 (00 9133) 71006300 B contact@ushamartin.co.in 'v Sarani, Kolkata -700071, India .C:::::,. (00 91 33) 71006492 www.ushamartin.com USHA MARTIN Summary of the Proceedings of the 40th Annual General Meeting The 40th Annual General Meeting (‘AGM’) of the Members of Usha Martin Limited was held on Thursday, 20th August 2026 through Video Conferencing / Other Audio-Visual Means (‘VC/OAVM’), in accordance with various circulars issued by the Ministry of Corporate Affairs (‘MCA’) and the Securities and Exchange Board of India (‘SEBI’) and in compliance with the relevant provisions of the Companies Act, 2013 (“Act”) and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The meeting commenced at 11:30 A.M. (IST) and concluded at 01:05 P.M. (IST) (including the time allowed for e-voting at AGM). At the outset, Members were welcomed to the 40th AGM and briefed on the general protocols to be observed during the meeting. It was informed that the facility for remote e-voting was made available to the Members from 9:00 A.M. (IST) on 17th August 2026 and ended at 5:00 P.M. (IST) on 19th August 2026, and that the option to vote electronically was also available during the AGM. Members were further apprised that the Statutory Registers and other relevant documents, as required under the Act, along with the certificate from the Secretarial Auditor in accordance with Regulation 13 of the SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021, were accessible in electronic mode throughout the meeting. Mr. Vijay Singh Bapna, Chairman of the Company, presided over the Meeting in accordance with the provisions of the Articles of Association of the Company and extended a warm welcome to all Members. Upon confirming the presence of the requisite quorum, the Meeting was declared duly convened. All the ten (10) Directors attended the meeting from their respective locations. The Chairman acknowledged their presence and introduced the Directors and Key Managerial Personnel (KMPs) to the Members. The Chairman also informed the Members that representatives of the Statutory Auditors and Secretarial Auditors were in attendance via VC. Further, Mr. Raj Kumar Banthia, Practicing Company Secretary, attended the meeting as Scrutinizer, overseeing the remote e-voting and e-voting at the Meeting in a fair and transparent manner. Thereafter, the Chairman delivered his address and highlighted the Company’s strongest performance since the sale of the steel business. He spoke about the Company’s growth in international markets, its continued focus on innovation and sustainability, and its resilience in navigating geopolitical uncertainties and supply chain challenges. Referring to the theme, “Stronger as One,” he also highlighted the progress achieved under the “One Usha Martin” initiative and the collaborative efforts driving the Company’s success. With the consent of the Members, the Notice convening the AGM, the Auditors’ Report, and the Secretarial Audit Report for the financial year ended 31st March 2026 were taken as read. Thereafter, the Members proceeded to consider the following formal items of business, as set out in the Notice dated 26th May 2026, convening the 40th AGM of the Company. USHA MARTIN LIMITED CIN: L31400WB1986PLC091621 (rr) Regd. Office: 2A Shakespeare 0 (00 9133) 71006300 B contact@ushamartin.co.in 'v Sarani, Kolkata -700071, India .C:::::,. (00 91 33) 71006492 www.ushamartin.com USHA MARTIN S. No. Description of the Resolution Type of the Resolution Ordinary Business(es): 1 Adoption of the Financial Statements of the Company Ordinary Resolution (both standalone and consolidated) for the year ended 31st March 2026, together with Directors’ and Auditors’ Reports thereon. 2 Declaration of Dividend of Rs. 3.75/- (Rupees Three Ordinary Resolution and seventy-five paise only) per Equity Share of Re. 1 each for the Financial Year ended 31st March 2026. 3 Appointment of Mr. Chirantan Chatterjee [DIN: Ordinary Resolution 10506056], who retires by rotation and being eligible, offers himself for re-appointment. 4 Appointment of M/s MSKA & Associates LLP, Ordinary Resolution Chartered Accountants (Firm Registration No. 105047W/W101187) as Statutory Auditors of the Company for a term of five consecutive years from the conclusion of this Annual General Meeting (AGM) till the Forty-fifth AGM of the Company. Special Business(es):- 5 Ratification of payment of remuneration of Rs. Ordinary Resolution 2,00,000 (Rupees Two Lakh only) payable to M/s Mani & Co., Cost Auditors, (Firm Registration No. 000004), for the Financial Year ending 31st March 2027. 6 Payment of Remuneration to the Independent Ordinary Resolution Directors of the Company. 7 Remuneration payable to Mr. Rajeev Jhawar (DIN: Special Resolution 00086164), Managing Director of the Company. 8 Reappointment of Mr. Venkatachalam Ramakrishna Special Resolution Iyer (DIN: 02194830) as an Independent Director of the Company. 9 Reappointment of Mr. Sethurathnam Ravi (DIN: Special Resolution 00009790) as an Independent Director of the Company. 10. 10 Appointment of Ms. Shreya Jhawar (DIN: 11693142) as Ordinary Resolution Non-Executive (Non-Independent) Director of the Company. 11 Appointment of Mr. Dimitri Bracco Gartner (DIN: Ordinary Resolution 11689885) as Non-Executive (Non-Independent) Director of the Company. 12 Appointment of Mr. Sabyasachi Majumder (DIN: Ordinary Resolution 11683481) as Non-Executive (Non-Independent) Director of the Company. Following the tabling of the aforementioned items of business, the registered speaker shareholders were invited to raise queries or offer suggestions pertaining to any of the resolutions outlined in the Notice. Thereafter, the Managing Director appropriately responded to the queries raised / clarifications sought by the Members who spoke at the Meeting. The Members were thanked for their continued support, active engagement, and for attending and participating in the Meeting. USHA MARTIN LIMITED CIN: L31400WB1986PLC091621 (rr) Regd. Office: 2A Shakespeare 0 (00 9133) 71006300 B contact@ushamartin.co.in 'v Sarani, Kolkata -700071, India .C:::::,. (00 91 33) 71006492 www.ushamartin.com USHA MARTIN Members who had not exercised their vote through remote e-voting were requested to cast their votes using the e-voting facility made available during the AGM. To facilitate this, the e-voting window remained open for an additional 30 minutes after the conclusion of discussions, enabling Members to record their votes. Upon completion of the e-voting process, the 40th Annual Genera [Showing first 8,000 characters — download PDF for full document]