Shareholders meeting

MANGALORE REFINERY AND PETROCHEMICALS LIMITED .एस.ओ. 9001, 14001 एवं 50001 प्रमाणित कंपनी AN ISO 9001, 14001 AND 50001 CERTIFIED COMPANY सीआईएन / CIN : L19200KA1988G01008959 , Website wrwrw.mnrpl.co.in 24/08/2026 | The Assistant General Manager, - iE Compliance & Listing Department “| Listing Compliance, BSE Limited National Stock Exchange of India Limited Scrip Code: 500109, Symbol: MRPL, Series: EQ, ISIN: INE103A01014 ISIN: INE103A01014 | Scrip Code (Debenture): 959162, 959250, | Debt Security: INE103A08019, INE103A08035, | _ 973692 | INE103A08050 Dear Sir/Madam, Subject: Proceedings of the 380 Annual General Meeting (‘AGM’) In continuation to our intimation dated July 23, 2026, the 38" AGM of the Company held on Monday, August 24, 2026, the businesses mentioned in the Notice dated July 15, 2026, were transacted and passed with the requisite majority. In this regard, please find the following enclosures: 1. The Summary of the proceedings of the AGM, as required under Regulation 30 and 51 read with Part A and Part B of Schedule III of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, (Annexure- I). 2. The Chairman’s speech, as delivered during the AGM, (Annexure- 1). We request you to kindly take the above on record. Thank you. Yours faithfully, For Mangalore Refinery and Petrochemicals Limited Premachandra Rao G Company Secretary Encel.: A/a Manes है Read. Office: Kuthethoor P.O. Via Katipalla, Manaaluru - 575 030 (India) Annexure -1 Summary of Proceedings of the 38% Annual General Meeting of Mangalore Refinery and Petrochemicals Limited held on August 24, 2026. The 38" Annual General Meeting (AGM) of the Members of the Company was held on Monday, August 24, 2026, at 04:00 P.M (IST) through video conferencing and other audio visual means (VC/OAVM). The meeting was held in compliance with the General Circular numbers No. 14/2020, 17/2020, 20/2020, 02/2021, 02/2022, 11/2022, 09/2023, 09/2024, 03/2025 dated April 8, 2020, April 13, 2020, May 05, 2020, January 13, 2021, May 05, 2022, December 28, 2022, September 25, 2023, September 19, 2024 and September 22, 2025 respectively issued by the Ministry of Corporate Affairs (MCA) and = Circular number SEBI/HO/CFD/CMD1/CIR/P/2020/79, SEBI/HO/CFD/CMD2/CIR/P/2021/11, SEBI/HO/CFD/PoD-2/P/CM/2023/4 and SEBI/HO/CFD/CFD-PoD-2/P/CIR/2024/133 dated 12/05/2020, 15/01/2021, 05/01/2023 and 03/10/2024 respectively issued by the Securities and Exchange Board of India (SEBI) and in accordance with the applicable provisions of the Companies Act, 2013 and the Rules made thereunder. | DIRECTORS IN ATTENDANCE * Arun Kumar Singh, Chairman & CMD-ONGC joined the meeting via VC from New =| Shri Mundkur Shyamprasad Kamath, Managing Director & CEO, joined the meeting 'via VC from Mangalore. Shri Nandakumar Velayudhan Pillai, Director (Refinery), joined the meeting via VC from Mangalore. iDeevendra Kumar, Director (Finance), joined the meeting via VC from Mangalore. Shri Satyan Kumar, ONGC Nominee Director, joined the meeting via VC from New Delhi. Shri $ Bharathan, HPCL Nominee Director, joined the meeting via VC from Mumbai. :Seema, MoP&NG Nominee Director, joined the meeting via VC from Mangalore. In attendaonfc: e_ Shri Premachandra Rao G, Company Secretary, joined the meeting via VC from New Delhi. OTHER REPRESENTATIVES | Statutory Auditors M/s. YCRJ & Associates, Chartered Accountants, joined the meeting via VC | | from Mangalore. Statutory Auditors M/s. BSJ & Associates, Chartered Accountants joined the meeting via VC from Kannur. Cost Auditors M/s. Bandyopadhyaya Bhaumi&k Co, Cost Accountants joined the meeting via VC from Kolkata. | Secretarial AudM/si. Utllaso Kurmar Melinam& oAsgsoaciarteus, Practicing Company Secretaries joined the meeting via VC from Mangalore. "Scrutinizer for the 38" AGM, M/s. Kumar Naresh Sinha & Associates, Practicing Company| Secretaries joined the meeting via VC from Noida. | Representatives from Promoter Company, Oil and Natural Gas Corporation Limited (ONGC) and | | from Hindustan Petroleum Corporation Limited (HPCL), joined the meeting via VC from their offices at New Delhi and Mumbai respectively. हि ॥ QUORUM OF THE MEETING A total of 67 members representing 1,55,25,1 6,1101 shares attended the meeting and accordingly the| requisite quorum was present at the meeting. The meeting commenced at 04:00 PM (IST) and concluded at 5:30 PM (IST). Shri Arun Kumar Singh chaired the meeting. The Chairman informed the Members that the 38" Annual General Meeting (AGM) was being held through video conference in accordance with the circulars issued by the Ministry of Corporate Affairs and SEBI from time to time. As the requisite quorum was present, the Chairman called the meeting to order. The Chairman welcomed all shareholders, auditors and other invitees who had joined over VC and delivered his speech. The Chairman informed the Members that the Company had provided members the facility to cast their vote electronically, on all the Resolutions set forth in the Notice. The following items of business, as per the Notice of 38" AGM dated July 15, 2026, were transacted at the meeting. Members were provided with the facility to ask questions or express their views through VC/OAYM. Clarifications were provided to the queries raised by the members. The following items of business were transacted at the meeting and the respective Resolutions were passed with the requisite majority:- poNo. -—— Ordinary BusiR nes eo asl nu sdt i Oo rn ds i. nary Resolution || 1. To receive, consider and adopt the Audited Financial Statements raand | | Consolidated) of the Company for the Financial Year ended on 31" March, 2026, together with the Reports of Board of Directors, the Auditor's Report thereon and comments of the Comptroller and Auditor General of India. 2. To appoint a Director in place of Shri Arun Kumar Singh (DIN: 06646894) who retires by rotation and being eligible, offers himself for re-appointment. 3. | To declare dividend for the financial year ended March 31", 2026. | 4. |a Tuothorize the Board of Directors of the Company to fix the remuneraotf ithoen | | Statutory Auditors to be appointed by the Comptroller and Auditor General of India for the financial year 2026-27. Special Business and Ordinary Resolution 5. | To appoint Dr. Seema (DIN: 11780592) as a Director of the Company. 6. To appoint Shri Satyan Kumar (DIN: 10181958) as a Director of the Company. | 38. ° Appointment of Secretarial Auditeor for tnhe term of 5 years 1.6. Financial e2a026-27 to 2030-31. [9 Approval of Material Related Party Transaction(s) with Shell MRPL Aviation Fuels and Services Limited for the Financial Year 2027-28. Special Business and Special Resolution To aAsmendment in Object clause and Adoption ofMemorandum of Association & Articles | of Association in line with Companies Act, 2013. The Chairman informed the Members that the Board of Directors had appointed M/s. Kumar Naresh Sinha & Associates, Practicing Company Secretaries, Noida, as the Scrutinizer to supervise the e-voting process. Thereafter, the Chairman thanked the Shareholders for their continued support and informed them that e-voting on the proposed ten (10) Resolutions would be kept open for 15 minutes after the conclusion of the meeting to enable members to cast their votes. The details of the voting results and Scrutinizer’s Report on votes cast through remote e-voting and e-voting during the AGM on all the resolutions as set out in the Notice of AGM, shall be intimated to the Stock Exchange(s) and simultaneously uploaded on the website of the Company and website of NSDL. There being no other business to transact, the Chairman declared the meeting closed at 5:30 PM IST. Annexure TT MANGALORE REFINERY AND PETROCHEMICALS LIMITED 38th ANNUAL GENERAL MEETING | CHAIRMAN'S SPEECH | Dear Shareholders, A very warm welcome to all of you to the 38th Annual General Meeting of your Company. It is a privilege to address you today, and | sincerely th [Showing first 8,000 characters — download PDF for full document]