Shareholders meeting

12704102 ~.MAKEINiN6I~ ~ .sTcn Rl91~e.sJ IiR≥.s t~mit 3g*.N) Iviazagon Dock Shipbuilders Ltd. (Formerly Mazagon Dock Limited) (A Govt. of India Undertaking) sTqaiii t~, ~ 44-400 010 Dockyard Road, Mazagon, Mumbai -400010 Certified ISO 90tH company CIN : L35100MH1934G01002Q79 q,Nie: Ref. No.: SEC!BSENSEDISCL/33!2026-27 Date: 27 August 2026 To To BSE Limited National Stock Exchange ofIndia Limited Phiroze Jeejeebhoy Towers Exchange Plaza, C-i, Block G Dalal Street, Bandra Kurla Complex Mumbai -400 001 Bandra (E), Mumbai -400051 Scrip Code: 543237 NSE Symbol: MAZDOCK Subject: Proceedings of 93” Annual General Meeting (AGM) of Mazagon Dock Shipbuilders Limited. Dear Sir! Madam, 1. The Ninety Third (93”’) Annual General Meeting (AGM) of the members of Mazagon Dock Shipbuilders Limited was held today i.e. Thursday, August 2026 at 11.00 A.M. 27th (1ST) through Video Conferencing (VC)/ Other Audio Video Visual Means (OAVM), in accordance with the MCA and SEBI Circulars, to transact the businesses as stated in the Notice convening the AGM dated 03 August 2026. 2. In this regard, please find enclosed the Summary of the proceedings of the AGM of the Company as required under Regulation 30 read with Part A of Schedule III of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 at Annexure- I. This is for your information and records. Thanking You, Yours Faithfully, For MAZAGON DOCK SI-IIPBUILDERS LIMITED Lalatendu Acharya Company Secretary and Compliance officer (DesIgn) +91(22) 2373 8159 (Proj-C) +91(22) 2373 8147 www.mazdock.com Phone+91(22) 2376 3000 Fax (Material)+91(22) 2373 8151 (EastYd.)+91(22) 2373 8333 Website : www.mazdock.com IRQS +91(22) 23764000 (Finance)+91(22) 2373 8338 AOEPRTNENTOF INOIflIREGISTEROF SHIPPING Annexure I MAZAGON DOCK SHIPRUILDERS LIMITED Proceedings ofthe 93” Annual General Meeting ofMazagon Dock Shipbuilders Limited held on 2’7~I August 2026 The Annual General Meeting (AGM) of the members of Mazagon Dock Shipbuilders Ltd was held on Thursday, August 2026 via Video Conferencing (VC), in accordance with the provisions 27th of Companies Act, 2013 and various circulars issued by the Ministry of Corporate Affairs (MCA) and the Securities and Exchange Board ofIndia (SEBI). The meeting commenced at 1100 hours and concluded at 1216 hours. However, the facility for evoting was kept open for next 30 minutes after the conclusion ofAGM. Total 114 members attended the AGM through VC. Capt. Jagmohan (Retd.) Chairman & Managing Director ofthe Company chaired the proceedings of the Meeting. GIST OF THE PROCEEDINGS: 1. The Chairman extended a very warm welcome to the 93~ Annual General Meeting (AGM) of Mazagon Dock Shipbuilders Ltd (MDL). The Chairman called the meeting to order as the requisite quorum was present. 2. The Registers as required under the Companies Act, 2013 were keiit open for inspection by the members. 3. After introducing the Directors, CMD welcomed the representatives ofM/s Sarda & Pareek LLP. Chartered Accountants, Statutory Auditors and the Secretarial Auditor, M/s SVJS & Associates, Company Secretaries, the authorized representative of the Honorable President of India under Section 112 of the Companies Act, 2023 representing 81.22% of the total paid up capital of the Company, and other shareholders who attended the meeting through VC. 4. Since the Notice dated August 3,2026 convening this Annual General MeetIng and a copy ofthe Annual Report for the financial year ended March 31, 2026, had already been circulated electronically to the members of the Company, the Notice convening the Meeting was taken as read with the permission ofthe shareholders. 5. The Chairman then gave his address to the members on the performance ofthe Company for the financial year 2025-26. 6. The CMD further mentioned that the Statutory Auditors’ Reports including the Comments ofthe Comptroller and Auditor General of India on the standalone and the consolidated financial statements of the Company for the financial year ended 31st March, 2026 do not contain any qualification, reservation, adverse remark or disclaimer. Accordingly, this report is not required to be read out, as provided in the Companies Act, 2013. 7. However, on theobservation madebythe Secretarial Auditors, MIs SVJS & Associates, Company Secretaries, the Company Secretary clarified the following: The Secretarial Auditor has not reported any qualification, reservation or adverse remark, except the observations summarized herein: 1. During certain periods ofFY 2025-26, the composition ofthe Board was not in compliance with the requirements relating to the number of Independent Directors, Non-Executive Directors and Independent Woman Director under the Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The intermittent vacancy of the Independent Woman Director was also not filled within the prescribed timeline. 2. Vacancies in the office of Independent Directors were not filled within the timelines prescribed under Regulation l7(1E) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. Management’s clarification provided in the Directors’ Report: “Being a Government Company, appointment of Directors, including Independent Directors, is made by the President of India acting through the Ministry of Defence (MoD). Accordingly, the delay in filling the vacancies was beyond the control ofthe Company. The Company has already taken up this issue with the Ministry ofDefence, and the Government is seized ofthe matter.” 8. Company Secretary further mentioned that: i. Arrangements have been made with NSDL for live webcast of the proceedings of the Meeting for the benefit of all shareholders. ii. The facility tojoin this Meeting is made available to the Members on first-come-first-serve basis, in accordance with the circulars issued by the Ministry of Corporate Affairs AND applicable provisions ofCompanies Act, 2013 and SEBI LODR Regulations, 2015. iii. As per the circulars issued by MCA, and Section 103 of the Companies Act, 2013, participation of members through Video Conference is being recorded for the purpose of quorum. Since there is no physical attendance of the Members, the requirement of appointing Proxies is not applicable. iv. As required under the Companies Act, 2013, e-voting facility has been provided all the shareholders to cast their vote electronically for all the resolutions set forth in the Notice. Members who have not cast their vote earlier but are participating in this meeting have the facilitytocast theirvotethrough the e-voting systemanytime duringthis meetingoranytime within 30 minutes after the conclusion ofthe Meeting. v. The registered speakers may express their views/ question at Q&A session. 9. Thereafter, in terms of the notice of the 93~ Annual General Meeting, the following items of ordinary and special business were considered at the meeting: Ordinary Business: 1. To receive, consider and adopt Audited Standalone and Consolidated Financial Statements of the Company for the financial year ended 31 March 2026 and the Reports of the Board of Directors and Auditors thereon including comments ofthe Comptroller & Auditor General of India, ifany. 2. To declare final dividend of~4.62 perequityshare of~5/- each (i.e. @ 92.4%) forthefinancial year ended 31 March 2026. 3. To appoint a Director in place of Shri Biju George (DIN 09343562) who retires by rotation in terms of Section 152(6) ofthe Companies Act, 2013 and, being eligible, offers himself for re-appointment. 4. To authorize the Board of Directors to fix remuneration of the Statutory Auditors appointed by the Comptroller and Auditor General of India under Section 139(5) the Companies Act, 2013, and in accordance with Section 142 thereof, for the financial year 2026-27. Special business: 5. To ratify the remuneration of Cost Auditors for the FY 2026-27 by passing the proposed resolution as an Ordinary Resolution. 6. [Showing first 8,000 characters — download PDF for full document]