Notice of AGM to be held on September 26, 2026.

(BRADYS W.H.BRrADY and Company Limited i urog: CIN No. - LI7110MH1913PLC000367 Regd. Office - BRADY HOUSE, 12-14, VEER NARIMAN ROAD, FORT, MUMB- 4A000I01. INDIA TEL: (022) - 22048361-65 ¢ E-mal : brodys@minlnetin * Webste : www.brodys.in August 31, 2026 BSE Limited, Deputy General Manager, Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai- 400 001 Security Code No.: 501391 Sub: 113" Annual General Meeting Dear Sir/Madam, ‘We are enclosing herewith Notice for the 113t Annual General Meeting of the Company for the Financial Year 2025-26 to be held on Saturday, September 26, 2026 at 12:30 p.m. through Audio Visual means. Deemed Venue shall be Registered Office of the Company at Brady House, 4% Floor, 12/14 Veer Nariman Road, Fort, Mumbai - 400 001. Kindly take the same on your record. Thanking you. Yours faithfully, For W. H. BRADY AND COMPANY LIMITED SANYO RODRIGUES COMPANY SECRETARY & COMPLIANCE OFFICER Encl: A/a. : BRANCHES : ® AHMEDABAD : Tel.: 02694- 3042+ E0mai0l: bmeworks@bradys.in ® CHENNAI: Tel.: 044-243106+8 « Emal : saleschennai@bradys.in @ KOLKATA : Tel.; (033) 22272089 + Emal : saleskol@bracysin ® NEW DELHI : Tel: (011) 23314934 Email : salesdel@bradys.in 113th Annual Report 2025-2026 NOTICE NOTICE IS HEREBY GIVEN THAT THE 113TH ANNUAL GENERAL MEETING (AGM) OF THE MEMBERS OF W. H. BRADY AND COMPANY LIMITED WILL BE HELD ON SATURDAY, SEPTEMBER 26, 2026 AT 12:30 P.M. (IST) THROUGH VIDEO CONFERENCING (“VC”) / OTHER AUDIO-VISUAL MEANS (“OAVM”) TO TRANSACT, WITH OR WITHOUT MODIFICATION(S) THE FOLLOWING BUSINESS: ORDINARY BUSINESS: 1. To receive, consider and adopt: a. the Audited Standalone Financial Statements of the Company for the Financial Year ended March 31, 2026, including the Audited Balance Sheet as at March 31, 2026, the Statement of Profit & Loss and Cash Flow Statement for the year ended on that date together with 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 March 31, 2026, including the Audited Balance Sheet as at March 31, 2026, the Statement of Profit & Loss and Cash Flow Statement for the year ended on that date together with the Auditors Report thereon. 2. To appoint a Director in place of Mr. Vaibhav Morarka (DIN: 01630306), who retires by rotation and, being eligible, offers himself for re-appointment. SPECIAL BUSINESS: 3. To approve the re-appointment of Mr. Cyrus Vachha (DIN: 06722644) as a Non-Executive Independent Director of the Company. 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 149, 150, 152, Schedule IV of the Companies Act, 2013 read with the Companies (Appointment and Qualification of Directors) Rules, 2014 and other applicable provisions of the Act including any modification or re-enactment thereof, and Regulation 17, 25 and any other applicable provisions of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“Listing Regulations”) as amended from time to time, the Articles of Association of the Company, approval and recommendation of the Nomination and Remuneration Committee and Board of Directors of the Company, Mr. Cyrus Vachha (DIN: 06722644) who holds office as an Independent Director upto September 28, 2026 and meets the criteria for independence under Section 149(6) of the Act and the Rules made thereunder and Regulation 16(1)(b) of the LODR Regulations and in respect of whom the Company has received a notice in writing from a member under Section 160(1) of the Act, be and is hereby re-appointed as an Independent Director of the Company, for a period of 5 (Five) years effective from September 29, 2026 till September 28, 2031, and that he shall not be liable to retire by rotation. RESOLVED FURTHER THAT pursuant to Regulation 17(1A) of the Listing Regulations (including any statutory modification(s) or re-enactment(s) thereof for the time being in force), approval of the members of the Company be and is hereby accorded, for continuation of office of directorship of Mr. Cyrus Vachha, who has attained the age of 75 years. RESOLVED FURTHER THAT the Board of Directors and/or Key Managerial Personnel of the Company or any Committee thereof be and is hereby authorized to do all such acts, deeds and matters as in its absolute discretion it may think necessary, expedient and desirable, to settle any question or doubt that may arise in relation thereto in order to give effect to the foregoing resolution.” W. H. BRADY AND COMPANY LIMITED 4. To approve Material Related Party Transactions with Brady & Morris Engineering Company Limited under Regulation 23 of SEBI (LODR) Regulations, 2015. 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 Regulations 2(1)(zc), 23(4) and other applicable Regulations of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI Listing Regulations”), as amended from time to time, the applicable provisions of the Companies Act, 2013 (“Act”) read with Rules made thereunder, other applicable laws/statutory provisions, if any [including any statutory modification(s) or amendment(s)or re-enactment(s) thereof, for the time being in force], the Company’s Policy on Related Party Transactions and subject to such approval(s), consent(s), permission(s) as may be necessary from time to time and on the basis of the approval and recommendation of the Audit Committee and the Board of Directors of the Company, approval of the Members of the Company be and is hereby accorded to the Board of Directors of the Company to enter/continue to enter into Material Related Party Transaction(s)/ Contract(s)/Arrangement(s)/Agreement(s) (whether by way of an individual transaction or transaction taken together or series of transactions or otherwise) with Brady & Morris Engineering Company Limited for giving loan/guarantee/providing security for the financial year 2026-27 and onwards, for an aggregate value not exceeding Rs. 300 crores as per such material terms and conditions as detailed in the explanatory statement to this Resolution and as may be mutually agreed between the related party and the Company, provided that the said Transaction(s)/Contract(s)/Arrangement(s)/Agreement(s) shall be carried out in the ordinary course of business and at arm’s length basis. RESOLVED FURTHER THAT the Board of Directors of the Company (hereinafter referred to as ‘Board’ which term shall be deemed to include the Audit Committee of the Company and any duly constituted/to be constituted Committee of Directors thereof to exercise its powers including powers conferred under this resolution) be and is hereby authorized to do all such acts, deeds, matters and things as it may deem fit at its absolute discretion and to take all such steps as may be required in this connection including finalizing and executing necessary contract(s), agreement(s) and such other documents as may be required, seeking all necessary approvals to give effect to this resolution, for and on behalf of the Company and settling all such issues, questions, difficulties or doubts whatsoever that may arise and to take all such decisions from powers herein conferred to, without being required to seek further consent or approval of the Members and that the Members shall be deemed to have given their approval thereto expressly by the authority of this resolution. RESOLVED FURTHER THAT the Board of Directors and/or Key Managerial Personnel of the Company or any Committee thereof be and is hereby authorized to do all such acts, deeds and matters as in its absolute discretion it may think necessary, expedient and desirable, to settle any question or doubt that may arise in relation thereto in order to give effect to the foregoing resolution.” For a [Showing first 8,000 characters — download PDF for full document]