Annual Report - 40th AGM held on 22nd September 2026 at 11.30 AM (IST)

BGR ENERGY SYSTEMS LIMITED 443 ANNA SALAI, TEYNAMPET, CHENNAI 600018 INDIA TEL: 91 44 24364422/24320390 E-mail: compliance@bgrenergy.com Web site: www.bgrcorp.com Date: 31st August 2026 National Stock Exchange of India Limited BSE Limited Listing Department Department of Corporate services Exchange Plaza, Bandra Kurla Complex PJ Towers, Dalal Street, Bandra (E), Mumbai - 400 051 Fort, Mumbai - 400 001 NSE Symbol: BGRENERGY BSE Scrip: 532930 Respected Sir/Madam, Subject: Notice convening of 40th Annual General Meeting and Annual Report for the Financial Year 2025-26 Pursuant to Regulation 34(1) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, please find the enclosed Notice convening 40th Annual General Meeting and the Annual Report for the financial year 2025-26 which will be circulated to the shareholders through electronic mode. The 40th AGM will be held on Tuesday, September 22 2026 at 11.30 A.M. (IST) through Video Conference (VC) / Other Audio Visual Means (OAVM). The Notice and the Annual Report will be made available on the Company’s website at https://www.bgrcorp.com/annual_report.php The schedule of AGM is as set out below: Benpos Date for Sending Notice 28-08-2026 Date of 40th AGM Notice and Annual Report FY 2025- 31-08-2026 26 circulated to Shareholders through e-mail Cut Off Date (e-Voting) 11-09-2026 Remote e-Voting Start Date 18-09-2026 Remote e-Voting Start Time 9:00 A.M (IST) Remote e-Voting End Date 21-09-2026 Remote e-Voting End Time 5:00 P.M (IST) Date of AGM 22-09-2026 AGM Start Time 11:30 A.M REGISTERED OFFICE: E-4 PANNAMGADU INDUSTRIAL ESTATE, RAMAPURAM POST, TADA MANDALAM, TIRUPATHI DISTRICT, ANDHRA PRADESH 524401 INDIA. Corporate Identity Number: L40106AP1985PLC005318 BGR ENERGY SYSTEMS LIMITED 443 ANNA SALAI, TEYNAMPET, CHENNAI 600018 INDIA TEL: 91 44 24364422/24320390 E-mail: compliance@bgrenergy.com Web site: www.bgrcorp.com AGM e-voting Result Date Within 2 working days from the date of AGM This is for your information and records. Thanking you, Yours truly For BGR ENERGY SYSTEMS LIMITED S. Sundar Company Secretary & Compliance Officer Membership No: A9926 REGISTERED OFFICE: E-4 PANNAMGADU INDUSTRIAL ESTATE, RAMAPURAM POST, TADA MANDALAM, TIRUPATHI DISTRICT, ANDHRA PRADESH 524401 INDIA. Corporate Identity Number: L40106AP1985PLC005318 BGR ENERGY SYSTEMS LIMITED 443 ANNA SALAI, TEYNAMPET, CHENNAI 600018 INDIA TEL: 91 44 24364422/24320390 E-mail: compliance@bgrenergy.com Web site: www.bgrcorp.com NOTICE OF THE 40th ANNUAL GENERAL MEETING Notice is hereby given that the 40th Annual General Meeting (“Meeting” or “AGM”) of the Members of BGR ENERGY SYSTEMS LIMITED will be held on Tuesday 22nd September 2026, at 11:30 AM through Video Conferencing (“VC”) or Other Audio-Visual Means (“OAVM”) to transact the following businesses: ORDINARY BUSINESSES: ITEM NO.1: ADOPTION OF AUDITED FINANCIAL STATEMENTS ALONG WITH THE REPORTS OF THE BOARD OF DIRECTORS AND OF THE AUDITORS THEREON: To consider and if thought fit, to pass the following resolution as an Ordinary Resolution: “RESOLVED THAT the Audited Standalone and Consolidated Financial Statements of the Company for the financial year ended March 31, 2026, together with the Reports of the Board of Directors and of the Auditors thereon be and are hereby received, considered, and adopted”. ITEM NO.2: RE-APPOINTMENT OF MR. ARJUN GOVIND RAGHUPATHY (DIN: 02700864), A DIRECTOR LIABLE TO RETIRE BY ROTATION: To consider and if thought fit, to pass the following resolution as an Ordinary Resolution: “RESOLVED THAT pursuant to the provisions of Section 152 and other applicable provisions, if any, of the Companies Act, 2013 and the Rules made thereunder (including any statutory modification(s) or re-enactment thereof for the time being in force), Mr. Arjun Govind Raghupathy (DIN: 02700864) Director (Executive) of the Company, who retires by rotation and being eligible for re-appointment, be and is hereby re-appointed as a Director of the Company, liable to retire by rotation”. SPECIAL BUSINESSES: ITEM NO.3 RATIFICATION OF COST AUDITOR’S REMUNERATION FOR FY 2026- 2027: To consider and, if thought fit, to pass the following Resolution as an Ordinary Resolution: “RESOLVED THAT pursuant to the provisions of section 148 and other applicable provisions, if any, of the Companies Act, 2013 read with the Companies (Audit and Auditors) Rules, 2014, (including any statutory modification(s) or re-enactment(s) thereof, REGISTERED OFFICE: E-4 PANNAMGADU INDUSTRIAL ESTATE, RAMAPURAM POST, TADA MANDALAM, TIRUPATHI DISTRICT, ANDHRA PRADESH 524401 INDIA. Corporate Identity Number: L40106AP1985PLC005318 BGR ENERGY SYSTEMS LIMITED 443 ANNA SALAI, TEYNAMPET, CHENNAI 600018 INDIA TEL: 91 44 24364422/24320390 E-mail: compliance@bgrenergy.com Web site: www.bgrcorp.com for the time being in force), the Company hereby ratifies the remuneration of Rs.1,50,000/- (Rupees One Lakh Fifty Thousand only) plus applicable taxes and reimbursement of out-of-pocket expenses, payable to M/s. JV Associates, Cost and Management Accountants (Firm Registration No. 100212), who are appointed by the Board of Directors of the Company as Cost Auditors, to conduct the audit of the cost records maintained by the Company for the financial year ending March 31, 2027. RESOLVED FURTHER THAT the Board of Directors of the Company (including any Committee thereof) be and is hereby authorized to do all acts and take all such steps as may be necessary, proper, or expedient to give effect to this resolution”. ITEM NO:4 SHIFTING OF REGISTERED OFFICE FROM ONE STATE TO ANOTHER STATE To consider and, if thought fit, to pass the following Resolution as a Special Resolution: “RESOLVED THAT pursuant to the provisions of Section 12, 13 and other applicable provisions, if any, of the Companies Act, 2013 (“the Act”) read with Companies (Incorporation) Rules, 2014 (“Rules”), Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“Listing Regulations”) (including any statutory modification(s) or re-enactment thereof for the time being in force) and subject to the approval Regional Director, and such other approvals, permissions and sanctions as may be required under the provisions of the Act or under any other law for the time being in force, the consent of the Members of the Company be and is hereby accorded for shifting the Registered Office of the Company from the state of “Andhra Pradesh” to the state of “ Tamil Nadu” RESOLVED FURTHER THAT upon shifting of the registered office becoming effective, the existing Clause-II of the Memorandum of Association of the Company be altered and substituted with the following clause: 'II. The Registered Office of the Company will be situated in the State of Tamil Nadu.' RESOLVED FURTHER THAT the Board of Directors of the Company be and is hereby authorized to finalize the address of the Registered Office of the Company in the State of Tamil Nadu RESOLVED FURTHER THAT any one of the Directors or Company Secretary of the Company be and are hereby severally authorized to make necessary application to the Central Government, Regional Director, Registrar of Companies and other regulatory authorities in this matter, to appear before them, to make any modifications, changes, REGISTERED OFFICE: E-4 PANNAMGADU INDUSTRIAL ESTATE, RAMAPURAM POST, TADA MANDALAM, TIRUPATHI DISTRICT, ANDHRA PRADESH 524401 INDIA. Corporate Identity Number: L40106AP1985PLC005318 BGR ENERGY SYSTEMS LIMITED 443 ANNA SALAI, TEYNAMPET, CHENNAI 600018 INDIA TEL: 91 44 24364422/24320390 E-mail: compliance@bgrenergy.com Web site: www.bgrcorp.com variations, alterations or revisions stipulated by the concerned authorities while according approval or consent, and to do all such acts, deeds, matters and things as may be necessary/ incidental / ancillary to give effect to this resolution including execution / signing / filing of necessary forms / documents / affidavits / indemnity / [Showing first 8,000 characters — download PDF for full document]