Outcome of Board Meeting

Brand Concepts Ltd. Annual Report 2025-26 NOTICE OF ANNUAL GENERAL MEETING Registered Office: - 04th Floor, UNO Business Park, Bypass Road, Opp. Sahara City, Bicholi Mardana Indore, Madhya Pradesh - 452016 CIN: - L51909MP2007PLC066484; Phone: 91-731-4223000 Website: - www.brandconcepts.in Email:-info@brandconcepts.in NOTICE is hereby given that the Nineteenth (19th) Annual thereof for the time being in force), and pursuant to the General Meeting (‘AGM”) of the members of Brand recommendation of the Nomination and Remuneration Concepts Limited (“the Company”), will be held on Thursday. Committee and the Board of Directors, Mr. Govind 24th September, 2026 at 11:00 AM (IST) through Video Shridhar Shrikhande (DIN: 00029419), who holds office Conferencing (“VC")/ Other Audio Visual Means (“OAVM”) to of Independent Directourp to 22nd March, 2027 and who transact the following businesses: has submitted a declaration that he meets the criteria for independence as provided under Section 149(6) of the Act and Regulation 16(1)(b) of the SEBI (Listing Obligations ORDINARY BUSINESS: and Disclosure Requirements) Regulations, 2015 and in To receive, consider and adopt, the following resolutions as respect of whom the Company has received a notice in Ordinary Resolutions: writing under Section 160(1) of the Act, from a Member, signifying intention to propose his candidature for the 1 (a) The Audited Standalone Financial Statements of office of Director, be and is hereby re-appointed as an the Company for the financial year ended 31st Independent Director of the Company, not liable to retire March, 2026 together with reports of Board of by rotation, for a second term of five consecutive years Directors and Auditors thereon; & from 23rd March, 2027 to 22nd March, 2032 (b) The Audited Consolidated Financial Statements RESOLVED FURTHER THAT any of the Director, Company of the Company for the financial year ended 31st Secretary of the Company, be and are hereby severally March, 2026 together with reports of Board of authorized to take such steps and do all such acts, deeds, Directors and Auditors thereon. matters and things as may be considered necessary, proper and expedient to give effteo cthtis Resolution.” 2. Re- appointment of Mrs. Annapurna Maheshwari (DIN:00038346) Non- Executive Director, liable to Approval under Section 185 of the Companies Act, retire by rotation. 2013 To consider and if thought fit, to pass the following To consider and, if thought fit, to pass the following resolution as an Ordinary Resolution: resolution as a Special Resolution: “RESOLVED THAT in accordance with the provisions of “RESOLVED THAT pursuant to the provisions of Section Section 152 and any other applicable provisions of the 185(2) and other applicable provisions, if any, of the Companies Act, 2013, Mrs. Annapurna Maheshwari CompanActi, 2e01s3, read with the rules made thereunder (DIN: 00038346), Non-Executive Director liable to (including any statutory modification(s). amendment(s), retire by rotation, and being eligible offers herself for or re-enactment thereof for the time being in force), the reappointment, be and is hereby re-appointed as a consent of the Members of the Company be and is hereby director of the Company. accorded to the Board of Directors of the Company to advance any loan, including a loan represented by SPECIAL BUSINESS: book debt, and/or to give any guarantee and/or provide any security in connection with any loan to Associate 3. Re-appointment of Mr. Govind Shridhar Shrikhande company in which common directors, being a company (DIN: 00029419) as Independent Director for a in which one or more Directors of the Company may be second term of five consecutive years from 23rd deemed to be interested, for an aggregate outstanding March, 2027 to 22nd March, 2032 amount not exceeding 3,00,00,000 (Rupees Three Crores To consider and, if thought fit, to pass, with or without only) at any time, on such terms and conditions as the modification, the following Resolution as a Special Board may deem fit and appropriate in the best interests Resolution: of the Company. “RESOLVED THAT pursuant to the provisions of Sections RESOLVED FURTHER THAT the approval accorded by 149, 152 and other applicable provisions, if any, of the the Members at the Annual General Meeting held on 21 Companies Act, 2013 read with Schedule IV to the Act December, 2022 authorizing the Company to advance and the Companies (Appointment and Qualification of loans andjor give guarantees and/or provide securities Directors) Rules, 2014, read with Regulations 17, 25 and to 7E Wellness India Private Limited up to an aggregate other applicable regulations of SEBI (Listing Obligations limit of ¥2,00,00,000 (Rupees Two Crores Only), be and and Disclosure Requirements) ~Regulations, 2015 is hereby revised and enhanced to 23,00,00,000 (Rupees (including any statutory modification(s) or re-enactment Three Crores Only). Statutory Reports Notice RESOLVED FURTHER THAT the loans so advanced RESOLVED FURTHER THAT the Board of Directors of the and/or guarantees given and/or securities provided shall Company (including any Committee thereof) be and is hereby authorized to findlize the scope of services, terms be utilized by 7E Wellness India Private Limited for its principal business activities and for no other purpose. of engagement, fees payable and other related matters and to do all such acts, deeds, matters and things as may RESOLVED FURTHER THAT the Board of Directors of be necessary or expedient to give effectto this resolution.” the Company (including any Committee thereof) be and is hereby authorized to finalize the terms and conditions 7. To Approve Borrowing Powers under Section 180(1) of such loans, guarantees and/or securities and to do all (c) of the Companies Act, 2013 up to 150 Crores. such acts, deeds, matters and things as may be necessary, To consider and, if thought fit, to pass the following proper or expedient to give effteo cthtis Resolution.” Resolution as a Special Resolution: Approval for payment of remuneration to “RESOLVED THAT pursuant to the provisions of Section Mrs. Annapurna Maheshwari (DIN: 00038346), Non- 180(1)(c) and other applicable provisions, if any, of the Executive Non-Independent Director Companies Act, 2013 read with the rules made thereunder To consider and, if thought fit, to pass the following (including any statutory modification(s), amendment(s), re- resolution as a SPECIAL RESOLUTION: enactment(s) or substitution thereof for the time being in "RESOLVED THAT pursuant to the provisions of force), and in accordance with the Articles of Association Regulation 17(6)(ca) of the SEBI (Listing Obligations and of the Company, the consent of the Members be and is Disclosure Requirements) Regulations, 2015, as amended, hereby accorded to the Board of Directors of the Company and other applicable provisions, if any, of the Companies (hereinafter referred to as the ‘Board’, which term shall be Act, 2013 and the rules made thereunder, and subject deemed to include any Committee thereof or any person(s) to such approvals as may be required, consent of the authorised by the Board) to borrow from time to time, any Members of the Company be and is hereby accorded for sum or sums of money, by way of loans, credit facilities, payment of remuneration to Mrs. Annapuma Maheshwari external commercial borrowings, debentures, bonds or any (DIN: 00038346), Non-Executive ~Non-Independent other financial assistance from banks, financial institutions, Director of the Company, for the financial year 2026-27, bodies corporate or any other person(s), notwithstanding notwithstanding that the annual remuneration payable that the monies to be borrowed together with the monies to her may exceed fifty percent (50%) of the total annual already borrowed by the Company (apart from temporary remuneration payable to all Non-Executive Directors of loans and cash creditfacilities obtained or to be obtainedfrom [Showing first 8,000 characters — download PDF for full document]