Regulation 44 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015

Banka BioLoo Limited

Meeting Details

The 14th Annual General Meeting will be held on Thursday, 17 September 2026 at 3:00 PM (15:00 Hours IST) through video conferencing (VC) / other audio-visual means (OAVM). The meeting will be deemed to be held at the corporate office of the Company at 5th Floor, Prestige Phoenix, 1405, Uma Nagar, Begumpet, Hyderabad - 500016.

Proposed Resolutions and Implications

I. Ordinary Business

1. To receive, consider and adopt the audited standalone financial statements and audited consolidated financial statements of the Company for the financial year ended 31 March 2026, together with the reports of the Board of Directors and the Auditors thereon.

2. To appoint a director in place of Mrs. Namita Sanjay Banka (DIN: 05017358), who retires by rotation, and being eligible, offers herself for re-appointment.

II. Special Business

3. Approval of Material Related Party Transactions with Megaliter Varunaa Private Limited, material unlisted subsidiary company, with a maximum value not exceeding ₹12,100 lakhs across various transaction types:

  • Sale, purchase or supply of any goods or materials: ₹2,500 lakhs
  • Availing or rendering of any services: ₹2,000 lakhs
  • Selling or otherwise disposing of or buying property: ₹500 lakhs
  • Leasing of property: ₹100 lakhs
  • Capital Contribution/Investment made: ₹1,000 lakhs
  • Loans, inter-corporate deposits or advances given: ₹1,000 lakhs
  • Giving Security in connection to loan: ₹1,000 lakhs
  • Guarantee (excluding performance guarantee): ₹4,000 lakhs

Voting Process and Methods

The company has provided multiple voting methods:

  • Remote e-Voting period: Sunday, 13 September 2026 at 09:00 am IST to Wednesday, 16 September 2026 at 05:00 pm IST
  • Voting during the AGM through VC/OAVM facility
  • The facility for both remote e-Voting and voting at AGM is provided by Bigshare Services Private Limited
  • Cut-off date for determining voting eligibility: 10 September 2026

Individual shareholders holding securities in demat mode can vote through their demat accounts with CDSL or NSDL. Shareholders other than individual shareholders holding shares in demat mode & physical mode can vote through https://ivote.bigshareonline.com.

Key Voting Information

  • Members attending through VC shall be counted for quorum under Section 103 of Companies Act, 2013
  • Voting rights shall be in proportion to shares held as of 10 September 2026 cut-off date
  • Members who vote through remote e-Voting cannot vote again at the AGM
  • The facility for appointment of proxies is not available for this VC-based AGM

Scrutinizer's Role and Process

Mr. M Ramana Reddy, Practicing Company Secretary (CP No. 18415), has been appointed as Scrutinizer to scrutinize the e-Voting process and voting at the AGM. The Scrutinizer will:

  • Download votes cast at the AGM immediately after conclusion
  • Unlock votes cast through remote e-Voting
  • Prepare a consolidated scrutinizer's report of total votes cast for/against, invalid votes
  • Send the report to the Chairman within two working days from AGM conclusion
  • Results will be declared by the Chairman and placed on company website (www.bankabio.com) and Bigshare website (https://ivote.bigshareonline.com)

Compliance with Laws and Regulations

The AGM is conducted in compliance with:

  • Companies Act, 2013
  • Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015
  • MCA Circulars: General Circular Nos. 14/2020, 17/2020, 20/2020, and latest being General Circular No. 3/2025 dated September 22, 2025
  • SEBI Circular dated 12 May 2020 regarding electronic dispatch of notices

Additional Financial and Operational Information

The explanatory statement provides extensive details about the proposed related party transactions with Megaliter Varunaa Private Limited:

  • MVPL is a material unlisted subsidiary (69.53% owned by Banka BioLoo as of report date)
  • Previous transactions with MVPL in FY 2025-26: ₹2,287.14 lakhs (₹852.14 lakhs for services, ₹1,435.00 lakhs corporate guarantee)
  • Current FY transactions (April-June 2026): ₹739.19 lakhs
  • MVPL's financial performance (FY 2025-26): Standalone Turnover ₹585.63 lakhs, PAT ₹14.80 lakhs, Net Worth ₹1,110.64 lakhs
  • The proposed transactions represent 212% of company's consolidated turnover and 2,066.15% of MVPL's turnover

The notice also includes detailed director information for Mrs. Namita Sanjay Banka seeking re-appointment, including her shareholding (32,64,409 equity shares as of 31 March 2026), qualifications, experience, and remuneration details.