Bharat Electronics Limited (BEL) held its 72nd Annual General Meeting (AGM) on Friday, 28th August 2026, commencing at 10:00 a.m. The meeting was conducted entirely through Video Conferencing (VC)/Other Audio Visual Means (OAVM) in compliance with the Companies Act, 2013, SEBI (LODR) Regulations, 2015, and relevant circulars from MCA and SEBI. The registered office in Bengaluru was deemed the venue for the meeting.

Attendance

Board of Directors & KMPs Present:

  • Mr. Manoj Jain - Chairman & Managing Director
  • Mr. Damodar Bhattad S - Director (Finance) & CFO
  • Mr. Rajnish Sharma - Director (Bangalore Complex)
  • Mr. Hari Kumar R - Director (R&D)
  • Mr. Kamesh Kasana - Director (Other Units)
  • Mr. Ambrish Tripathi - Director (HR)
  • Mr. Anoop Kumar Rai - Director (Marketing)
  • Mr. Pradeep Tripathi - Independent Director
  • Mr. Bharatsinh P Parmar - Independent Director
  • Mr. Partha Pratim Pathak - Independent Director
  • Mr. S Sreenivas - Company Secretary

Ms. Meera Mohanty and Dr. Binoy Kumar Das (Government Nominee Directors) were absent due to preoccupation.

Others Present:

  • Mr. Thirupal Gorige - Designated Partner, M/s Thirupal Gorige & Associates LLP (Statutory Auditors, Secretarial Auditor & Scrutinizer for e-voting)
  • Mr. M R Krishna Murthy - Designated Partner, M/s GNV & Associates (Cost Auditors)

Members Present:

143 Members attended, including Mr. Narendra Singh, Director (ES), Ministry of Defence, Govt. of India, representing the President of India.

Proceedings

The meeting was chaired by Mr. Manoj Jain. The Company Secretary confirmed quorum was present. The Notice of the 72nd AGM dated 4th August 2026, its addendum dated 18th August 2026, and the Integrated Annual Report 2025-26 (containing Board's Report and Financial Statements) were noted as having been circulated to all members and made available on the company and exchange websites. These documents were taken as read with the permission of the members.

Key Disclosures and Approvals

The Chairman informed that the Auditor's Report, including C&AG Comments on the Annual Accounts for FY 2025-26, contained no qualifications or adverse observations. The Statutory Auditor and Secretarial Auditor read out their reports. The Chairman addressed observations in the Secretarial Audit Report, stating they pertained solely to the non-appointment of the requisite number of Independent Directors. He clarified this is because BEL, as a Government company, relies on appointments by the Government of India—a process involving multiple ministries and the ACC, which is time-consuming and beyond the company's control.

Members approved all items of business as per the notice and addendum:

Ordinary Business:

1. Ordinary Resolution: Adoption of the Audited Financial Statements and Consolidated Financial Statements for the financial year ended 31st March 2026, along with the reports of the Board of Directors and Auditors.

2. Ordinary Resolution: Confirmation of an interim dividend of ₹1.95 (195%) per equity share and declaration of a final dividend of ₹0.55 (55%) per equity share of ₹1 each, fully paid up, for the financial year 2025-26. This brings the total dividend for the year to ₹2.50 per share.

3. Ordinary Resolution: Re-appointment of Mr. Rajnish Sharma (DIN: 10738394), Director (Bangalore Complex), who retired by rotation.

Special Business:

4. Ordinary Resolution: Ratification of remuneration of the Cost Auditor.

5. Ordinary Resolution: Increase in the Authorised Share Capital of the Company.

6. Special Resolution: Alteration of the Capital Clause in the Memorandum of Association.

7. Ordinary Resolution: Appointment of Mr. Ambrish Tripathi (DIN: 11888363) as Director.

8. Ordinary Resolution: Appointment of Mr. Anoop Kumar Rai (DIN: 11888162) as Director.

Voting and Conclusion

Mr. Thirupal Gorige was appointed as the Scrutinizer for the remote e-voting process. Members who had not voted remotely were permitted to e-vote during the meeting. The consolidated voting results and Scrutinizer's Report were to be disseminated to the stock exchanges and hosted on the company's website. The Chairman addressed queries from registered speaker members. The meeting concluded with a vote of thanks at 11:49 a.m. but was kept open for an additional 30 minutes to complete the e-voting process.

Note: The document explicitly states this summary should not be construed as the formal minutes of the AGM.