Date, Location, and Type of Meeting

The 49th AGM was held on Wednesday, September 30, 2026, at 11:00 A.M. (IST). The meeting was conducted through Video Conferencing (VC) / Other Audio-Visual Means (OAVM) with the physical venue deemed to be the company's registered office at Office No. 1001, Quantum Tower, Off S.V. Road, Ram Baug, Malad West, Mumbai, Maharashtra, India - 400064.

Summary of Proposed Resolutions and Implications

Four resolutions were proposed for shareholder approval:

Ordinary Business:

1. Ordinary Resolution: To receive, consider, and adopt the audited financial statements for the financial year ended March 31, 2026, along with the reports of the Board of Directors and the Auditors.

2. Ordinary Resolution: To appoint Mrs. Rakhi Agarwal (DIN: 01075762), who retired by rotation, as a Director.

Special Business:

3. Special Resolution: To approve limits under Section 186 of the Companies Act, 2013, for giving loans, guarantees, providing securities, and making investments, up to an aggregate limit of ₹50 crore.

4. Special Resolution: To approve omnibus Related Party Transactions under Section 188 of the Companies Act, 2013, read with Regulation 23 of the SEBI LODR, up to ₹25 crore per related party for FY 2026-27. Related parties were required to abstain from voting on this resolution.

Voting Process and Methods Used

The company provided a facility for remote e-voting through National Securities Depository Limited (NSDL). The remote e-voting period commenced on Sunday, September 27, 2026, at 9:00 A.M. and ended on Tuesday, September 29, 2026, at 5:00 P.M.

For members attending the AGM, an electronic voting facility through the NSDL system was available. Members present in person at the physical venue could also vote there. The e-voting facility remained open for 45 minutes after the conclusion of the proceedings.

Key Meeting Attendance and Procedural Details

  • A total of 56 members were present: 7 attended in person and 49 attended through VC/OAVM.
  • 4 Directors, including 2 Independent Directors, were present.
  • The meeting was chaired by Mr. Sandeep Agarwal, Managing Director (DIN: 01295136).
  • Other key attendees included Mr. V. Gopalakrishnan (CFO), Mr. Hitesh Jain (Partner of Statutory Auditors, A.K Kochhar), Mr. Vrushil Vinod Shah (Authorised Representative of C. B. Jain & Associates), and Mr. Chirag Jain (Practising Company Secretary, Scrutinizer).
  • The requisite quorum under Section 103 of the Companies Act, 2013, was present.
  • No valid proxy forms were received, and no questions were raised by members during the meeting.

Scrutinizer's Role and Results Declaration

Mr. Chirag Jain of C. B. Jain & Associates (Membership No. A37337, COP No. 13973) was appointed as the Scrutinizer to scrutinize the remote e-voting and e-voting at the AGM.

The voting results were to be declared upon receipt of the Scrutinizer's Report. The company committed to submitting the results to BSE Limited and National Stock Exchange of India Limited within two working days of the AGM's conclusion, i.e., on or before Monday, October 5, 2026.

The consolidated voting results and the Scrutinizer's Report were to be made available on the company's website (www.bharatidefence.com) and on NSDL's website.

Compliance with Laws and Regulations

The meeting was conducted in compliance with:

  • The Companies Act, 2013 (as amended) and its rules.
  • SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (as amended).
  • Secretarial Standard-2.
  • Applicable circulars issued by the Ministry of Corporate Affairs (MCA) and SEBI.

The document confirms that the Statutory Auditors' Report and the Secretarial Audit Report did not contain any qualifications, observations, or adverse remarks.

Other Relevant Financial and Operational Information from Chairman's Address

The Chairman's address provided key financial and operational updates:

  • Financial Performance FY 2025-26: Revenue from operations increased by 24.09% to ₹2,891.09 lakh (from ₹2,329.84 lakh). Total income increased by 15.26% to ₹2,905.84 lakh (from ₹2,520.97 lakh). The company reported a net loss of ₹31,273.19 lakh, primarily due to a one-time exceptional item of ₹32,835.47 lakh related to write-offs/reversals from the pre-acquisition period pursuant to the NCLT-approved Acquisition Plan. Excluding this, profit before exceptional items and tax increased by 10.10% to ₹1,572.80 lakh.
  • No dividend was recommended for the year to conserve resources.
  • The company participated in the North Tech Symposium and is building capabilities in tactical communications and unmanned systems through an alliance with Exicom Technologies.
  • An application for relisting of equity shares is under process with SEBI, as per the NCLT order.
  • The meeting concluded at 12:00 PM (IST).