Key Proposal

Seeking approval via a Special Resolution for the migration of the company's 11,16,71,485 (Eleven Crore Sixteen Lakh Seventy-One Thousand Four Hundred Eighty-Five) equity shares from the SME Platform of BSE Limited to the Main Board of BSE Limited and for listing on the Main Board of National Stock Exchange of India Limited.

Regulatory Framework

The migration is proposed under Regulation 277 and Regulation 280(2) of the SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018 (ICDR Regulations), SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Companies Act, 2013, and the Securities Contracts (Regulation) Act, 1956.

Voting Details

  • Cut-off Date for Eligibility: Friday, July 24, 2026
  • Remote E-voting Period: Commences Tuesday, July 28, 2026, at 09:00 AM IST and ends Wednesday, August 26, 2026, at 05:00 PM IST.
  • Result Declaration: On or before Friday, August 28, 2026.
  • Voting Platform: KFin Technologies Limited (https://evoting.kfintech.com)
  • Scrutinizer: M/s. Vivek Surana & Associates, Practicing Company Secretaries, Hyderabad.

Special Voting Condition

As per SEBI ICDR Regulations, the resolution shall be acted upon only if the votes cast by shareholders other than promoters in favour of the resolution are at least twice the number of votes cast by shareholders other than promoters against it.

Rationale for Migration (As per Explanatory Statement)

The Board of Directors believes the migration is in the company's best interest due to consistent operational growth, improved financial performance, and strengthened governance. The company has expanded its business operations in EPC, telecom infrastructure, renewable energy, Battery Energy Storage Systems (BESS), defence manufacturing, and allied infrastructure projects.

Stated Benefits of Migration

  • Enhanced visibility and recognition among domestic and international investors.
  • Increased participation by institutional investors, mutual funds, insurance companies, and FPIs.
  • Greater liquidity and improved marketability of equity shares.
  • Enhanced corporate image, credibility, and brand value.
  • Better access to domestic capital markets for future fundraising.
  • Strengthening of the company's governance framework.

Conditions for Migration

The proposed migration is subject to:

1. Approval of the Members by a Special Resolution via Postal Ballot.

2. Compliance with all eligibility criteria prescribed under SEBI ICDR Regulations and other applicable laws.

3. Receipt of necessary approvals from BSE Limited, National Stock Exchange of India Limited, Securities and Exchange Board of India, and other statutory/regulatory authorities.

The approval does not guarantee migration; it becomes effective only upon receipt of final approvals from the stock exchanges after meeting all regulatory conditions.

Authority for Implementation

Dr. Raghavendra Rao Bondada (Chairman & Managing Director), Mr. Satyanarayana Baratam (Whole-time Director & CFO), and/or Ms. Sonia Bidlan (Company Secretary & Compliance Officer) are severally authorized to take all necessary actions, make applications, and appoint committees to give effect to the resolution.

Document Availability

The postal ballot notice and related documents are available on the company's website (www.bondada.net) and the website of KFin Technologies Limited (https://evoting.kfintech.com).

Important Disclosures

  • The notice is being sent only in electronic mode to members whose email addresses are registered as of the cut-off date.
  • Members holding physical shares are urged to dematerialize them.
  • None of the Directors, Key Managerial Personnel, or their relatives are interested in the resolution, except to the extent of their shareholding.