REC Limited 57th AGM Proceedings on August 25, 2026

Meeting Details

• Date: Tuesday, August 25, 2026
• Time: 11:00 A.M. (IST)
• Location: Conducted through Video Conferencing / Other Audio Visual Means (VC/OAVM)
• Type: Annual General Meeting

Attendance

Directors Present:

• Shri Jitendra Srivastava, Chairman & Managing Director (Chairman of the Meeting)
• Shri Thangarajan Subash Chandira Bosh, Director (Projects)
• Shri Rajesh Kumar, Director (Finance)
• Shri Shashank Misra, Government Nominee Director
• Shri Rajesh Kumar Agarwal, Nominee Director of Power Finance Corporation Limited (PFC)
• Dr. Anil Kumar Gupta, Independent Director and Chairperson of the Audit Committee
• Dr. K. Ghayathri Devi, Independent Director and Chairperson of the Nomination & Remuneration Committee
• Smt. Poonam Chauhan, Independent Director and Chairperson of the Stakeholders Relationship Committee

Other Attendees:

• Shri Dinesh Garg, Company Secretary & Compliance Officer
• Representatives of Statutory Auditors: M/s. Kailash Chand Jain & Co. and M/s. SCV & Co. LLP
• Shri Sachin Agarwal from M/s. Agarwal S. & Associates, Secretarial Auditors
• Shri Manish Kumar Agarwal, representative of PFC (holding company)
• 168 other shareholders attended through VC/OAVM

Proposed Resolutions

The following ordinary and special business items were put to vote:

Ordinary Business:

1. To receive, consider, approve and adopt the audited standalone & consolidated financial statements for FY 2025-26 along with reports of Board of Directors, Auditors, and comments of the Comptroller & Auditor General of India.

2. To take note of payment of 1st, 2nd, 3rd and 4th interim dividends and declare final dividend on equity shares for FY 2025-26.

3. To appoint a Director in place of Shri Shashank Misra (DIN: 08364288) who retires by rotation.

4. To fix the remuneration of Statutory Auditors for FY 2026-27.

Special Business:

5. Appointment of Shri Thangarajan Subash Chandira Bosh (DIN: 02772316) as Director (Projects).

6. Appointment of Shri Rajesh Kumar (DIN: 06941428) as Director (Finance).

7. Appointment of Shri Rajesh Kumar Agarwal (DIN: 09699001) as Nominee Director of Power Finance Corporation Limited.

8. Appointment of Dr. Anil Kumar Gupta (DIN: 00442146) as Part-time Non-official Independent Director (Special Resolution).

9. Appointment of Dr. Kanchiappan Ghayathri Devi (DIN: 07584524) as Part-time Non-official Independent Director (Special Resolution).

10. Appointment of Smt. Poonam Chauhan (DIN: 11842802) as Part-time Non-official Independent Director (Special Resolution).

11. Approval for private placement of securities (Special Resolution).

Voting Process and Methods

• Remote e-voting period: Saturday, August 22, 2026 (0900 hours) to Monday, August 24, 2026 (1700 hours)
• Cut-off date: Tuesday, August 18, 2026
• E-voting during AGM: Additional voting facility provided by NSDL during the meeting
• Scrutinizer: Shri Sachin Agarwal of M/s. Agarwal S. & Associates, Company Secretaries appointed to scrutinize all votes
• Result determination: Aggregation of votes cast through remote e-voting and e-voting during AGM

Key Meeting Proceedings

• The Chairman addressed shareholders covering India's energy trajectory, financial performance, fund mobilization, risk management, renewables push, ESG excellence, awards, energy transition, people & culture, CSR leadership, and the merger of REC into PFC.
• The Chairman released REC's 3rd ESG report for FY 2025-26 (available at https://recindia.com/uploads/files/co-esg-Final-ESG-Report-15082026.pdf).
• The Company Secretary confirmed that statutory auditors gave reports without qualification, reservation, adverse remark or disclaimer, and CAG gave 'Nil' comments.
• Secretarial auditors noted that for certain periods during FY 2025-26, the Board and some committees lacked requisite number of Independent Directors. The Company clarified that as a Government Company, director appointments are made by the President of India through Ministry of Power.
• Shareholders who pre-registered as 'Speakers' asked questions about the REC-PFC merger, CSR, future roadmap, ESG rating, borrowing strategy, and other business aspects, which were answered by the Chairman & Managing Director and Director (Finance).
• Voting remained open for 15 minutes after meeting conclusion.
• The meeting concluded at 12:07 P.M. (IST).

Compliance and Reporting

• Results of voting will be filed with Stock Exchanges (NSE and BSE) within prescribed statutory timelines.
• Results will be posted on Company website (https://recindia.com) and NSDL platform (https://www.evoting.nsdl.com).
• The proceedings confirm compliance with Companies Act, 2013, SEBI LODR Regulations, and relevant MCA Circulars.