Meeting Details

The 23rd Annual General Meeting will be held on Saturday, 19 September 2026 at 12:00 NOON (IST) at Mani Casadona, Flat No 15E1, Floor No-15, Plot No-IIF/04, Street No-372, Action Area-IIF, New Town, Kolkata-700156.

Ordinary Business

Item 1: Adoption of Financial Statements

To receive, consider and adopt the Audited Financial Statements (Consolidated and Standalone) of the Company for the Financial Year ended March 31, 2026, together with the Reports of the Directors and Auditors thereon.

Item 2: Reappointment of Director

To appoint Ms. Saloni Bindal (DIN-09607557) who retires by rotation and being eligible, offers herself for reappointment.

Special Business

Item 3: Alteration of Memorandum of Association

To alter the Object Clause of the Memorandum of Association by inserting a new ancillary object to enable the Company to carry on business in solar energy and solar power projects, including solar photovoltaic systems, solar thermal systems, rooftop solar plants, solar parks, energy storage systems and all other renewable energy solutions.

Item 4: Reappointment of Managing Director

To reappoint Mr. Mahendra Bindal (DIN:00484964) as Managing Director for a second term of 5 consecutive years from May 17, 2027 to May 17, 2032.

  • Remuneration: Gross salary up to ₹50,00,000 per annum including perquisites
  • Other benefits: Gratuity as per company rules, reimbursement of actual expenses, housing loan eligibility, and other benefits as granted to senior executives
  • Minimum remuneration: Payable even in case of absence or inadequacy of profits, subject to applicable provisions of Companies Act, 2013

Item 5: Reappointment of Executive Director cum Chairman

To reappoint Mr. Girish Bindal (DIN:00484979) as Executive Director cum Chairman for a second term of 5 consecutive years from May 17, 2027 to May 17, 2032.

  • Remuneration: Gross salary up to ₹50,00,000 per annum including perquisites
  • Other benefits: Same as for Managing Director
  • Minimum remuneration: Same conditions as for Managing Director

Item 6: Reappointment of Independent Director

To reappoint Mr. Atul Kumar Bajpai (DIN: 00173886) as Independent Director for a second term of 5 consecutive years from May 17, 2027 to May 17, 2032.

  • Remuneration: Sitting fees in accordance with Companies Act, 2013

Item 7: Reappointment of Independent Director

To reappoint Mr. Pravin Poddar (DIN: 09003659) as Independent Director for a second term of 5 consecutive years from July 1, 2027 to July 1, 2032.

  • Remuneration: Sitting fees in accordance with Companies Act, 2013

Item 8: Preferential Issue of Fully Convertible Warrants

To issue 28,23,800 fully convertible warrants on preferential basis:

  • Total issue size: ₹19,76,66,000
  • Warrant price: ₹70 per warrant (₹10 face value + ₹60 premium)
  • Conversion: Each warrant convertible into one equity share of ₹10 face value
  • Conversion period: Within 18 months from date of allotment
  • Payment terms: 25% upfront (₹17.50 per warrant), balance 75% (₹52.50) on conversion
List of Allottees:

| Sl. No. | Name | No. of Warrants | Category | Amount (₹) |

| 1 | Mahendra Bindal | 3,93,450 | Promoter | 2,75,41,500 |

| 2 | Mayank Bindal | 3,93,450 | Promoter | 2,75,41,500 |

| 3 | Deep Shikha Bindal | 3,93,450 | Promoter | 2,75,41,500 |

| 4 | Saloni Bindal | 3,93,450 | Promoter | 2,75,41,500 |

| 5 | Aumit Capital Advisors Limited | 12,50,000 | Non-Promoter | 8,75,00,000 |

| Total | | 28,23,800 | | 19,76,66,000 |

Key Terms of Warrant Issue:
  • Warrants to be allotted within 15 days of shareholder approval or 15 days from receipt of regulatory approvals
  • Equity shares arising from conversion will rank pari-passu with existing shares
  • Unexercised warrants after 18 months will lapse with forfeiture of consideration
  • Warrants and resultant shares subject to lock-in as per SEBI ICDR Regulations
  • Valuation report obtained from Mayank Sharma, Registered Valuer (IBBI Registration No. IBBI/RV/03/2022/15021)
  • Floor price determined at ₹69.45 per share based on valuation dated 20 August 2026
  • Relevant date for price determination: 20 August 2026
Utilization of Proceeds:

The entire proceeds of ₹19,76,66,000 will be utilized for working capital requirements for development of existing business and general corporate purposes within 24 months from receipt of funds.

Shareholding Pattern Impact:

Pre-issue paid-up capital: 96,76,200 equity shares

Post-issue capital (assuming full conversion): 1,25,00,000 equity shares

Promoter holding will decrease from 71.98% to 68.31% post-issue

Voting Arrangements

  • Remote e-voting period: September 16, 2026 (9:00 AM) to September 18, 2026 (5:00 PM)
  • Cut-off date for voting rights: September 12, 2026
  • E-voting through NSDL platform
  • Physical voting at AGM venue

Record Date and Closure

Register of Members & Share Transfer Book will remain closed from September 13, 2026 to September 19, 2026 (both days inclusive).

Documents Availability

Notice and Annual Report are being sent electronically to shareholders and available on company website: https://www.steelmantelecom.com/annual-report.php

Authorizations

Mr. Mahendra Bindal, Mr. Girish Bindal and Ms. Aparupa Das are authorized to take all necessary actions to implement the resolutions.