5329302026-08-315329302026-08-312026-08-31RelatedPartyTransactionDomain15329302026-08-312026-08-31ResolutionOrAgendaDomain15329302026-08-31ResolutionOrAgendaDomain15329302026-08-312026-08-31ResolutionOrAgendaDomain25329302026-08-31ResolutionOrAgendaDomain25329302026-08-312026-08-31ResolutionOrAgendaDomain35329302026-08-31ResolutionOrAgendaDomain35329302026-08-312026-08-31ResolutionOrAgendaDomain45329302026-08-31ResolutionOrAgendaDomain45329302026-08-312026-08-31ResolutionOrAgendaDomain55329302026-08-31ResolutionOrAgendaDomain55329302026-08-312026-08-31ResolutionOrAgendaDomain65329302026-08-31ResolutionOrAgendaDomain6iso4217:INRxbrli:pureBGR ENERGY SYSTEMS LIMITEDBGRENERGYNew2026-09-2211:30:002026-08-31Annual General MeetingVideo Conference (VC) or Other Audio-Visual Means (OAVM)40THTuesday2026-09-2211:30:00Nellore6BGR Energy Systems LimitedMr. Arjun Govind RaghupathyManaging Director and Promoter and Promoter GroupLoan15000000002026-09-222027-09-221 YearOrdinary ResolutionAdoption of Financial StatementsRESOLVED THAT the Audited Standalone and Consolidated Financial Statements of the Company for the financial year ended March 31, 2026, together with the Reports of the Board of Directors and of the Auditors thereon be and are hereby received, considered, and adoptedOrdinary ResolutionOthersOthersRe-appointment of Mr. Arjun Govind Raghupathy DIN:02700864 a Director liable to retire by rotationRESOLVED THAT pursuant to the provisions of Section 152 and other applicable provisions, if any, of the Companies Act, 2013 and the Rules made thereunder (including any statutory modification(s) or re-enactment thereof for the time being in force), Mr. Arjun Govind Raghupathy (DIN: 02700864) Director (Executive) of the Company, who retires by rotation and being eligible for re-appointment, be and is hereby re-appointed as a Director of the Company, liable to retire by rotationOrdinary ResolutionOthersOthersRatificaion of Cost Auditors Remuneration for the FY 2026-2027RESOLVED THAT pursuant to the provisions of section 148 and other applicable provisions, if any, of the Companies Act, 2013 read with the Companies (Audit and Auditors) Rules, 2014, (including any statutory modification(s) or re-enactment(s) thereof, for the time being in force), the Company hereby ratifies the remuneration of Rs.1,50,000/- (Rupees One Lakh Fifty Thousand only) plus applicable taxes and reimbursement of out-of-pocket expenses, payable to M/s. JV Associates, Cost and Management Accountants (Firm Registration No. 100212), who are appointed by the Board of Directors of the Company as Cost Auditors, to conduct the audit of the cost records maintained by the Company for the financial year ending March 31, 2027 RESOLVED FURTHER THAT the Board of Directors of the Company (including any Committee thereof) be and is hereby authorized to do all acts and take all such steps as may be necessary, proper, or expedient to give effect to this resolutionSpecial ResolutionOthersOthersShifthing of Registered office from one state to another state“RESOLVED THAT pursuant to the provisions of Section 12, 13 and other applicable provisions, if any, of the Companies Act, 2013 (“the Act”) read with Companies (Incorporation) Rules, 2014 (“Rules”), Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“Listing Regulations”) (including any statutory modification(s) or re-enactment thereof for the time being in force) and subject to the approval Regional Director, and such other approvals, permissions and sanctions as may be required under the provisions of the Act or under any other law for the time being in force, the consent of the Members of the Company be and is hereby accorded for shifting the Registered Office of the Company from the state of “Andhra Pradesh” to the state of “ Tamil Nadu” RESOLVED FURTHER THAT upon shifting of the registered office becoming effective, the existing Clause-II of the Memorandum of Association of the Company be altered and substituted with the following clause: 'II. The Registered Office of the Company will be situated in the State of Tamil Nadu.' RESOLVED FURTHER THAT the Board of Directors of the Company be and is hereby authorized to finalize the address of the Registered Office of the Company in the State of Tamil Nadu RESOLVED FURTHER THAT any one of the Directors or Company Secretary of the Company be and are hereby severally authorized to make necessary application to the Central Government, Regional Director, Registrar of Companies and other regulatory authorities in this matter, to appear before them, to make any modifications, changes, variations, alterations or revisions stipulated by the concerned authorities while according approval or consent, and to do all such acts, deeds, matters and things as may be necessary/ incidental / ancillary to give effect to this resolution including execution / signing / filing of necessary forms / documents / affidavits / indemnity / undertakings / declarations as may be required, from time to time. RESOLVED FURTHER THAT the Board of Directors of the Company be and are hereby authorized to engage counsels / consultants / executives / advisors to represent the Company and appear on its behalf before the Central Government, Regional Director, Registrar of Companies, and other regulatory authorities in this matter and obtain the necessary directions and/or Order(s) upon confirmation by the concerned Regulatory Authority and do all such acts, deeds, matters and things as may be necessary to give effect to the above resolution including but not limited to signing, certification and filing of the e-Forms with the Registrar of Companies Special ResolutionAppointment/Re-appointment/Removal/Ratification/Retirement/RemunerationRe-appointmentRESOLVED THAT pursuant to Section 196, 197 and 203 read with Schedule V of the Companies Act, 2013, and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 (including any statutory modifications, amendments or re-enactments thereto for the time being in force) and the relevant provisions of the Articles of Association of the Company and pursuant to Regulation 17(6)(e) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, Pursuant to the recommendation of the Nomination and Remuneration committee and the Board of Directors at their respective meetings held on 29th July 2026, consent of the shareholders of the company be and is hereby accorded for re-appointment of Mr Arjun Govind Raghupathy (DIN:02700864) as Managing Director for a term of five years from 11th November 2026 to 10th November 2031 on terms and conditions and payment of such remuneration to Mr. Arjun Govind Raghupathy for a period of three years from 11th November 2026 to 10th November 2029Executive DirectorMr. Arjun Govind Raghupathy027008642026-10-112031-11-105Ordinary ResolutionRelated Party Transactionpursuant to the provisions of Section 188 and other applicable provisions of the Companies Act, 2013, read with the Rules made thereunder, and in accordance with Regulation 2(1)(zc) and Regulation 23 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI LODR”) and subject to such other approvals, consents, permissions and sanctions as may be required, the approval of the Members of the Company be and is hereby accorded for availing unsecured loan(s) from Mr. Arjun Govind Raghupathy (DIN:02700864) Managing Director of the Company and from other Promoters and Promoter Groups (hereinafter referred to as Lenders) not exceeding Rs. 1,50,00,00,000/- (Rupees One Hundred and Fifty Crore only) consistent with the existing borrowing powers of the Company under Section 180(1)(c) of the Companies Act, 2013, in one or more tranches upon such terms and conditions as set forth by the lenders to the Company in the loan agreement(s), security document(s) and /or any other financing documents by whatever name called (hereinafter referred to as the “Financing Documents”) or as may be stipulated by the Lenders or as deemed appropriate by the Board RESOLVED FURTHER THAT in accordance with Regulation 23 of SEBI LODR, all Related Parties shall abstain from voting on this Resolution, irrespective of whether such Related Party has a direct or indirect interest in the transaction. RESOLVED FURTHER THAT the Board of Directors of the Company (including any Committee thereof) or Company Secretary of the Company be and is hereby authorised to finalise, vary or modify the terms and conditions of the aforesaid loan(s), execute such agreements, documents and writings, and do all such acts, deeds, matters and things as may be deemed necessary, expedient or desirable to give effect to this Resolution