AG VENTURES LIMITED — Proxy Solicitation & Information Statement 2025

Sep 15, 2025

(Formerly Oriental Carbon & Chemicals Limited) Corp Off: 14[th] Floor, Tower-B, World Trade Tower, Plot No. C-1, Sector-16, Noida-201301, UP Phone: +91-120-2446850, Email: investors@agventures.co.in Website: www.agventuresltd.com

AG VENTURES LIMITED

September 15, 2025

The Manager BSE Limited Department of Corporate Services Floor 25, P.J. Towers, Dalal Street Mumbai – 400001 Scrip Code : 506579

Dear Sirs,

Sub: Notice of Postal Ballot

Pursuant to Regulation 30 read with Schedule III of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“Listing Regulations”), please find enclosed the Notice of Postal Ballot dated 4[th] August 2025 along with the Explanatory Statement for seeking approval from members for the agenda item as mentioned in the notice. The resolution is proposed to be passed by the members through remote e-voting process only.

In compliance with the applicable circulars issued by the Ministry of Corporate Affairs, the Postal Ballot Notice has been sent to the Members of the Company who have their email addresses registered with the Company/Depositories and whose names appear in the Register of Members/List of Beneficial Owners as on Friday, 5[th] September, 2025 through electronic mode only. Please note that there will be no dispatch of physical copies of Notice or Postal Ballot forms to the Members of the Company and no physical ballot forms will be accepted by the Company.

The remote e-voting period commences on Wednesday, 17[th] September, 2025 at 9:00 a.m. (IST) and shall end on Thursday, 16[th] October, 2025 at 5:00 p.m. (IST). The results of the voting by postal ballot will be announced on or before Saturday, October 18[th] , 2025.

The Postal Ballot Notice can also be accessed at www.agventuresltd.com and on the website of NSDL at www.evoting.nsdl.com and the same will be communicated to the Stock Exchanges.

This is for your information & records.

Thanking you,

For AG Ventures Limited (Formerly Oriental Carbon & Chemicals Limited)

Digitally signed by VIPIN Date: 2025.09.15 18:59:38 +05'30'

by VIPIN VIPIN Date: 2025.09.15 18:59:38 +05'30' Vipin Company Secretary Memb. No.: A55308

Encl. as above

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AG VENTURES LIMITED

(Formerly : ORIENTAL CARBON & CHEMICALS LIMITED) Corporate Identity Number (CIN) - L24297GJ1978PLC133845 Regd. Off: Plot No. 30-33, Survey No.77, Nishant Park, Nana Kapaya, Mundra, Kachchh, Gujarat – 370415 Email ID: investors@agventures.co.in, Tel: +91 120 2446850 Website: www.agventuresltd.com

NOTICE OF POSTAL BALLOT

[Pursuant to Section 110 of the Companies Act, 2013 read with Rule 22 of Companies (Management and Administration) Rules, 2014]

VOTING STARTS ON	VOTING ENDS ON
Wednesday, 17th September, 2025 at 9:00 a.m. (IST)	Thursday, 16th October, 2025 at 5:00 p.m. (IST)

NOTICE is hereby given to the Members of AG Ventures Limited (Formerly: Oriental Carbon & Chemicals Limited) pursuant to Sections 108 and 110 and other applicable provisions, if any, of the Companies Act, 2013, (‘ Act ’) (including any statutory modification or re-enactment thereof for the time being in force), read with Rules 20 and 22 of the Companies (Management and Administration) Rules, 2014, (‘ Rules ’), Regulation 44 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘ SEBI Listing Regulations ’) and the Secretarial Standard on General Meetings issued by The Institute of Company Secretaries of India (‘ SS-2 ’), each as amended, and in accordance with the requirements prescribed by the Ministry of Corporate Affairs (‘ MCA ’) for holding general meetings/ conducting postal ballot process through e- Voting vide General Circular Nos 14/2020 dated April 8, 2020, 17/2020 dated April 13, 2020 read with other relevant circulars issued in this regard, the latest being General Circular No. 09/2024 dated September 19, 2024 (collectively referred to as ‘ MCA Circulars ’), to transact Special Business as set out hereunder by passing Special Resolution through postal ballot by voting through electronic means (‘ remote e-voting ’).

In compliance with the MCA Circulars, AG Ventures Limited (‘ Company’ ) is sending this Notice only in electronic mode to those Members whose e-mail addresses are registered with the Company/ its Registrar and Transfer Agent/ Depositories. Accordingly, physical copy of the Notice along with Postal Ballot Form and pre-paid business reply envelope is not being sent to the Members for this Postal Ballot. The communication of the assent or dissent of the Members would only take place through the remote e-voting system. The detailed procedure for remote e-voting forms part of the ‘Notes’ section to this Notice.

A statement pursuant to Section 102 and other applicable provisions of the Act, 2013 pertaining to the appended Resolution setting out the material facts and reasons, is annexed to this Notice.

In compliance with Regulation 44 of the SEBI Listing Regulations and pursuant to the provisions of Sections 108 and 110 of the Act read with the Rules, the MCA Circulars and SS-2, the Company is providing remote e-voting facility to its Members, to enable them to cast their votes electronically instead of submitting the Postal Ballot Form physically. The Company has engaged the services of National Securities Depository Limited (‘ NSDL ’) for the purpose of providing remote e-voting facility to its Members. The instructions for remote e-voting are appended to this Notice. The Notice is also - - available on the website of the Company at: https://www.agventuresltd.com/investor relation/agm postal-ballot/ and on the website of NSDL at www.evoting.nsdl.com.

Members desiring to exercise their vote through the remote e-voting process are requested to carefully read the instructions indicated in the ‘Notes’ section of this Notice and record their assent (FOR) or dissent (AGAINST) by following the procedure for casting of votes by remote e-voting not

later than 5:00 p.m. (IST) on Thursday, 16[th] October, 2025. The remote e-voting facility will be disabled by NSDL immediately thereafter.

Item of Special Business requiring approval of the Members of the Company through Postal Ballot by ‘remote e-voting’ is given below:

SPECIAL BUSINESS:

TO CHANGE THE OBJECT CLAUSE OF THE MEMORANDUM OF ASSOCIATION OF THE COMPANY:

To consider and, if thought fit, to pass the following resolution as a Special Resolution :

RESOLVED THAT pursuant to the provisions of Sections 4, 13 and all other applicable provisions, if any, of the Companies Act, 2013 (“Act”) read with applicable rules and regulations made thereunder (including any statutory modification(s) or re-enactment(s) thereof for the time being in force) and subject to such other requisite approvals, if any, required from appropriate authorities, consent of the Members of the Company be and is hereby accorded to alter the existing Clause 3 to the Memorandum of Association of Company, which consists of sub-clauses (A), (B) and (C), by deleting the same and substituting in its place, the following new Clause 3, consists of sub-clauses (a) and (b) :

3(a) The objects to be pursued by the Company on its Incorporation are:

1. To carry on business of commodity trading (including commodity derivatives) by way of trading, hedging, to act as traders in all commodities and commodity derivatives, and to act as market makers, underwriters, sub-underwriters, providers of service for commodity related activities viz. buy, sell, import, export, convert, modify, add value, transfer or otherwise dispose of commodities and commodity derivatives, and to carry on the business of commodity warehousing, processing and consumption whether in India or abroad.

2. To carry on the business of venture capital investment in India and abroad, including identifying, evaluating, funding, providing seed capital, growth capital, bridge financing, and such other forms of financial assistance as permissible under applicable laws, for nurturing start-ups, early-stage companies, and high-growth potential enterprises in any sector, whether listed or unlisted, by way of, including but not limited to, advances, deposit or lending money with or without securities or to make investment in any other marketable securities, whether listed or not, including in mutual funds, alternate funds or any other funds, in the best interest of the Company with a view to earning capital appreciation, dividends, interest, or other returns.

3. To acquire by purchase, lease, exchange, hire or otherwise, lands and property of any tenure or any interest in the same and to erect and construct houses, buildings or works of every description on any land of the Company, or upon any other lands or property, and to pull down, rebuild, enlarge, alter and improve existing houses, buildings or works thereon, to convert and appropriate any such land into and for roads, streets, squares, gardens and other conveniences, and generally to deal with and improve the immovable properties and to sell, lease, let, mortgage or otherwise deal in and dispose of the lands, houses, buildings and other immovable properties and framing and execution of infrastructure development schemes.

(b) Matters which are necessary for furtherance of the objects specified in Clause 3(a) are:

1. To do such business, which this Company is authorised to carry on, by means or through any other companies including subsidiary(ies), and to enter into any arrangements which with such companies for taking the profits and bearing the losses of business or branch so carried on, or for financing any such companies or guaranteeing its liabilities or to make any other arrangement which may seem desirable with reference to business or branch so carried on including power at any time and either temporarily or permanently to close any such branch of business.

2. To invest and deal with the surplus funds of the Company not immediately required in any manner in such assets, properties, securities, shares, bullion, specie or investments or otherwise as may, from time to time, be determined by the Board of Directors and sell or very all such investments and to execute all assignments, transfers, receipts and documents that may be necessary in that behalf.

3. To undertake or participate in the formation, management, supervision or control of the business operations of any other company, firm or person, engaged in/proposed to carry out which this Company is authorized to carry on or directly or indirectly to advance the main objects of the Company.

4. The Company may at any time invite and receive or without any such invitation receive any gifts of immoveable or moveable property and offerings or voluntary donations or bequests and legacies either from the shareholder or from any other person for all or any of the objects of the Company with or without any special conditions attached, are not inconsistent with or derogatory to any of the objects of the Company. Subject to any such conditions as aforesaid, all such gifts, donations, grants, offerings, legacies and bequests including lands, buildings and other immoveable properties shall be treated as forming part of the property of the Company and be applied accordingly; the Directors shall in their absolute discretion be entitled to decide whether they shall invite or accept any such gift, donation, grant, offering, legacy or bequest and they shall be at liberty to refuse any of them without giving any reason for such refusal.

5. To purchase, acquire or undertake over the whole or any part of the business, profession, goodwill, property, contracts, agreements, rights, privileges, effects and liabilities of any person, firm or Company carrying on or proposing to carry on or ceasing to carry on any business, profession, or activity which the Company is authorised to carry on, or possessed of property or rights suitable for the purpose of the Company and upon such terms and subject to such stipulations and conditions and at or for such price or consideration (if any) in money, shares, stock, debentures, debenture stock or money’s worth or otherwise as may be deemed fit and to purchase, acquire, sell and deal in property, of any such person, firm or company and to conduct, make or carry into effect any arrangements, in regard to the winding up the business of any person, firm or company, association or society.

6. To amalgamate, enter into partnership or into any arrangement for sharing profits or losses, union of interests, co-operation, joint venture or reciprocal concession, with any person or company carrying on or engaged in, or about to carry on or engage in business or transaction which the Company is authorized to carry on or engage in, or which can be carried in conjunction therewith.

7. To apply for and obtain any charter, privilege, concession, license or authorization of any Government, State or other Authority for enabling the Company to carry any of its objects into effect or for extending any of the powers of the Company or for effecting any modification of the constitution of the Company or for any other purpose which may seem expedient and to oppose any proceedings or applications which may seem expedient or calculated directly or indirectly to prejudice the interests of the Company and which the Company may think it desirable to obtain and to carry out and exercise and comply therewith.

8. To sell any patent rights or privileges belonging to the Company or which may be acquired by it, or any interest in the same, and to grant license for the use and practice of the same or any of them, and to let or allow to be used or otherwise deal with the Company may be interested, and to do all such acts and things as may be deemed expedient for turning to account any inventions, patents and privileges in which the Company may be interested.

9. To remunerate or make donations (by cash or other assets or by the allotment of fully or partly paid shares or by call on shares, debenture stock or securities of this or any other company or in any other manner) whether out of the Company’s capital, profits or otherwise to any person or firm or company for services rendered or to be rendered in introducing any property or business to the Company or placing or assisting to place or guaranteeing the subscription of any shares, debentures, debenture-stock or other securities of the Company or for any other reason which the Company may think proper.

10. To establish and maintain or procure the establishment and maintenance of any contributory or non-contributory pension or super-annuation funds for the benefit of, and give or procure thegiving of donations, gratuities, pensions, allowances or emoluments to any persons who are or were at any time in the employment or service of the Company, or who are or were at any time Directors or officers of the Company or of any such other Company as aforesaid, and the wives, widows, families, dependents and connections of any such persons, and to also establish and subsidize and subscribe to any institutions, associations, clubs or funds calculated to be for the benefit of or to advance the interests and well-being of the Company and make payment to or towards the insurance of any such person as aforesaid and do any of the matters aforesaid, either alone or in conjunction with any such other company as aforesaid.

11. To lend and advance money or to give credit to such persons or companies and on such terms may seem expedient, and in particular to customers and others having dealings with the Company, and to guarantee the performances of and contract or obligation and the payment of money of or by any such persons or companies and generally to give guarantees and indemnities.

12. To apply for, tender, purchase or otherwise acquire any contracts, sub-contracts licenses and concession for or in relation to the objects or business of the Company and to undertake, execute, carry out, dispose of turn to account the same.

13. To receive loan and borrow or raise money other than public deposit in such manner as the Company shall think fit, and to secure the repayment of any money borrowed, raised or owing or the repayment or performance of any debt liability obligation, contract, guarantee or other engagement incurred or to be entered into by the Company or any other person or company in any way and in particular by the issue of debentures or debenture-stock (perpetual or otherwise) or by mortgage charge or lien upon all or any of the property or assets of the Company (both present and future), including its uncalled capital: and to purchase, redeem or pay off any securities

14. To undertake and execute any trusts, the undertaking whereof may seem desirable either gratuitously or otherwise and to make donations to any person, company or association, trusts, societies and to subscribe or contribute or guarantee money for any national, international, charitable benevolent, educations, religious, public, object, activity, exhibition, or trade show, which may be in line with the objects of the Company or the interests of its members or for the welfare of the staff.

15. To invest in moveable or immoveable property, rights or interest acquired by or belonging to the Company in any person or company on behalf of or for the benefit of the Company and with or without any declared trust in favor of the Company.

16. Subject to the provisions of the Companies Act, 2013, to distribute all or any of the property of the Company amongst the members in specie or kind in any manner whatsoever, in the event of winding up.

17. To insure the whole or any part of the property of the Company either fully or partially to protect and indemnify the Company from liability or loss in any respect either fully or partially, and also the insure, and to protect and indemnify any part or portion thereof either on mutual principal or otherwise.

18. To act as principal, agent, factor, trustee, contractor, or otherwise, and through trustees or agents or otherwise, and either alone or in conjunction with any other person, firm, association, corporate body, municipality, province, state, political body or government or dependency thereof.

19. To do all and everything necessary suitable or proper for the accomplishment of any of the purposes or the attainment of any of the objects or other furtherance of any of the powers hereinbefore set forth, either alone or in association with other corporate bodies, firms or individuals, and to do every other act or acts, or things, incidental or appurtenant to or growing out of or

connected with the aforesaid business of powers or any part of parts thereof, provided the same be. not inconsistent with the laws of the Union of India.

1. To open bank accounts of all nature including overdraft account and to operate the same and to draw, make, accept, endorse, discount, execute, deal in and issue cheques, promissory notes, bills of exchange, bills of lading, warrants, debentures and the other negotiable or transferable instruments and to deal with all documents mercantile or otherwise, in the ordinary course of business.

2. To train or to pay for the training in India or abroad of any of the Company's Directors, employees or any other candidates in the interest of or for the furtherance of the Company's business.

3. To appoint attorneys for and on behalf of the Company and to execute the necessary power to the said attorneys to act for and on the same and on behalf of the Company, and to revoke all or any of such powers and appointments as may be deemed expedient.

4. To employ or otherwise appoint technical experts, foremen and skilled and unskilled labour for any purpose of the business of the Company.

5. To adopt such means of making known the business carried on by the Company as may be deemed expedient, and in particular by advertising in the press by circulars and slides or purchase or exhibition of work of art and interest publication of books & periodicals and by granting prizes, awards and donations, or through any sponsored programme on the Television or through any suitable media as may be decided by the Board of Directors from time to time.

6. To appoint agents and establish agencies in connection with the Company's objects.

7. To sub-contract all or any of the contracts from time to time and upon such terms and conditions as may be agreed upon.

8. To guarantee the performance of obligation and the payment of interest on any stocks, shares or securities of any company, corporation, firms or person in any case in which such guarantee may be considered likely directly or indirectly to further the objects of the Company or the interest of its Members.

9. To guarantee the payment of money unsecured or secured by guarantee or payable under or in respect of promissory notes, bonds, debentures, debenture-stock, contracts, mortgages, changes, obligations, instruments and securities of any company or of any persons whomsoever whether incorporated or not incorporated, and generally to guarantee or become sureties for the performance of any contracts or obligations.

10. To apply for, purchase or otherwise acquire and protect, prolong, and renew whether in India or elsewhere any patents, patent rights, brevets d'invention, trademarks, designs, licences, protection, concessions and the like conferring any exclusive or non-exclusive or limited right to use any secret or other information as to any invention process or privilege which may seem capable of being used for any of the purposes of the Company or the acquisition of which may seem calculated directly or indirectly to benefit the Company and to use, exercise, develop, manufacture under or grant licences or privileges in respect of, or otherwise turn to account the property, rights and information so acquired and to carry on any business in any way connected therewith.

11. To carry on business of importers, exporters, agents, stockists, dealers, distributors of such goods and products which may be conveniently carried on by the Company in which the Company is authorised to carry on business.

12. To apply the assets of the Company in any way in or towards the establishment, maintenance or extension of any association, institution or fund in anyways connected with any particular trade or business or with trade or commerce generally, including any association, institution or fund for the protection of the interests of masters, owners, and employers against loss by bad debts, strikes,

combinations, fire, accidents or otherwise or for the benefit of any clerks, workmen or others at any time employed by the Company or any of its predecessors in business or their families or dependents and whether or not in common with other persons or classes of persons and in particular of friendly, cooperative and other societies, reading room, libraries, educational and charitable institutions, refectories, dining, and recreation rooms, temples, churches, chaples, schools, hospitals and to grant gratuities, pensions and allowance and to contribute to any funds raised by public or local subscriptions for any purpose whatsoever.

1. To do all such things as are incidental or conductive to the attainment of the above objects.

RESOLVED FURTHER THAT the Board of Directors of the Company be and is hereby authorized to do all such acts, deeds, matters and things as it may deem fit in its absolute discretion, to delegate all or any of its powers conferred under this resolution to any Director or Key Managerial Personnel or any officer/executive of the Company and to resolve all such issues, questions, difficulties or doubts whatsoever that may arise in this regard and all action(s) taken on behalf of the Company in connection with any matter referred to or contemplated in this resolution, be and are hereby approved, ratified and confirmed in all respects”.

Registered Office: Plot No. 30-33, Survey No. 77 Nishant Park, Nana Kapaya Mundra, Kachchh Gujarat- 370415

By order of the Board For AG Ventures Limited (formerly Oriental Carbon & Chemicals Limited)

Place: Noida Date: 04.08.2025

Vipin Company Secretary Membership No. A55308

NOTES:

1. The statement pursuant to the provisions of Section 102(1) of the Companies Act, 2013 (’ Act ’) read with Section 110 of the Act and Rule(s) 20 and 22 of the Companies (Management and Administration) Rules, 2014 (‘ Rules ’), each as amended, setting out the material facts relating to the aforesaid Resolution and the reasons thereof is annexed hereto and forms an integral part of this Notice.

2. In terms of the MCA Circulars, the Company is sending this Notice only in electronic mode to those Members, whose names appear in the Register of Members/List of Beneficial Owners as received by the Company from MUFG Intime India Private Limited (formerly Link Intime India Private Limited), Company’s Registrar and Transfer Agent (‘RTA’)/Depositories as on Friday, 5[th] September, 2025 (‘Cut-Off Date’) and whose e-mail addresses are registered with the Company/RTA/ Depositories/Depository Participants and who will register their e-mail address in accordance with the process outlined in this Notice. The voting rights of the Members shall be in proportion to their share of the paid-up Ordinary (equity) share capital of the Company as on the Cut-Off Date.

3. Only those Members whose names are appearing in the Register of Members/List of Beneficial Owners as on the Cut-Off Date shall be eligible to cast their votes through postal ballot by remote e-voting. A person who is not a Member as on the Cut-Off Date should treat this Notice for information purposes only.

It is however clarified that, all Members of the Company as on the Cut-Off Date (including those Members who may not have received this Notice due to non-registration of their e-mail addresses with the Company/RTA/Depositories/Depository Participants) shall be entitled to vote in relation to the aforementioned Resolution in accordance with the process specified in this Notice.

1. In compliance with the provisions of Section 108 and Section 110 of the Act read with Rule(s) 20 and 22 of the Rules, Regulation 44 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘SEBI Listing Regulations’) and the Secretarial Standard on General Meetings issued by The Institute of Company Secretaries of India (‘SS-2’) and the applicable MCA circulars, the Company is pleased to provide remote e-voting facility to its Members, to enable them to cast their votes electronically. The detailed procedure with respect to remote e-voting is mentioned in note no. 13 of this Notice.

2. The remote e-voting shall commence on Wednesday, 17[th] September, 2025 at 9:00 a.m. (IST) and shall end on Thursday, 16[th] October, 2025 at 5:00 p.m. (IST) . During this period, Members of the Company holding Ordinary (equity) Shares in physical or electronic form as on the Cut-Off Date may cast their vote(s) electronically. The remote e-voting module shall be disabled by National Securities Depository Limited (‘ NSDL ’) for voting thereafter.

3. The Board of Directors has appointed CS Pawan Kumar Sarawagi (Membership No. FCS 3381), of M/s. P. Sarawagi & Associates, Company Secretaries, Kolkata as the Scrutinizer to conduct the Postal Ballot through remote e-voting process in a fair and transparent manner. The Scrutinizer have consented to act as Scrutinizer for this postal ballot.

4. The Scrutinizer will submit his consolidated report to the Chairman, or any other person authorised by him, after scrutiny of the votes cast, on the result of the Postal Ballot through remote e-voting (‘Result’) within two days from the conclusion of the postal ballot remote e-voting. The Scrutinizer’s decision on the validity of votes cast will be final.

5. The Result declared along with the Scrutinizer’s Report shall be placed on the Company’s website www.agventuresltd.com and on the website of NSDL www.evoting.nsdl.com immediately after the Result is declared by the Chairman or any other person so authorised by him, and the same shall be communicated to the Stock Exchange, i.e., BSE Limited (‘BSE’), where the Equity Shares of the Company are listed. The Result shall also be displayed on the notice board of the Company at its Registered Office.

6. The Resolution, if passed by the majority of Members through Postal Ballot, will be deemed to have been passed on the last date specified for remote e-Voting i.e., Thursday, 16[th] October, 2025.

7. The Members may please note that the Postal Ballot Notice will also be available on the Company’s website, www.agventuresltd.com or the website of NSDL at www.evoting.nsdl.com. A copy of the Notice is also available on the website of BSE at www.bseindia.com.

8. The vote in this Postal Ballot cannot be exercised through proxy.

9. The documents referred to in the Notice along with the explanatory statement are available for online inspection on all working days till the last date of Remote e-voting i.e. up to Thursday, 16[th] October, 2025 and also at the Registered Office of the Company between 3.00 p.m. to 5.00 p.m. on all working days, until the last date for casting of votes through remote e-voting. Members who wish to inspect the documents are requested to send an e-mail to investors@agventures.co.in with the subject line “Inspection of Postal Ballot Documents” along with the details such as Name, Folio No. / Client ID and DP ID, and the documents they wish to inspect in this regard.

13. Process to cast votes through remote e-voting:

The way to vote electronically on NSDL e-voting system consists of ‘Two Steps’ which are mentioned below:

The instructions for Remote e-voting are as under:

- Step 1: Access to NSDL e Voting system

- A) Login method for e Voting for Individual shareholders holding securities in demat mode

In terms of SEBI circular dated December 9, 2020 on e-Voting facility provided by Listed Companies, Individual shareholders holding securities in demat mode are allowed to vote through their demat account maintained with Depositories and Depository Participants. Shareholders are advised to update their mobile number and email Id in their demat accounts in order to access e-Voting facility.

Login method for Individual shareholders holding securities in demat mode is given below:

Type of shareholders

Login Method

Individual Shareholders holding securities in demat mode with NSDL.

1. ExistingIDeASuser can visit the e-Services website of NSDL Viz. https://eservices.nsdl.com either on a Personal Computer or on a mobile. On the e-Services home page click on the “Beneficial Owner”icon under“Login”which is available under‘IDeAS’ section, this will prompt you to enter your existing User ID and Password. After successful authentication, you will be able to see e-Voting services under Value added services. Click on“Access to e-Voting”under e-Voting services and you will be able to see e-Voting page. Click on company name ore-Voting service provider i.e. NSDLand you will be re-directed to e-Voting website of NSDL for casting your vote during the remote e-Voting period. 2. If you are not registered for IDeAS e-Services, option to register is available athttps://eservices.nsdl.com.Select“Register Online for IDeAS Portal” or click at https://eservices.nsdl.com/SecureWeb/IdeasDirectReg.jsp 3. Visit the e-Voting website of NSDL. Open web browser by typing the following URL:https://www.evoting.nsdl.com/either on a Personal Computer or on a mobile. Once the home page of e- Voting system islaunched, clickon theicon “Login” which is

• available under ‘Shareholder/Member’ section. A new screen will open. You will have to enter your User ID (i.e. your sixteen digit demat account number hold with NSDL), Password/OTP and a Verification Code as shown on the screen. After successful authentication, you will be redirected to NSDL Depository site wherein you can see e-Voting page. Click on company name or e-Voting service provider i.e. NSDL and you will be redirected to e-Voting website of NSDL for casting your vote during the remote e-Voting period.

• Shareholders/Members can also download NSDL Mobile App “ NSDL Speede ” facility by scanning the QR code mentioned below for seamless voting experience.

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• Individual 1. Users who have opted for CDSL Easi / Easiest facility, can login Shareholders through their existing user id and password. Option will be made holding securities available to reach e-Voting page without any further in demat mode authentication. The users to login Easi / Easiest are requested to with CDSL visit CDSL website www.cdslindia.com and click on login icon & New System Myeasi Tab and then user your existing my easi username & password.

• 1. After successful login the Easi / Easiest user will be able to see the e-Voting option for eligible companies where the evoting is in progress as per the information provided by company. On clicking the evoting option, the user will be able to see e-Voting page of the e-Voting service provider for casting your vote during the remote e-Voting period. Additionally, there is also links provided to access the system of all e-Voting Service Providers, so that the user can visit the e-Voting service providers’ website directly.
• 1. If the user is not registered for Easi/Easiest, option to register is available at CDSL website www.cdslindia.com and click on login & New System Myeasi Tab and then click on registration option.
• 1. Alternatively, the user can directly access e-Voting page by providing Demat Account Number and PAN No. from a e-Voting link available on www.cdslindia.com home page. The system will authenticate the user by sending OTP on registered Mobile & Email as recorded in the Demat Account. After successful authentication, user will be able to see the e-Voting option where the evoting is in progress and also able to directly access the system of all e-Voting Service Providers.

• Individual You can also login using the login credentials of your demat account Shareholders through your Depository Participant registered with NSDL/CDSL for e- (holding securities Voting facility. upon logging in, you will be able to see e-Voting option. in demat mode) Click on e-Voting option, you will be redirected to NSDL/CDSL login through their Depository site after successful authentication, wherein you can see e- depository Voting feature. Click on company name or e-Voting service provider i.e. participants NSDL and you will be redirected to e-Voting website of NSDL for casting your vote during the remote e-Voting period.

Important note: Members who are unable to retrieve User ID/ Password are advised to use Forget User ID and Forget Password option available at abovementioned website.

Helpdesk for Individual Shareholders holding securities in demat mode for any technical issues related to login through Depository i.e. NSDL and CDSL.

Login type Helpdesk details Individual Shareholders holding Members facing any technical issue in login can contact securities in demat mode with NSDL helpdesk by sending a request at NSDL evoting@nsdl.com or call at 022 - 4886 7000 Individual Shareholders holding Members facing any technical issue in login can contact securities in demat mode with CDSL helpdesk by sending a request at CDSL helpdesk.evoting@cdslindia.com or contact at toll free no. 1800-21-09911

B) Login Method for shareholders other than Individual shareholders holding securities in demat mode and shareholders holding securities in physical mode.

How to Log-in to NSDL e-Voting website?

1. Visit the e-Voting website of NSDL. Open web browser by typing the following URL: https://www.evoting.nsdl.com/ either on a Personal Computer or on a mobile.

2. Once the home page of e-Voting system is launched, click on the icon “Login” which is available under ‘Shareholder/Member’ section.

3. A new screen will open. You will have to enter your User ID, your Password/OTP and a Verification Code as shown on the screen.

4. Alternatively, if you are registered for NSDL eservices i.e. IDEAS, you can log-in at https://eservices.nsdl.com/ with your existing IDEAS login. Once you log-in to NSDL eservices after using your log-in credentials, click on e-Voting and you can proceed to Step 2 i.e. Cast your vote electronically.

5. Your User ID details are given below :

Manner of holding shares i.e. Demat **(NSDLor CDSL) or Physical **	Your User ID is:
a) For Members who hold shares in demat account with NSDL.	8 Character DP ID followed by 8 Digit Client ID For example if your DP ID is IN300 and Client ID is 12 then your user ID isIN30012**.
b) For Members who hold shares in demat account with CDSL.	16 Digit Beneficiary ID For example if your Beneficiary ID is 12** then your user ID is 12**
c) For Members holding shares in Physical Form.	EVEN Number followed by Folio Number registered with the company For example if folio number is 001 and EVEN is 101456 then user ID is 101456001

1. Password details for shareholders other than Individual shareholders are given below: -

a) If you are already registered for e Voting, then you can user your existing

password to login and cast your vote.

• b) If you are using NSDL e-Voting system for the first time, you will need to retrieve the ‘initial password’ which was communicated to you. Once you retrieve your ‘initial password’, you need to enter the ‘initial password’ and the system will force you to change your password.

• c) How to retrieve your ‘initial password’?

  • (i) If your email ID is registered in your demat account or with the company, your ‘initial password’ is communicated to you on your email ID. Trace the email sent to you from NSDL from your mailbox. Open the email and open the attachment i.e. a .pdf file. Open the .pdf file. The password to open the .pdf file is your 8 digit client ID for NSDL account, last 8 digits of client ID for CDSL account or folio number for shares held in physical form. The .pdf file contains your ‘User ID’ and your ‘initial password’.

  • (ii) If your email ID is not registered, please follow steps mentioned below in process for those shareholders whose email ids are not registered

• If you are unable to retrieve or have not received the “Initial password” or have forgotten your password:

• a) Click on “Forgot User Details/Password?”(If you are holding shares in your demat account with NSDL or CDSL) option available on www.evoting.nsdl.com.

• b) Physical User Reset Password?” (If you are holding shares in physical mode) option available on www.evoting.nsdl.com.

• c) If you are still unable to get the password by aforesaid two options, you can send a request at evoting@nsdl.com mentioning your demat account number/folio number, your PAN, your name and your registered address etc.

• d) Members can also use the OTP (One Time Password) based login for casting the votes on the e-Voting system of NSDL.

• After entering your password, tick on Agree to “Terms and Conditions” by selecting on the check box.

• Now, you will have to click on “Login” button. “ ” -

• After you click on the Login button, Home page of e Voting will open.

- Step 2: Cast your vote electronically on NSDL e Voting system.

- How to cast your vote electronically on NSDL e Voting system?

1. After successful login at Step 1, you will be able to see all the companies “EVEN” in which you are holding shares and whose voting cycle.

2. Select “EVEN” of company for which you wish to cast your vote during the remote e-Voting period.

3. Now you are ready for e-Voting as the Voting page opens.

4. Cast your vote by selecting appropriate options i.e. assent or dissent, verify/modify the number of shares for which you wish to cast your vote and click on “Submit” and also “Confirm” when prompted.

5. Upon confirmation, the message “Vote cast successfully” will be displayed.

6. You can also take the printout of the votes cast by you by clicking on the print option on the confirmation page.

7. Once you confirm your vote on the resolution, you will not be allowed to modify your vote.

General Guidelines for shareholders

1. Institutional shareholders (i.e. other than individuals, HUF, NRI etc.) are required to send scanned copy (PDF/JPG Format) of the relevant Board Resolution/ Authority letter etc. with attested specimen signature of the duly authorized signatory(ies) who are authorized to vote, to the Scrutinizer by e-mail to pawan@sarawagi.in with a copy marked to evoting@nsdl.com. Institutional shareholders (i.e. other than individuals, HUF, NRI etc.) can also upload their Board Resolution / Power of Attorney / Authority Letter etc. by clicking on "Upload Board Resolution / Authority Letter" displayed under "e-Voting" tab in their login.

2. It is strongly recommended not to share your password with any other person and take utmost care to keep your password confidential. Login to the e-voting website will be disabled upon five unsuccessful attempts to key in the correct password. In such an event, you will need to go through the “Forgot User Details/Password?” or “Physical User Reset Password?” option available on www.evoting.nsdl.com to reset the password.

3. In case of any queries, you may refer the Frequently Asked Questions (FAQs) for Shareholders and e-voting user manual for Shareholders available at the download section of www.evoting.nsdl.com or call on : 022 - 4886 7000 or send a request to Pallavi Mhatre at evoting@nsdl.com

Process for those shareholders whose email ids are not registered with the depositories for procuring user id and password and registration of e mail ids for e-voting for the resolutions set out in this notice :

1. In case shares are held in physical mode please provide Folio No., Name of shareholder, scanned copy of the share certificate (front and back), PAN (self attested scanned copy of PAN card), AADHAR (self attested scanned copy of Aadhar Card) by email to kolkata@in.mpms.mufg.com.

2. In case shares are held in demat mode, please provide DPID-CLID (16 digit DPID + CLID or 16 digit beneficiary ID), Name, client master or copy of Consolidated Account statement, PAN (self attested scanned copy of PAN card), AADHAR (self attested scanned copy of Aadhar Card) to investors@agventures.co.in. If you are an Individual shareholders holding securities in demat mode, you are requested to refer to the login method explained at step 1 (A) i.e. Login method for e-Voting for Individual shareholders holding securities in demat mode.

3. Alternatively shareholder/members may send a request to evoting@nsdl.com for procuring user id and password for e-voting by providing above mentioned documents.

In terms of SEBI circular dated December 9, 2020 on e-Voting facility provided by Listed Companies, Individual shareholders holding securities in demat mode are allowed to vote through their demat account maintained with Depositories and Depository Participants. Shareholders are required to update their mobile number and email ID correctly in their demat account in order to access e-Voting facility.

EXPLANATORY STATEMENT PURSUANT TO SECTION 102 OF THE COMPANIES ACT, 2013 READ WITH RULE 22 OF THE COMPANIES (MANAGEMENT AND ADMINISTRATION) RULES, 2014

Pursuant to the Scheme of Arrangement between the Company and OCCL Limited, the manufacturing business of the Company has been demerged and transferred to OCCL Limited. Consequently, the Company is no longer engaged in manufacturing business. Post-demerger, the Company is engaged in investments and trading activity along with real estate activities. Moreover, the existing Memorandum of Association (MOA) of the Company was adopted under the erstwhile provisions of the Companies Act, 1956. As such the existing Object Clause of the MOA needs to be altered in order to align the same with the provisions of the Companies Act, 2013 and the Company’s strategic business objectives and future growth plans.

The Board of Directors of the Company at its meeting held on August 4, 2025 has decided to alter the Object Clause of MOA, as detailed in the Resolution set out in the Notice, subject to the approval of the Members of the Company.

The proposed alteration will provide the Company with flexibility to engage in investments and trading business which are expected to generate additional revenue streams and enhance shareholders’ value. The change will not only support business diversification but also ensure that the Company is better equipped to respond to dynamic business environments.

Pursuant to Sections 4 and 13 and other applicable provisions of the Act read with the rules made thereunder, the alteration in Object Clause of the MOA requires approval of the Members of the Company by way of a Special Resolution.

Accordingly, approval of the Members is sought to pass the Special Resolution set out in this Postal Ballot Notice.

The existing MOA of the Company as well as the MOA with the proposed amendments will be available for online inspection on all working days till the last date of Remote e-voting i.e. up to Thursday, 16[th] October, 2025 and also at the Registered Office of the Company between 3.00 p.m. to 5.00 p.m. on all working days, until the last date for casting of votes through remote e-voting. Members who wish to inspect the documents are requested to send an e-mail to investors@agventures.co.in with the subject line “Inspection of Postal Ballot Documents” along with the details such as Name, Folio No. / Client ID and DP ID, and the documents they wish to inspect in this regard.

The Board of Directors recommends the Special Resolution set forth in the Postal Ballot Notice for the approval of the Members.

None of the Directors, Key Managerial Personnel (KMP) and/or their relatives are in any way concerned or interested, financially or otherwise in the Special Resolution set out in the Postal Ballot Notice.

Registered Office: By order of the Board Plot No. 30-33, Survey No. 77 For AG Venture Limited Nishant Park, Nana Kapaya (formerly Oriental Carbon & Chemicals Limited) Mundra, Kachchh Gujarat- 370415 Vipin Place: Noida Company Secretary Date: 04.08.2025 Membership No. A55308