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Agri-Tech India Ltd. — Proxy Solicitation & Information Statement 2026
Apr 1, 2026
63547_rns_2026-04-01_656227d1-0fdd-4a2e-9fd0-dfbe70d3bebe.pdf
Proxy Solicitation & Information Statement
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01[st] April 2026
The Manager-Listing The Manager- Listing BSE Limited National Stock Exchange of India Ltd.,
Phiroze Jeejeeb hoy Towers, Exchange Plaza, Bandra-Kurla Complex Dalal Street, Bandra (E) Mumbai-400001 Mumbai-400051
BSE Code-537292 NSE Code-AGRITECH
Sub: Submission of Notice of Extra Ordinary General Meeting.
Dear Sir/Madam,
With reference to the captioned subject and pursuant to the applicable provisions of the Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, we hereby submit the Notice of the Extraordinary General Meeting (“EGM”) of the Company, which is being sent to the Members through electronic mode in accordance with the applicable provisions and relevant circulars issued by the Ministry of Corporate Affairs and the Securities and Exchange Board of India.
The Extraordinary General Meeting of the Company will be held on Saturday, April 25, 2026 at 11:00 a.m. (IST) at the Registered Office of the Company situated at Nath House, Nath Road, Chhatrapati Sambhajinagar (Aurangabad), Maharashtra – 431005, India, to transact the business as set out in the Notice of the EGM.
Pursuant to the provisions of Section 108 of the Companies Act, 2013 read with Rule 20 of the Companies (Management and Administration) Rules, 2014 and Regulation 44 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Company has provided the facility of remote e-voting to its Members to cast their votes electronically on the resolutions set out in the Notice of the EGM through the e- voting platform provided by National Securities Depository Limited.
The voting rights of the Members shall be in proportion to the equity shares held by them as on the Cut-off Date, i.e., Friday, April 17, 2026, for determining the eligibility to vote.
The remote e-voting period shall commence on Wednesday, April 22, 2026 at 9:00 a.m. (IST) and shall end on Friday, April 24, 2026 at 5:00 p.m. (IST). The remote e-voting module shall be disabled by NSDL for voting thereafter.
The facility for voting through electronic voting system shall also be made available at the EGM, and the Members attending the meeting who have not cast their vote through remote e-voting shall be able to exercise their voting rights at the meeting.
The Notice of the EGM is also available on the website of the Company and on the website of the Stock Exchanges.
Please take the above on record and oblige. Yours faithfully, For Agri-Tech (India) Limited
Digitally signed by Rajendra Rajendra Balmukundji Sharma Balmukundji Sharma Date: 2026.04.01 15:44:53 +05'30' Rajendra Sharma Chief Financial Officer
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NOTICE OF EXTRAORDINARY GENERAL MEETING
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Notice is hereby given that the Extra-Ordinary General Meeting of Agri-Tech (India) Limited will be held on Saturday, 25[th] April 2026 at 11.00 A.M. IST at the Registered Office of the Company at Nath House, Nath Road, Chhatrapati Sambhajinagar, (Aurangabad) 431005 to transact the following business.
Special Business.
ITEM NO. 1
Regularization of Mr. Anil Kashinath Purkar (DIN: 11500410) as an Independent Director of the Company
To consider and, if thought fit, to pass the following resolution as an Ordinary Resolution:
“ RESOLVED THAT pursuant to the provisions of Sections 149, 150, 152, 161 and other applicable provisions, if any, of the Companies Act, 2013, read with Schedule IV of the Companies Act, 2013 and the Companies (Appointment and Qualification of Directors) Rules, 2014 (including any statutory modification or reenactment thereof for the time being in force), Mr. Anil Kashinath Purkar (DIN: 11500410), who was appointed by the Board of Directors as an Additional Director in the capacity of Independent Director of the Company with effect from January 30[th] , 2026 , and who holds office up to the date of this Extraordinary General Meeting, and in respect of whom the Company has received a notice in writing under Section 160 of the Companies Act, 2013 proposing his candidature for the office of Director, be and is hereby appointed as an Independent Director of the Company for a term of five (5) consecutive years with effect from January 30[th] , 2026, and he shall not be liable to retire by rotation.
RESOLVED FURTHER THAT any Director or Company Secretary of the Company be and is hereby authorized to digitally sign and file necessary e-forms with the Registrar of Companies and to do all such acts, deeds, matters and things as may be necessary to give effect to this resolution.”
ITEM NO. 2
Regularization of Mr. Dilip Haribhau Deshpande (DIN: 11524866) as an Independent Director of the Company
To consider and, if thought fit, to pass the following resolution as an Ordinary Resolution:
“ RESOLVED THAT pursuant to the provisions of Sections 149, 150, 152, 161 and other applicable provisions, if any, of the Companies Act, 2013, read with Schedule IV of the Companies Act, 2013 and the Companies (Appointment and Qualification of Directors) Rules, 2014 (including any statutory modification or reenactment thereof for the time being in force), Mr. Dilip Haribhau Deshpande (DIN: 11524866), who was appointed by the Board of Directors as an Additional Director in the capacity of Independent Director of the Company with effect from February 12[th] , 2026, and who holds office up to the date of this Extraordinary General Meeting, and in respect of whom the Company has received a notice in writing under Section 160 of the Companies Act, 2013 proposing his candidature for the office of Director, be and is hereby appointed as an Independent Director of the Company for a term of five (5) consecutive years with effect from February 12, 2026, and he shall not be liable to retire by rotation.
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RESOLVED FURTHER THAT any Director or Company Secretary of the Company be and is hereby authorized to digitally sign and file necessary e-forms with the Registrar of Companies and to do all such acts, deeds, matters and things as may be necessary to give effect to this resolution.”
ITEM NO. 3
Appointment of Statutory Auditors due to Resignation (Casual Vacancy)
RESOLVED THAT pursuant to the provisions of Sec�on 139(8), Sec�on 139, Sec�on 140, Sec�on 141, Sec�on 142 and all other applicable provisions, if any, of the Companies Act, 2013 (‘the Act’) read with the Companies (Audit and Auditors) Rules, 2014 (including any statutory modifica�on(s) or re-enactment(s) thereof for the �me being in force), and applicable provisions of the SEBI (Lis�ng Obliga�ons and Disclosure Requirements) Regula�ons, 2015 (if applicable), and based on the recommenda�on of the Audit Commi�ee and the Board of Directors, the consent of the Members of the Company be and is hereby accorded for the appointment of M/s. KP Sahasrabudhe & Co., Chartered Accountants (Firm Registra�on No. 117298W), as the Statutory Auditors of the Company to fill the casual vacancy caused by the resigna�on of the exis�ng Statutory Auditors, M/s. Gautam N Associates, Chartered Accountants.
RESOLVED FURTHER THAT M/s. KP Sahasrabudhe & Co., Chartered Accountants, having conveyed their consent to act as Statutory Auditors of the Company and shall hold office as Statutory Auditors of the Company from 12[th] February, 2026 �ll the conclusion of the ensuing Annual General Mee�ng of the Company and shall conduct the statutory audit of the financial statements of the Company for the financial year ending 31[st] March, 2026, including the audit for the period from 11[th] February, 2026 to 31[st] March, 2026.
RESOLVED FURTHER THAT any Director or Company Secretary of the Company be and is hereby authorized to digitally sign and file necessary e-forms with the Registrar of Companies and to do all such acts, deeds, matters and things as may be necessary to give effect to this resolution.”
By order of the Board of Directors Date: 12[th] February 2026 Registered Office: Nath House, Nath Road, Chhatrapati Sambhajinagar (Aurangabad)-431005
CIN: L01110MH1993PLC073268
Sd/Satish Kagliwal Managing Director DIN: 00119601
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NOTES:
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A Member Entitled to Attend and Vote at The Extra-Ordinary General Meeting (“EGM”) Is Entitled to Appoint a Proxy to Attend and Vote Instead of Himself/herself And Such Proxy Need Not Be a Member of The Company.
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The instrument appointing the proxy, duly completed and signed, must be deposited at the Registered Office of the Company not less than 48 hours before the commencement of the Meeting.
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Corporate Members intending to send their authorized representatives to attend the Meeting are requested to send a certified copy of the Board Resolution authorizing such representative to attend and vote on their behalf at the Meeting.
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Members/Proxies/Authorized Representatives attending the Meeting are requested to bring their duly filled and signed attendance slip. Entry to the venue of the Meeting may be regulated.
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The Explanatory Statement pursuant to Section 102 of the Companies Act, 2013, in respect of the special business to be transacted at the Meeting is annexed hereto.
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Record date is 17[th] April 2026 to decide the eligibility to vote at the Extra Ordinary General Meeting
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Relevant documents referred to in the accompanying Notice and Explanatory Statement are open for inspection by the Members at the Registered Office of the Company during normal business hours on all working days up to the date of the Meeting.
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Members are requested to notify immediately any change in their address to the Company/Registrar and Share Transfer Agent.
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Members desirous of obtaining any information concerning the business to be transacted at the Meeting are requested to address their queries to the Company at least 7 days before the date of the Meeting.
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Route map showing directions to reach the venue of the Meeting is annexed to this Notice.
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Attendance of the Members present at the Meeting shall be counted for the purpose of reckoning the quorum under Section 103 of the Companies Act, 2013.
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Members are requested to bring their copy of the Notice to the Meeting.
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Pursuant to the provisions of Section 108 of the Companies Act, 2013 read with Rule 20 of the Companies (Management and Administration) Rules, 2014 (as amended), the Secretarial Standard on General Meetings (SS-2) issued by the ICSI and Regulation 44 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (as amended), the Company is providing facility of remote e-voting to its members in respect of the business to be transacted at the EGM. For this purpose, the Company has entered into an agreement with National Securities Depository Limited (NSDL) for facilitating voting through electronic means, as the authorized agency.
The facility of casting votes by a member using remote e-voting system as well as e-voting at the EGM will be provided by NSDL.
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The Notice of the EGM is available on the website of the Company at www.agri-tech.in and may also be accessed on the websites of the Stock Exchanges, if applicable, and on the website of NSDL at www.evoting.nsdl.com.
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Members holding shares in dematerialized form are requested to update their KYC details with their Depository Participants and Members holding shares in physical form are requested to update their KYC details with the Company/Registrar and Share Transfer Agent.
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To support the ‘Green Initiative’, Members who have not yet registered their email addresses are requested to register the same with their Depository Participants (in case of shares held in electronic form) or with the Registrar and Share Transfer Agent (in case of shares held in physical form).
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Members are requested to intimate changes, if any, pertaining to their name, postal address, email address, telephone/mobile numbers, PAN, nominations, bank details, etc., to their Depository Participants (in case of shares held in electronic form) and to the Company/Registrar and Share Transfer Agent (in case of shares held in physical form).
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The Securities and Exchange Board of India (SEBI) has mandated submission of Permanent Account Number (PAN) by every participant in securities market. Members holding shares in electronic form are therefore requested to submit their PAN to their Depository Participants and Members holding shares in physical form are requested to submit their PAN to the Company/Registrar and Share Transfer Agent.
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In case of joint holders, the Member whose name appears as the first holder in the order of names as per the Register of Members of the Company will be entitled to vote at the EGM.
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The Company has appointed M/s. Neha P. Agrawal, Practicing Company Secretary (Membership No. 7350, as the Scrutinizer to scrutinize the remote e-voting process and voting at the EGM in a fair and transparent manner.
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Instructions for E-Voting and are as follows:
EVOTING INSTRUCTIONS
THE INSTRUCTIONS FOR MEMBERS FOR REMOTE E-VOTING ARE AS UNDER: -
The remote e-voting period begins on Wednesday, 22[nd ] April 2026 at 09:00 A.M. and ends on Friday 24[th ] April 2026 at 05:00 P.M. The remote e-voting module shall be disabled by NSDL for voting thereafter. The Members, whose names appear in the Register of Members / Beneficial Owners as on the record date (cut-off date) i.e., Friday 17[th] April 2026, may cast their vote electronically. The voting right of shareholders shall be in proportion to their share in the paid-up equity share capital of the Company as on the cut-off date, being Friday 17[th] April 2026.
- How do I vote electronically using NSDL e Voting system?
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Type of shareholders Individual Shareholders For holding securities in demat mode with NSDL.
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Login Method
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OTP based login you can click on https://eservices.nsdl.com/SecureWeb/evoting/evotinglogin.jsp. You will have to enter your 8-digit DP ID,8-digit Client Id, PAN No., Verification code and generate OTP. Enter the OTP received on registered email id/mobile number and click on login. 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.
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Existing Ideas user 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 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 & voting during the meeting.
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If you are not registered for ideas’ e-Services, option to register is available at https://eservices.nsdl.com. Select “Register Online for idea’s Portal” or click at https://eservices.nsdl.com/SecureWeb/IdeasDirectReg.jsp
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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 is launched, click on the icon “Login” which is available under ‘Shareholder/Member’ section. A new screen will be opened. 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 or voting during the meeting.
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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 through their Shareholders existing user id and password. Option will be made available to reach e- holding securities Voting page without any further authentication. The users to log in Easi
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in demat mode /Easiest are requested to visit CDSL website www.cdslindia.com and click on
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with CDSL login icon & New System Masai Tab and then user you’re existing my east username & password.
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After successful login the Easi / Easiest user will be able to see the e-Voting option for eligible companies where the e-voting is in progress as per the information provided by the company. On clicking the e-voting 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 voting during the meeting. Additionally, there is also link provided to access the system of all e-Voting Service Providers, so that the user can visit the e-Voting service providers’ website directly.
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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.
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Alternatively, the user can directly access e-Voting page by providing Demat Account Number and PAN No. from an 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 able to directly access the system of all e-Voting Service Providers.
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Individual You can also login using the login credentials of your demat account through your
Shareholders Depository Participant registered with NSDL/CDSL for e-Voting facility. Upon logging
(holding securities in, you will be able to see e-Voting option. Click on e-Voting option, you will be
in demat mode) redirected to NSDL/CDSL Depository site after successful authentication, wherein
login through their you can see e-Voting feature. Click on company name or e-Voting service provider
depository i.e., NSDL and you will be redirected to e-Voting website of NSDL for casting your
participants vote during the remote e-Voting period.
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The way to vote electronically on NSDL e-Voting system consists of “Two Steps” which are mentioned below:
- 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 to access e-Voting facility.
Login method for Individual shareholders holding securities in demat mode is given below:
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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.
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 securities in demat mode with NSDL |
Members facing any technical issue in login can contact NSDL helpdesk by sending a request at [email protected] or call at 022 - 4886 7000 |
|
| NSDL helpdesk by sending a request at | ||
| or call at 022 - 4886 7000 | ||
| Individual Shareholders holding securities in demat mode with CDSL |
Members facing any technical issue in login can contact CDSL helpdesk by sending a request at [email protected] contact at toll free no. 1800-21-09911 |
B) Login Method for e-Voting 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?
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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.
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Once the home page of e-Voting system is launched, click on the icon “Login” which is available under ‘Shareholder/Member’ section.
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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.
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.
- Your User ID details are given below:
| Manner of holding shares i.e., Demat (NSDL or CDSL) or Physical a) For Members who hold shares in demat account with NSDL. b) For Members who hold shares in demat account with CDSL. |
Your User ID is: 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 is IN30012** 16 Digit Beneficiary ID |
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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
5. 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.
6. 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
[email protected] 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.
7. After entering your password, tick on Agree to “Terms and Conditions” by selecting on the check
box.
8. Now, you will have to click on “Login” button.
9. After you click on the “Login” button, home page of e-Voting will open.
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- Step 2: Cast your vote electronically on NSDL e Voting system.
- How to cast your vote electronically on NSDL e Voting system?
- 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 and General Meeting is in active status.
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Select “EVEN” of company for which you wish to cast your vote during the remote e-Voting period Now you are ready for e-Voting as the Voting page opens.
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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 “Confirm” when prompted.
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Upon confirmation, the message “Vote cast successfully” will be displayed.
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You can also take the printout of the votes cast by you by clicking on the print option on the confirmation page.
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Once you confirm your vote on the resolution, you will not be allowed to modify your vote.
General Guidelines for shareholders
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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 [email protected] with a copy marked to [email protected]. 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 "eVoting" tab in their login.
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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.
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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 toll free no.: 1800-222-990 or send a request at [email protected].
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 :
- In case shares are held in physical register details: https://www.bigshareonline.com//InvestorRegistration.aspx
OR
- 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 (investor@agri tech.in)
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
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- scanned copy of Aadhar Card) to (investor@agri tech.in) . If you are an Individual shareholder 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 .
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Alternatively, shareholder/members may send a request to [email protected] for procuring user id and password for e-voting by providing above mentioned documents.
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In terms of SEBI circular dated December 9, 2021, 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 to access e-Voting facility.
THE INSTRUCTIONS FOR MEMBERS FOR e-VOTING ON THE DAY OF THE EGM ARE AS UNDER: -
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The procedure for e-Voting on the day of the EGM is same as the instructions mentioned above for remote e-voting.
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Only those Members/ shareholders, who will be present in the EGM and have not cast their vote on the Resolutions through remote e-Voting and are otherwise not barred from doing so, shall be eligible to vote through e-Voting system in the EGM.
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Members who have voted through Remote e-Voting will be eligible to attend the EGM. However, they will not be eligible to vote at the EGM.
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The details of the person who may be contacted for any grievances connected with the facility for e- Voting on the day of the EGM shall be the same person mentioned for Remote e-voting.
Explanatory Statement
(Pursuant to Section 102 of the Companies Act, 2013)
As required by Section 102 of the Companies Act, 2013 (“Act”), the following explanatory statement sets out all material facts relating to the business mentioned under Item Nos. 1, 2, 3 of the accompanying Notice:
ITEM NO 1-:
None of the Directors or Key Managerial Personnel (KMP) or relatives of directors and KMP is concerned or interested in the Resolution at Item No. 1 of the accompanying Notice.
DETAILS OF DIRECTORS SEEKING APPOINTMENT.
Mr. Anil Kashinath Purkar was appointed as an Additional Director (Independent Category) of the Company by the Board of Directors pursuant to the provisions of Section 161(1) of the Companies Act, 2013 and holds office up to the date of the forthcoming General Meeting.
Based on the recommendation of the Nomination and Remuneration Committee and the approval of the Board of Directors, it is proposed to appoint the Director as an Independent Director of the Company for a first term of five consecutive years, i.e. 30[th] January 2026 to 29[th] January 2031 not liable to retire by rotation,
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in accordance with the provisions of Sections 149, 152 and other applicable provisions of the Companies Act, 2013 and the rules made thereunder, read with the applicable provisions of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.
The Company has received from the Director:
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Consent to act as Director in Form DIR-2;
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Declaration confirming that the Director meets the criteria of independence as prescribed under Section 149(6) of the Companies Act, 2013 and the applicable provisions of SEBI Listing Regulations; and
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Confirmation that the Director is not disqualified from being appointed as Director in terms of Section 164 of the Companies Act, 2013.
In the opinion of the Board, the Director fulfils the conditions specified in the Companies Act, 2013 and the SEBI Listing Regulations for appointment as an Independent Director and is independent of the management.
None of the Directors or Key Managerial Personnel (KMP) of the Company or their relatives are concerned or interested, financially or otherwise, in the Resolution at Item No. 1 of the accompanying Notice.
Details pursuant to Regulation 36(3) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and Secretarial Standard-2 on General Meetings issued by the Institute of Company Secretaries of India (ICSI) are provided in the Annexure to the Notice.
ITEM NO 2
DETAILS OF DIRECTORS SEEKING APPOINTMENT.
Mr. Dilip Haribhau Deshpande was appointed as an Additional Director (Independent Category) of the Company by the Board of Directors pursuant to the provisions of Section 161(1) of the Companies Act, 2013 and holds office up to the date of the forthcoming General Meeting.
Based on the recommendation of the Nomination and Remuneration Committee and the approval of the Board of Directors, it is proposed to appoint the Director as an Independent Director of the Company for a first term of five consecutive years, i.e. 12[th] February 2026 to 11[th] February 2031 not liable to retire by rotation, in accordance with the provisions of Sections 149, 152 and other applicable provisions of the Companies Act, 2013 and the rules made thereunder, read with the applicable provisions of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.
The Company has received from the Director:
-
Consent to act as Director in Form DIR-2;
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Declaration confirming that the Director meets the criteria of independence as prescribed under Section 149(6) of the Companies Act, 2013 and the applicable provisions of SEBI Listing Regulations; and
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Confirmation that the Director is not disqualified from being appointed as Director in terms of Section 164 of the Companies Act, 2013.
In the opinion of the Board, the Director fulfils the conditions specified in the Companies Act, 2013 and the SEBI Listing Regulations for appointment as an Independent Director and is independent of the management.
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None of the Directors or Key Managerial Personnel (KMP) of the Company or their relatives are concerned or interested, financially or otherwise, in the Resolution at Item No. 2 of the accompanying Notice.
Details pursuant to Regulation 36(3) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and Secretarial Standard-2 on General Meetings issued by the Institute of Company Secretaries of India (ICSI) are provided in the Annexure to the Notice.
ITEM NO 3
Appointment of Statutory Auditors due to Resignation (Casual Vacancy)
The existing Statutory Auditors of the Company , M/s. Gautam N Associates, Chartered Accountants, have tendered their resignation from the position of Statutory Auditors of the Company with effect from 12[th] February 2026, resulting in a casual vacancy in the office of Statutory Auditors of the Company. As per the provisions of Section 139(8) of the Companies Act, 2013, any casual vacancy caused by the resignation of the auditor shall be filled by the Company in a general meeting within three months from the date of recommendation of the Board of Directors.
Based on the recommendation of the Audit Committee and the Board of Directors, M/s. KP Sahasrabudhe & Co., Chartered Accountants (Firm Registration No. 117298W), have been proposed to be appointed as the Statutory Auditors of the Company to fill the casual vacancy caused by the resignation of the previous auditors.
The Company has received their written consent and a certificate confirming their eligibility in accordance with the provisions of Sections 139 and 141 of the Companies Act, 2013.
If approved by the members, M/s. KP Sahasrabudhe & Co., Chartered Accountants, shall hold office as Statutory Auditors of the Company from 12[th] February 2026 until the conclusion of the ensuing Annual General Meeting and shall conduct the statutory audit of the Company for the financial year ending 31[st] March 2026.
None of the Directors, Key Managerial Personnel of the Company or their relatives are, in any way, concerned or interested, financially or otherwise, in the resolution set out at Item No. 3 of the accompanying Notice.
By order of the Board of Directors Date: 12[th] February 2026 Registered Office: Nath House, Nath Road, Chhatrapati Sambhajinagar (Aurangabad)-431005
CIN: L01110MH1993PLC073268
Sd/Satish Kagliwal Managing Director DIN: 00119601
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Annexure- I
Details of Director Appointment at this Extra Ordinary General Meeting (In pursuance of Regulation 36(3) of the SEBI Listing Regulations and Secretarial Standards -2 on General Meeting).
| General Meeting). | |
|---|---|
| Name Of Director | Anil Kashinath Purkar |
| DIN- | 11500410 |
| Nationality | Indian |
| Date Of Birth and Age | 06/01/1965(60years) |
| Date Of Appointment on Board | 30thJanuary2026 |
| Designation | Independent Director |
| Qualification And Brief Profile | Mr. Anil Kashinath Purkar holds a Bachelor of Science (B.Sc.) degree in Agriculture from Dr. Panjabrao Deshmukh Krishi Vidyapeeth (PDKV), Akola, a recognised agricultural university. The academic training has provided the individual with foundational knowledge of agricultural sciences, agronomy, crop production, soil science, plant protection, agricultural economics, and allied subjects relevant to the agriculture and Agri-based sectors. |
| Terms Of Appointment | Mr. Anil Kashinath Purkar Is Not Liable to Retire byRotation |
| Directorship In Other Companies Including Listed Companies |
NIL |
| Committee Membership and Chairmanships in The Company And Other Companies. C- Chairman M- Member (*Only Audit and Stakeholder Relationship Committee Are Considered) |
NIL |
| ShareholdingIn the Company | NIL |
| Relationship With Other Directors And KMP Of the Company |
Not Applicable |
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Annexure- II
Details of Director Appointment at this Extra Ordinary General Meeting (In pursuance of Regulation 36(3) of the SEBI Listing Regulations and Secretarial Standards -2 on General Meeting).
| General Meeting). | |
|---|---|
| Name of Director | Mr. Dilip Haribhau Deshpande |
| DIN- | 11524866 |
| Nationality | Indian |
| Date of Birth and Age | 10/05/1960 (65 years) |
| Date of Appointment on Board | 12thFebruary 2026 |
| Designation | Independent Director |
| Qualification And Brief Profile | Mr. Dilip Deshpande is a commerce graduate from Marathwada University with over 28 years of extensive experience in seed processing and operational management. Possesses strong expertise in overseeing end-to-end processing activities, including packaging and storage, while ensuring quality standards and regulatory compliance. Known for improving efficiency, minimizing wastage, and supporting smooth coordination across production and quality teams. Brings valuable industry knowledge, disciplined leadership, and a commitment to operational excellence in the seed sector. |
| Terms of Appointment | Mr. Dilip Deshpandeis not liable to retire by rotation. |
| Directorship In Other Companies Including Listed Companies |
Nil |
| Committee Membership and Chairmanships in The Company and Other Companies. C- Chairman M- Member (*Only Audit and Stakeholder Relationship Committee Are Considered) |
Audit Committee- Chairman Stakeholder Relationship Committee- Chairman |
| Shareholding In the Company | Nil |
| Relationship With Other Directors And KMP Of the Company |
Not Applicable |
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Annexure III
Details of Auditor Seeking Appointment in General Meeting
| Name of the Auditor | M/s. KP Sahasrabudhe & Co., Chartered Accountants |
|---|---|
| Firm Registration Number | 117298W |
| Reason for Appointment | Appointment to fill the casual vacancy caused due to resignation of the previous Statutory Auditors |
| Date of Resignation of Previous Auditor | 12thFebruary 2026 |
| Proposed Date of Appointment | 12th February 2026 |
| Term of Appointment | From 12thFebruary 2026 until the conclusion of the ensuing Annual General Meeting |
| Eligibility | The firm has provided its written consent and certificate confirming eligibility under Sections 139 and 141 of the Companies Act, 2013 |
| Proposed Audit Period | Audit of accounts for the financial year ending 31st March 2026 (including period from 11thFebruary 2026 to 31stMarch 2026 |
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FORM MGT -11
PROXY FORM
[Pursuant to Section 105 of the Companies Act, 2013 and Rule 19 of the Companies (Management and Administration) Rules, 2014]
Name of the Company: Agri-Tech (India) Limited CIN: L01110MH1993PLC073268
Registered Office: Nath House, Nath Road, Chhatrapati Sambhajinagar (Aurangabad) – 431005, Maharashtra
Name of the Member(s): ______ Registered Address: ________ Email ID: ___ Folio No./Client ID: __ DP ID: _________
I/We, being the member(s) of ____ shares of the above-named Company, hereby appoint:
- Name: ____ Address: ___ Email ID: ____ Signature: ______
as my/our proxy to attend and vote (on a poll) for me/us and on my/our behalf at the Extraordinary General Meeting of the Company to be held on _ at _ and at any adjournment thereof in respect of such resolutions as are indicated below:
Resolution(s):
| Sr No | Resolution Description | Vote For | Vote Against |
|---|---|---|---|
| 1 | Regularization of Mr. Anil Kashinath Purkar (DIN: 11500410)as an Independent Director of the Company. |
||
| 2 | Regularization of Mr. Dilip Haribhau Deshpande (DIN: 11524866)as an Independent Director of the Company. |
||
| 3 | Appointment of Statutory Auditors due to Resignation (Casual Vacancy) |
||
| Signed this __ day of __, 2026 Signature of Member(s):________ |
Notes:
-
A Proxy need not be a member of the Company.
-
The instrument appointing the proxy must be deposited at the Registered Office of the Company not less than 48 hours before the commencement of the meeting .
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Attendance Slip
Shareholders attending the Meeting in person or by Proxy are requested to complete the attendance slip and hand it over at the entrance of the meeting hall.
I hereby record my presence at the
Extraordinary General Meeting of the Agri-Tech (India) Limited at Nath House, Nath Road, Chhatrapati Sambhajinagar (Aurangabad) – 431005, Maharashtra, at 11.00 a.m. on Saturday, the 25[th] April, 2026.
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Full name of the Shareholder Signature
Folio No___/DP ID No.___& Client ID No.________
*Applicable for members holding shares in electronic form.
Notes:
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Members/Proxies/Authorized Representatives are requested to bring this Attendance Slip duly filled in and signed for attending the Meeting.
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In case of joint holders, the member whose name appears first in the Register of Members is entitled to vote.
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Corporate members are requested to send a duly certified copy of the Board Resolution authorizing their representative to attend and vote.
ROUTE MAP
ROUTE MAP ROUTE MAP TO THE VENUE OF THE EXTRA-ORDINARY GENERAL MEETING OF AGRI-TECH (INDIA) LIMITED NATH HOUSE, NATH ROAD, CHHATRAPATI SAMBHAJINAGAR, (AURANGABAD) MAHARASHTRA 431001
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DATE - SATURDAY, APRIL 25, 2026 TIME – 11:00 A.M .
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