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BARAK VALLEY CEMENTS LIMITED Proxy Solicitation & Information Statement 2026

Jan 6, 2026

60372_rns_2026-01-06_b0795eac-5720-4e21-88f6-6c59287d4935.pdf

Proxy Solicitation & Information Statement

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Ref: 0601/BVCL/2025-26 JANUARY 06, 2026

To To The General Manager The General Manager Department of Corporate Services, Department of Corporate Services, BSE Limited National Stock Exchange of India Limited Phiroze Jee Jee Bhoy Tower Exchange Plaza, Dalal Street, Fort Bandra Kurla Complex, Mumbai-400001 Bandra (East), Mumbai-400051 Fax: 022-22722061/41/39 Fax: 022-26598237/38/47 Phone No. 91-22-22721233/4 Phone No. 022-2659-8235/36 Scrip Code- 532916 Scrip Code- BVCL ISIN - INE139I01011

Sub: Submission of Postal Ballot Notice – Disclosure under Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015

Dear Sir/Madam,

Pursuant to the provisions of Regulation 30 read with Schedule III of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, we enclose herewith the Postal Ballot Notice dated January 05, 2026, along with the explanatory statement. The said notice will be sent tomorrow, i.e., January 07, 2026, through electronic mode to the shareholders, whose e-mail addresses are registered with the Depositories/Registrar and Share Transfer Agent of the Company as on the cut-off date, i.e., Friday, January 02, 2026, for seeking approval of the members by means of remote electronic voting (“remote e-voting”) for below mentioned resolution:

Sr. No. Particular of Resolution Type of Resolution
1 Increase in Authorised Share Capital and consequent
Alteration to the Capital Clause of the Memorandum of
Association of the Company
Ordinary Resolution

The remote e-voting will commence on Thursday, January 08, 2026, at 9:00 A.M. (IST) onwards and will end on Saturday, February 07, 2026, at 5:00 P.M. (IST).

The results of Postal Ballot will be declared on or before Tuesday, February 10, 2026. A copy of Postal Ballot Notice is also being made available of the Website of the Company www.barakcement.com and on the website of NSDL www.evoting.nsdl.com, the remote e-voting service provider.

This is for your information and record.

For BARAK VALLEY CEMENTS LIMITED

PREETI Digitally signed by PREETI BHATIA BHATIA Date: 2026.01.06 16:36:22 +05'30' PREETI BHATIA (Company Secretary & Compliance Officer) Encl.: As above

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BARAK VALLEY CEMENTS LIMITED

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BARAK VALLEY CEMENTS LIMITED

CIN: L01403AS1999PLC005741

Regd. Office: Debendra Nagar, Jhoombasti, P.O. Badarpurghat,Distt. Karimganj, Assam-788803 Corp Office: DSM 450451-452, DLF Towers, 15 Shivaji Marg, Moti Nagar, Delhi 110015

E-mail: [email protected], Website: www.barakcement.com Phone: 03843-269881

NOTICE

NOTICE is hereby given that the resolution(s) set out below are proposed for approval by the members of Barak Valley Cements Limited ) by means of Postal Ballot, only by way of remote e-voting process - ) being provided by the Company to all its members to cast their votes electronically, pursuant to Section 110 read with section 108 of the Companies Act, 2013 ( ), Rule 22 and 20 of the Companies (Management and Administration) Rules, 2014 ( ) and other applicable provisions of the Act and the Rules, General Circular No. 14/2020 dated April 8, 2020, General Circular No. 17/2020 dated April 13, 2020, General Circular No. 22/2020 dated June 15, 2020, General Circular No. 33/2020 dated September 28, 2020, General Circular No. 39/2020 dated December 31, 2020, General Circular No. 10/2021 dated June 23, 2021, General Circular No. 20/2021 dated December 8, 2021, General Circular No. 3/2022 dated May 5, 2022 and General Circular No. 11/2022 dated December 28, 2022, Circular No. 09/2023 dated September 25, 2023 and Circular No. 09/2024 dated September 19, 2024, Circular No. 03/2025 dated September 22, 2025, and any other circulars issued by the Ministry of Corporate Affairs ( ), Regulation 44 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ( - ), Secretarial Standard on General Meetings ( ) issued by the Institute of Company Secretaries of India and any other applicable laws, rules and regulations (including any statutory modification(s) or re-enactment(s) thereof for the time being in force).

The Explanatory Statement pursuant to Section 102 of the Act, pertaining to the said resolutions setting out the material facts and the reasons thereof is annexed to this Postal Ballot Notice for your consideration.

In terms of the requirements specified in the MCA Circulars, the Company is sending this Notice in electronic form only, to those Members whose e-mail addresses are registered with the Company/ Depositories/ Registrar and Share Transfer Agents. Accordingly, physical copy of the Notice along with Postal Ballot Form and prepaid business reply envelope are not being sent to the Members for this Postal Ballot. The shareholders would have option to vote only through remote e-voting and voting through physical ballot will not be available. The communication of the assent or dissent of the Members would only take place through the remote e-voting system.

The details of Remote e-voting period are as under:

E- voting starts on E-voting ends on
Thursday, 08th January, 2026 (09:00 A.M.
IST)
Saturday, 07th February, 2026 (05:00
P.M. IST)

Pursuant to Rule 22(5) of the Rules, The Board of Directors has appointed Mr. Balwan Jain, a Practicing Chartered Accountant (Membership No.: 091276), Proprietor of M/s Balwan Jain & Co., Chartered Accountants, as Scrutinizer for conducting the Postal Ballot, through e-voting process, in a fair and transparent manner and they have communicated their willingness to be appointed and will be available for the said purpose. The

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BARAK VALLEY CEMENTS LIMITED

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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 and the MCA Circulars, the manner of voting on the proposed - resolutions are restricted only to remote e-

submitting postal ballot forms.

The instructions for e-

The communication of Assent or Dissent of the Members would only take place through remote E-voting facility.

Members holding equity shares of the Company on the Cut-off Date mentioned in this Postal Ballot Notice are -

e-voting process.

The e-voting period will commence at 9:00 A.M. (IST) on Thursday, January 08[th] , 2026 and will end at 5:00 P.M. (IST) on Saturday, February 07[th] , 2026.

The Company has engaged the services of National Securities Depository Limited NSDL of providing e-voting facility to its members. Members are requested to cast their votes through the remote E- voting process within the remote E-voting period, failing which it will be strictly considered that no vote has been received from the concerned Member. Members desiring to exercise their vote through the e-voting process are requested to carefully read the instructions indicated in this Notice and record their assent (FOR) or dissent (AGAINST) by following the procedure as stated in the Notes forming part of the Notice for casting of votes by e-voting not later than 5:00 P.M. (IST) on Saturday, February 07[th] 2026. E-voting will be blocked immediately thereafter by NSDL and no e-voting will be allowed beyond the said date and time.

The Scrutinizer will submit his report, after the completion of scrutiny, to the Chairman and Managing Director of the Company or any person authorized by him. The results of e-voting will be announced on or before Tuesday, 10[th] February, 2026, and will be www.barakcement.com and will also be

National Stock Exchange of India L

A copy of the result will also be forwarded to National Securities Depository Limited (NSDL), engaged by the Board of the Directors of the Company for facilitating e-voting, for displaying these Results on its website www.evoting.nsdl.com.

The Resolutions, if passed with the requisite majority through Postal Ballot, shall be deemed to have been passed on the last date specified for e-voting i.e., Saturday, 07th February, 2026.

SPECIAL BUSINESS:

1. Increase in the Authorized Share Capital and consequent alteration to the Capital Clause of the Memorandum of Association of the Company.

To consider and pass the following resolution as an Ordinary Resolution:

pursuant to Sections 13, 61(1)(a) and all other applicable provisions, if any, of the Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, the relevant provisions of the Articles of Association of the Company and provisions of any other applicable laws, or any amendment or modifications or any re-enactment thereof, approval of the Members of the Company be and is hereby accorded for increasing the authorised share capital of the Company from Rs. 25,00,00,000/- (Rupees Twenty-Five Crores only) divided into 2,50,00,000 (Two Crores Fifty Lacs) Equity Shares of Face value of Rs. 10 (Rupees Ten only) each, to Rs. 60,00,00,000 (Rupees Sixty Crores only) divided into 6,00,00,000 (Six Crores)

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BARAK VALLEY CEMENTS LIMITED

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Equity Shares of face value of Rs. 10 (Rupees Ten only) each by creation of additional 3,50,00,000 (Three Crores Fifty Lacs) Equity Shares of face value of Rs. 10 (Rupees Ten only) each and consequently the existing Clause V of the Memorandum of Association of the Company be and is hereby altered and substituted by the following new Clause V

- (Rupees Sixty Crore only) comprising of Rs. 6,00,00,000/- (Rupees ten) each. The Company shall have power to increase or reduce, to divide or sub-divide the share capital original, Increased or reduced may be divided into such classes and may be issued with any preferential, deffered, qualified or special rights, privileges and conditions or with such qualifications as regards preference to dividend, return of capital or voting or other special rights and be held on such terms as may be Articles of Association for the time being but so that where shares are issued with any preferential or special rights attached thereto such rights shall not be alterable otherwise than pursuant to the provision of the .

RESOLVED FURTHER THAT the Board of Directors and Company Secretary of the Company be and are hereby severally authorised to take all such steps and actions for the purpose of making all such filings and registrations as may be required in relation to the aforesaid amendment to the Memorandum of Association and to do all such acts, deeds, matters and things as may be deemed necessary to give effect to this resolution.

By Order of the Board of Directors For Barak Valley Cements Limited

PREETI Digitally signed by PREETI BHATIA BHATIA Date: 2026.01.06 16:37:01 +05'30'

Preeti Bhatia Company Secretary Corp Add: Unit No. DSM 450-451-452, DLF Towers, 15 Shivaji Marg, New Delhi-110015

Place: New Delhi Date: 05.01.2026

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BARAK VALLEY CEMENTS LIMITED

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NOTES:

  1. A statement, pursuant to the provisions of Section 102(1) and other applicable provisions of the Act read with the relevant Rules made thereunder, and Secretarial Standard-2 on General Meetings issued by the Institute of Company Secretaries of India setting out all material facts and reasons relating to the resolutions mentioned in this Postal Ballot Notice is annexed herewith.

  2. As per the provisions of Sections 108 and 110 of the Act read with Rule 20 and 22 of the Companies (Management and Administration) Rules, 2014, as amended from time to time, applicable MCA Circulars and Regulation 44 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, and in terms of SEBI circular no. SEBI/ HO/CFD/CMD/CIR/P/2020/242 dated December 9, 2020, members are provided the facility to cast their vote on

the Register of Members/ List of Beneficial Owners maintained by Depositories as on Friday, January 02, 2026 , - -mail address are registered with the Depositories or RTA. The physical copies of this Notice along with postal ballot form(s) and pre-paid business reply envelope(s) are not being sent to the Shareholders. Accordingly, the communication of the assent or dissent of the Members would take place through e-voting system only.

  1. Only those members whose names are recorded in the Register of Members or in the Register of Beneficial Owners maintained by the depositories as on the Cut-off Date (including those members who may not have received this Notice due to non-registration of their email ID with the Company or DPs) shall be entitled to vote by way of remote e-voting in accordance with the process laid down in this Notice. A person who is not a member/beneficial owner as on the Cut-off Date, should treat this notice for information purpose only.

  2. The Company has engaged National Securities Depository Limited (NSDL) as the E-voting Service Provider

-voting facility to the members for this Postal Ballot

  1. Members who have not registered their E-mail IDs should follow the instructions given below. Further, the Shareholders whose names appear in the Register of Members/ List of Beneficial Owners as on the said Cut-off date are entitled to vote on the Resolutions set forth in the Notice.

  2. The voting rights of the Members shall be in proportion to their share of the paid-up equity share capital of the Company as on the Cut-off date Friday, January 02, 2026. In case of joint holders, only such joint holder who is first in the order of names will be entitled to do e-voting on the resolution included in the Postal Ballot Notice.

  3. Shareholders may please note that the Postal Ballot Notice will also be available on the at www.barakcement.com, websites of the Stock Exchanges i.e. BSE Limited (BSE) and National Stock Exchange of India Limited (NSE) at www.bseindia.com. and www.nseindia.com. respectively and on the website of NSDL at www.evoting.nsdl.com.

  4. Once the vote on a resolution is cast by a Member, the Member shall not be allowed to change it subsequently or cast the vote again.

  5. The Scrutinizer shall, after the conclusion of the remote e-voting on Saturday, 07[th] February, 2026, at 5:00 P.M. (IST), unblock the votes cast through remote e-voting in the presence of at least two witnesses not in the employment the total votes cast in favour or against, if any, and shall be submitted to the Chairman or any person authorised by the Chairman, who shall countersign the same and declare the result of Postal Ballot forthwith.

  6. Shareholders are not entitled to exercise their vote by proxy on Postal Ballot.

  7. Any query in relation to the resolution proposed to be passed by Postal Ballot may be addressed to the Company Secretary, Barak Valley Cements Limited, at Unit No. DSM 450-451-452, DLF Towers, 15 Shivaji Marg, New Delhi110015 or at email: [email protected] or any query pertaining to electronic voting may be addressed to

Voting through electronic means:

i. In compliance with the provisions of Sections 108 and 110 of the Act and Rules 20 and 22 of the Companies Regulation 44 of the SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015, as amended, the Company is pleased to provide voting e-voting he Company has engaged the services of NSDL to provide e-voting facility to its Members.

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BARAK VALLEY CEMENTS LIMITED

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ii. The business set out in the Notice may be transacted through electronic voting system. Member(s) desirous of exercising vote through electronic means are requested to carefully follow the instructions given in this Postal Ballot Notice. The voting through electronic means will commence on Thursday, 08[th] January, 2026 at 9:00 A.M. IST and will end on Saturday 07[th] February, 2026 at 5:00 P.M. IST . The members will not be able to cast their vote electronically beyond the date and time mentioned above.

The way to vote electronically on NSDL e- below:

- Step 1: Access to NSDL e Voting system

- A) Login method for e Voting for Individual 2q1qqwshareholders 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 Login Method shareholders Individual . For OTP based login you can click Shareholders on https://eservices.nsdl.com/SecureWeb/evoting/evotinglogin.jsp. holding You will have to enter your 8-digit DP ID,8-digit Client Id, PAN No., securities in Verification code and generate OTP. Enter the OTP received on demat mode registered email id/mobile number and click on login. After successful with NSDL. 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.

  1. 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- icon under which is available under 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 - 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 re-directed to e-Voting website of NSDL for casting your vote during the remote e-Voting period.

. If you are not registered for IDeAS e-Services, option to register is available at https://eservices.nsdl.com. Select or click at https://eservices.nsdl.com/SecureWeb/IdeasDirectReg.jsp

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BARAK VALLEY CEMENTS LIMITED

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  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. Once the home page of e-Voting system is n. 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.

  2. Shareholders/Members can also downlo NSDL Speede seamless voting experience.

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Individual Shareholders holding securities in demat mode with CDSL

. Users who have opted for CDSL Easi / Easiest facility, can login through their existing user id and password. Option will be made available to reach e-Voting page without any further authentication. The users to login Easi / Easiest are requested to 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

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BARAK VALLEY CEMENTS LIMITED

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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.

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

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BARAK VALLEY CEMENTS LIMITED

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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-

. 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.

  1. Your User ID details are given below:

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----- Start of picture text -----

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

. 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
your password.
c)
(i) If your email ID is registered in your demat account or with the company, your
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
----- End of picture text -----**

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BARAK VALLEY CEMENTS LIMITED

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account, last 8 digits of client ID for CDSL account or folio number for shares held in

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

  1. If you are unable to retrieve or have not received the your password: a) Forgot User Details/Password ? account with NSDL or CDSL) option available on www.evoting.nsdl.com. b) Physical User Reset Password ? 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. . check box. . Now, you will have to . -Voting will open.

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

  1. which you are holding shares and whose voting cycle.

  2. -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 prompted.

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

  6. 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 "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 Forgot User Details/Password? Physical User Reset Password?

www.evoting.nsdl.com to reset the password.

  1. 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 at 022 - 4886 7000 or send a request to Ms. Pallavi Mhatre, Assistant Vice-President, National Securities Depository Ltd., 3rd Floor, Naman Chamber, Plot C-32, G-Block, Bandra Kurla Complex, Bandra East, Mumbai, Maharashtra - 400051 at the designated email address: [email protected] or at telephone no. 022- 48867000.

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 [email protected].

  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 [email protected]. 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 .

  1. Alternatively, shareholder/members may send a request to [email protected] for procuring user id and password for e-voting by providing above mentioned documents.

  2. 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.

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EXPLANATORY STATEMENT PURSUANT TO SECTION 102 OF THE COMPANIES ACT, 2013 ATTACHED ALONG WITH NOTICE.

ITEM NO. 1

At present, the Authorized Share Capital of the Company stands at 25,00,00,000 (Rupees Twenty Five Crores) divided into 2,50,00,000 (Two Crore Fifty Lakhs) Equity Shares of Rs. 10 (Ten) each. In order to facilitate the future requirements and expansion of the Company, it would be necessary to increase the Authorized Share Capital. It is proposed to increase the Authorized Share Capital from 25,00,00,000 (Rupees Twenty Five Crores) to 60,00,00,000 (Rupees Sixty Crores) by creation of 3,50,00,000 (Three Crore Fifty Lakhs ) Equity Shares having face value of 10 each. For the above purpose, it would be necessary to substitute the existing Clause V of the Memorandum of Association of the Company with a new Clause V.

In accordance with the provisions of Sections 13, 61,64 and all other applicable provisions, if any, of the Companies Act, 2013 (the Act) and the Rules framed there under, it would be necessary to obtain the approval of the members for the increase in Authorized Share Capital of the Company. It is being sought as proposed in the Resolution.

The set of Memorandum of Association is available for inspection at the Registered Office of the Company during business hours between 11.00 A.M. to 2.00 P.M. on all working days of the Company (Except Saturday, Sundays, and Public holidays).

The Board of Directors recommend the Ordinary Resolution set out in the Notice for approval of the Members. None of the Directors, KMPs and their relatives are in any way, concerned or interested in this Item/ Business.

By Order of the Board of Directors For Barak Valley Cements Limited

PREETI Digitally signed by PREETI BHATIA BHATIA Date: 2026.01.06 16:37:35 +05'30'

Preeti Bhatia Company Secretary Corp Add: Unit No. DSM 450-451-452, DLF Towers, 15 Shivaji Marg, New Delhi-110015

Place: New Delhi Date: 05.01.2026