GEE Ltd. — AGM Information 2025

Sep 26, 2025

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Date: September 26, 2025

To, Listing Department, Dept. of Corporate Services, Bombay Stock Exchange Limited, P.J. Towers, Dalal Street, Fort, Mumbai-400001.

Respected Sir,

SUB: PROCEEDINGS OF 6 ~~4~~ TH ANNUAL GENERAL MEETING OF THE COMPANY HELD ON FRIDAY, SEPTEMBER 26, 2025 AT 11.30 AM (IST) .

GEE LTD (GEE) Scrip Code: 504028.

This is to inform you that the 64[th ] Annual General Meeting of the members of GEE LIMITED was held today i.e. Friday, 26[th] day of September, 2025 at 11.30 A.M. through Video Conferencing (VC)/ Other Audio-Visual Means (OAVM).

In this regard, please find enclosed the proceedings as required under Regulation 30 read with Schedule III of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

This is for your information and record.

Thanking You,

Yours faithfully, FOR: For GEE LIMITED

UMESH Digitally signed by UMESH AGARWAL AGARWAL Date: 2025.09.26 15:44:08 +05'30' UMESH AGARWAL JOINT MANAGING DIRECTOR DIN: 01209962

Enclosed: As above

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Date: September 26, 2025

To, Listing Compliance Monitoring Team BSE Limited Phiroze Jeejeebhoy Towers, Dalal Street, Fort, Mumbai-400001, Maharashtra, India.

Respected Sir,

Sub: Summary of Proceedings of 6 ~~4~~ th Annual General Meeting of the company held on Friday, September 26, 2025 at 11:30 AM (IST).

Reference: Gee Limited (GEE) Scrip Code: 504028.

The 64[th] Annual General Meeting of the Company was held on Friday, September 26, 2025 at 11:30 AM (IST) through Video Conferencing (VC)/ Other Audio-Visual Means (OAVM). The meeting was held in compliance with the applicable provisions of the Companies Act, 2013 read with the circulars issued by Ministry of Corporate Affairs and the Securities and Exchange Board of India without physical presence of the members.

Moderator of the Company commenced the meeting by welcoming all members at Annual General Meeting who were participating in the Meeting through Video Conferencing (VC)/ Other Audio-Visual Means (OAVM) and she also briefed the general instructions regarding the participation in the meeting through video conferencing.

The following Directors/Invitees were present:

1. Mr. Umesh Agarwal, Joint Managing Director

2. Mr. Om Prakash Agarwal, Joint Managing Director

3. Mr. Amit Agarwal, Non- Executive Independent Director

4. Mr. Milind Parekh, Non- Executive Independent Director

5. Mrs.Vineeta Agrawal, Non- Executive Independent Director

6. Mrs.Payal Agarwal, Chief Financial Officer

7. Mr. Sankar Garg, Partner of M/s. SAPD & Co., Statutory Auditor

8. Mr. Deep Shukla, Proprietor of M/s. Deep Shukla & Associates, Secretarial Auditor and Scrutinizer.

9. Mr. Sachin Chhaparia on behalf of M/s. S. Chhaparia & Associates, Cost Accountants

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Members present:

1. Promoter shareholders participated: 4

2. Public shareholder participated: 20

Mr. Amit Agarwal, Non-Executive Independent Director of the Company, was elected as Chairman of the meeting. After ascertaining that the requisite numbers of members were present in the meeting to form prescribed quorum, the Moderator of the Meeting called the meeting to order through Video Conferencing (VC)/Other Audio-Visual Means (OAVM).

The moderator informed that all efforts feasible under the circumstances have indeed been made by the Company to enable members to participate and vote on the item being considered in the meeting.

The moderator also informed that pursuant to the circulars issued by the Ministry of Corporate Affairs, the facility to appoint proxy to attend and cast vote for the members was not available for this Annual General Meeting as the AGM was convened through VC / OAVM.

With the permission of the members present at the meeting, the Notice, Corrigendum, Director’s Report along with all the annexures and Auditor’s Report circulated to the members were taken as read. After that, the moderator informed the Members that the Company had provided e- voting platform through National Securities Depository Limited to the Shareholders to exercise their voting rights in electronic form and e-voting had started from 10.00 AM (IST) on Tuesday, September 23, 2025 which ended at 5.00 PM (IST) on Thursday, September 25, 2025. The members were further informed that as per the Companies Act, 2013 and Rules made there under, the e- voting facility has been provided to all Members who were holding shares (either in physical form or dematerialized form) as on the cut-off date i.e. Friday, September 19, 2025, to vote electronically.

The following items of business, as per the Notice convening the AGM of the Company, were transacted at the meeting:

Ordinary Business:

1. To receive, consider and adopt the audited financial statements for the financial year ended March 31, 2025 together with the reports of the Board of Directors and Auditors thereon and in this regard, to pass, the following resolution as an Ordinary Resolution.

2. To appoint M/s. SAPD & Co., Chartered Accountants (FRN: 327271E) as the Statutory Auditor of the Company for a period of 5 years and in this regard, to pass, the following resolution with or without modification, as an Ordinary Resolution.

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1. To appoint Mr. Om Prakash Agarwal (DIN:01261429), who retires by rotation and being eligible, offers himself for re-appointment as a Director and in this regard, to pass, the following resolution as an Ordinary Resolution.

Special Business:

1. Ratification of Cost Auditor Remuneration and in this regard, to pass, the following resolution as an Ordinary Resolution.

2. Re-appointment of Mr. Milind Bharat Parekh (DIN:00001513) as Non-Executive Independent Director for second term and in this regard, to pass, the following resolution as a Special Resolution.

3. Adoption of new set of Memorandum of Association of the Company as per the Companies Act, 2013 and to pass, the following resolutions as a Special Resolution.

4. Adoption of new set of Articles of Association of Company as per the Companies Act, 2013and to pass, the following resolutions as a Special Resolution.

5. Increase the Authorise Share Capital of the Company and amend the Capital clause of Memorandum of Association and in this regard, to pass, the following resolution as an Ordinary Resolution.

6. Approval for issue of Bonus Shares and in this regard, to pass, the following resolution as an Ordinary Resolution.

7. Approval for Equity Convertible Warrants on a Preferential Basis to entities belonging to Promoters/ Promoter Group and to the Strategic Investors belonging to Non-Promoter Category and to pass, the following resolutions as a Special Resolution.

Thereafter, Mr. Umesh Agarwal, Joint Managing Director, delivered the speech and briefed the Members with respect to the Company’s performance during FY 2024-25, key developments and future roadmap. He also expressed gratitude to the Members, employees and stakeholders for their continued support.

Further, the moderator addressed the members of the Company and informed that members attending the AGM, through Video Conferencing (VC) / Other Audio-Visual Means (OAVM), who had not cast their votes by remote e-voting, can cast their votes through e-voting during the AGM, the e-voting portal of National Securities Depository Limited shall remain open till 15 minutes from the conclusion of the AGM, so that the members can cast their vote.

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The moderator further informed that the consolidated results of e-voting i.e. remote e-voting and e-voting process during the AGM shall be disseminated subsequent to receipt of Consolidated Scrutinizers' Report to the BSE in the format prescribed under Regulation 44(3) of the SEBI (Listing Obligations and Disclosure Requirements), Regulations, 2015 and will also be uploaded on the website of the Company at www.geelimited.com and on the website of National Securities Depository Limited.

The moderator of the Company, further informed that the members were given an opportunity to send their queries and questions, in advance at shares@geelimited.com and accordingly the company received queries/questions from 3 shareholders out of which 1 speaker had attended the meeting and the same was addressed during the meeting.

The Meeting concluded at 11.57 A.M. with a vote of thanks to the members, Directors, Auditors and others for attending AGM.

Thereafter, the voting process was concluded.

The above intimation is given to you in pursuant to Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Thanking You,

Yours faithfully,

For GEE LIMITED

UMESH Digitally signed by UMESH AGARWAL AGARWAL Date: 2025.09.26 15:44:59 +05'30'

Umesh Agarwal Joint Managing Director DIN: 01209962

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