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Madhav Copper Limited Proxy Solicitation & Information Statement 2026

Mar 20, 2026

62308_rns_2026-03-20_dbdea145-0b57-48f5-9d51-1dead217d4fc.pdf

Proxy Solicitation & Information Statement

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To, Date: March 20, 2026

Manager- Listing Department, National Stock Exchange India Limited, Exchange Plaza; Plot no C/1, G Block, Bandra- Kurla Complex- Bandra (E) Mumbai-400051 Company Symbol: MCL

Dear Sir/madam,

Sub: Postal Ballot Notice- Rregulation 30 of SEBI (Listing Obligation and Disclosure Requirements) Regulations, 2015

Pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, we hereby enclose a copy of the Postal Ballot Notice ("Notice") dated 19th March, 2026, along with the Explanatory Statement pursuant to the applicable provisions of the Companies Act, 2013, read with the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, seeking approval of the Members of the Company on the Resolution forming part of the Notice by way Postal Ballot through remote e-voting only.

In accordance with the circulars of Ministry of Corporate Affairs, the aforesaid Notice is being sent only by email to all the members who have registered their email addresses with the Company / Registrar and Share Transfer Agent ("RTA") or their respective Depository Participant(s) and whose names are recorded in the Register of Members / Beneficial Owners as on the Cut-Off Date i.e. 13th March, 2026.

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 remote e-voting period commences on Saturday, March 21, 2026, at 9:00 a.m. (IST) and ends on Sunday, April 19, 2026, at 5:00 p.m. (IST). The remote e-voting module shall be disabled by NSDL thereafter. The result of Postal Ballot will be announced within two working days of the conclusion of remote e-voting.

The said Postal Ballot Notice will also be made available on the website of the Company www.madhavcopper.com and on the website of NSDL at www.evoting.nsdl.com .

Kindly take the same on record.

Thanking you, For, Madhav Copper Limited

Sneha Parth Langaliya Digitally signed by Sneha Parth Langaliya Date: 2026.03.20 12:22:32 +05'30'

CS Sneha Langaliya Company Secretary & Compliance officer

Encl: POSTAL BALLOT NOTICE NO.: 02/2025-26

POSTAL BALLOT NOTICE NO.: 02/2025-26

[Pursuant to Section 108 and 110 of the Companies Act, 2013 read with Rule 20 and 22 of the Companies (Management and Administration) Rules, 2014]

REMOTE E-VOTING STARTS ON REMOTE E-
VOTING ENDS ON
Saturday, March 21, 2026, at 9:00 a.m. Sunday, April 19,
(IST) 2026, at 5:00 p.m. (IST)

Dear Member(s),

Notice is hereby given pursuant to Section 110 and other applicable provisions, if any, of the Companies Act, 2013 (the 'Act'), read with Rule 20 and 22 of the Companies (Management and Administration) Rules, 2014 (the 'Rules') (including any statutory amendment(s) or modification(s) or re-enactment(s) thereof for the time being in force) read with General Circular Nos. 14/2020 dated 08th April 2020, 17/2020 dated 13th April 2020 and subsequent circulars issued in this regard, the latest being General Circular No. 03/2025 dated 22nd September 2025 issued by the Ministry of Corporate Affairs, Government of India (the 'MCA Circulars'), Secretarial Standards 2 issued by the Institute of Company Secretaries of India on General Meetings and pursuant to other applicable laws and regulations, the proposed resolution along with explanatory statement setting out the material facts is appended below for seeking consent of the Members of Madhav Copper Limited (the 'Company') through postal ballot by remote e-voting process.

In compliance with Regulation 44 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended ('Listing Regulations'), provisions of Section 108 and 110 of the Act read with the Rules and MCA Circulars, Members shall be permitted to exercise their voting rights only through e-voting. Hence, physical copy of this postal ballot notice along with postal ballot forms and pre-paid business envelope are not being sent to the Members.

Approval of the Members is hereby sought for the proposal contained in the resolutions appended below. Pursuant to Section 102 and Section 110 and other applicable provisions of the Act, the statement pertaining to the said Resolutions setting out the material facts and the reasons/ rationale thereof are annexed to this Postal Ballot Notice ('Notice') for your consideration.

The Company has engaged the services of National Securities Depository Limited ('NSDL') to provide remote e-voting facility to the Members. The remote e-voting period commences on Saturday, March 21, 2026, at 9:00 a.m. (IST) and ends on Sunday, April 19, 2026, at 5:00 p.m. (IST). The e-voting module shall be disabled by NSDL thereafter. Voting rights of the Members shall be in proportion to the equity shares held by them in the paid-up equity share capital of the Company as on the Cut-off date. Please note that communication of assent or dissent of the Members would only take place through the remote e-voting system. The instructions for remote e-voting is provided in the 'Notes' section to the Notice. The Notice is also available on the website of the Company www.madhavcopper.com and on the website of NSDL at www.evoting.nsdl.com. The Notice can also be accessed from the website of the Stock Exchange i.e National Stock Exchange of India Limited ('NSE') at www.nseindia.com respectively.

Members desiring to exercise their vote through the remote 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 remote e-voting starting at Saturday, March 21, 2026, at 9:00 a.m. (IST) and not later than Sunday, April 19, 2026, at 5:00 p.m. (IST). The remote evoting facility will be disabled by NSDL immediately thereafter.

The last date of e-voting, i.e., Sunday, April 19, 2026 shall be the date on which the resolutions would be deemed to have been passed, if approved by the requisite majority.

The Board of Directors of the Company has appointed CS Ranjit Kumar Singh (COP No. 23646) of M/s. Ranjit & Associates, Practicing Company Secretaries, as the Scrutinizer for conducting the Postal Ballot/ e-voting process. The Company has received consent from M/s. Ranjit & Associates conveying their acceptance to act as Scrutinizer for the said Postal Ballot.

SPECIAL BUSINESS:

Item 1: To approve change of name of the Company and consequent alteration in the Memorandum of Association and Articles 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 Section(s) 4, 5, 13, 14, 15 and all other applicable provisions, if any, of the Companies Act, 2013 ("Act"), read with Rule 29 of the Companies (Incorporation) Rules, 2014 (including any statutory modification(s) or reenactment(s) thereof for the time being in force) and any other applicable law(s), regulation(s), rule(s) or guideline(s), the enabling provisions of the Memorandum of Association and the Articles of Association of the Company and Regulation 45 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("Listing Regulations"), and subject to the approval of Central Government (power delegated to Registrar of Companies ("ROC") ), Ministry of Corporate Affairs, Stock Exchanges where the shares of the Company are listed, other regulatory authorities, and other necessary approvals, consents, permissions and sanctions required, if any, in this regard as may be applicable, consent of the shareholders of the Company be and is hereby accorded to change the name of the Company from "MADHAV COPPER LIMITED" to "M TEK COPPER LIMITED" as per the name approved by the Registrar of Companies, Central Registration Centre, Ministry of Corporate Affairs and the consequent alteration in the Memorandum of Association and Articles of Association of the Company.

RESOLVED FURTHER THAT pursuant to the provisions of Section 13(2) and other applicable provisions of the Act, if any read with rules made there under including any statutory modification(s) or reenactment(s) thereof for the time being in force, the existing Name Clause of the Memorandum of Association of the Company shall be altered and substituted with the following clause, upon receipt of the fresh Certificate of Incorporation from the Registrar of Companies, consequent to change of name of the Company.

I. The name of the Company is "M TEK COPPER LIMITED"

RESOLVED FURTHER THAT upon receipt of the fresh certificate of incorporation from the ROC, consequent upon change of name, the old name "Madhav Copper Limited" wherever appearing in the Memorandum of Association and Articles of Association of the Company, and other documents, records and places be substituted with the new name "M TEK COPPER LIMITED" as per the applicable provisions of the Act.

RESOLVED FURTHER THAT the Chairman & Whole Time Director, Managing Director of the Company be and are hereby severally authorized to file all the necessary forms and / or returns and make application(s) to the ROC and / or to Central Government, stock exchanges and / or any other statutory authorities, to act, represent and/or appear before any statutory authorities for and on behalf of the Company, to delegate all or any of the aforesaid powers in favor of any person(s) / official(s) etc., to settle and finalise any question, issue, doubt or difficulty which may arise in this regard and to do all such acts, deeds, matters and things as may be considered necessary, expedient, usual or proper to give effect to this resolution."

Place: Bhavnagar By Order of the Board of Directors Date: 19/03/2026 Madhav Copper Limited Sd/- Mr. Nilesh Natubhai Patel Chairman & Whole-time Director DIN: 05319890

NOTES:

1) The explanatory statement pursuant to Section 102 read with Section 110 of the Act, any other applicable provisions of the Act, the rules made there under, Listing Regulations and Secretarial Standards on General Meetings (SS-2) stating all material facts and the reasons thereof for the proposed resolution, forming part of this Notice, is annexed herewith.

2) In accordance with the MCA Circulars, this Postal Ballot Notice is being sent only by electronic mode to those members whose names appear on the Register of Members / List of Beneficial Owners as on Friday, March 13, 2025 ("cut-off date") received from the Depositories and whose e-mail address is registered with the Company / Depositories. Physical copies of the Postal Ballot Notice, postal ballot forms and pre-paid business reply envelopes are not being sent to members for this Postal Ballot.

3) Pursuant to Sections 108, 110 and other applicable provisions of the Act and the Rules made there under, the MCA Circulars and Regulation 44 of SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015 and any amendments thereto, the Company is providing the facility to the members to exercise their right to vote on the proposed resolutions electronically. The Company has engaged the services of National Securities Depository Limited (NSDL), the agency to provide e-voting facility. Members are requested to read carefully the instructions for e-voting that are provided as part of this Postal Ballot Notice before casting their vote.

4) The remote e-voting shall commence on Saturday, March 21, 2026, at 9:00 a.m. (IST) and shall ends on Sunday, April 19, 2026, at 5:00 p.m. (IST). During this period, Members of the Company holding shares in physical or electronic form as on the Cut-Off Date may

cast their vote electronically. The remote e-voting module shall be disabled by NSDL for evoting thereafter.

5) The Board of Directors of the Company at its meeting held on March 19, 2026 has appointed CS Ranjit Kumar Singh (COP No. 23646) of M/s. Ranjit & Associates, Practicing Company Secretaries as the Scrutinizer for conducting the Postal Ballot voting process through remote e-voting in a fair and transparent manner. The Company has received consent from M/s. Ranjit & Associates conveying their acceptance to act as Scrutinizer for the said Postal Ballot. The scrutinizer's decision on validity of the Postal Ballot shall be final. The Scrutinizer will submit the report to the Chairperson of the Company, or any person authorized by him upon completion of the scrutiny of the votes cast through remote e-voting. The results of the Postal Ballot will also be communicated to the Stock Exchange. The results along with the Scrutinizer's Report will also be displayed on the Company's website, www.madhavcopper.com as well as on the website of NSDL at www.evoting.nsdl.com.

6) The Resolutions, if passed by the requisite majority through Postal Ballot by remote evoting, will be deemed to have been passed on the last date specified for e-voting i.e., Sunday, April 19, 2026, at 5:00 p.m. (IST)

7) Members may download the Notice from the website of the Company at www.madhavcopper.com or from the website of NSDL at www.evoting.nsdl.com a copy of the Notice is also available on the website of NSE at www.nseindia.com.

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

9) Members desirous of inspecting the documents referred to in the Notice or Statement may send their requests to [email protected] from their registered e-mail addresses mentioning their names, folio numbers, DP ID and Client ID.

10) Process for Registration of e-mail addresses:

A) One-time registration of e-mail address with RTA for receiving the Notice and casting votes electronically:

As part of Company's green initiative and to facilitate Members to receive this Notice electronically, the Company has made special arrangements with its RTA, Bigshare Services Private Limited for registration of e-mail addresses. Eligible Members, who have not registered their e-mail addresses with the RTA, are required to provide the same to the RTA.

B) Process to be followed for one-time registration of e-mail address (for shares held in physical form or in electronic form) is as follows:

  • a) Visit the link:https://www.bigshareonline.com/
  • b) Select the name of the Company from drop-down: Madhav Copper Limited.
  • c) Enter details in respective fields such as DP ID and Client ID (if shares held in electronic form) /Folio no. and Certificate no. (if shares held in physical form), Shareholder name, PAN, mobile number and e-mail id

  • d) System will send One Time Password ('OTP') on mobile no. and e-mail id
  • e) Enter OTP received on mobile no. and e-mail id and submit.

After successful submission of the e-mail address, NSDL will e-mail a copy of this Notice along with the e-Voting user ID and password. 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) below i.e. Login method for e-voting for individual shareholders holding securities in demat mode. In case of any queries, Members may write to [email protected] or [email protected]

C)Registration of e-mail address permanently with Company / DP:

Members are requested to register the e-mail address with their concerned DPs, in respect of electronic holding and with the Company / RTA in respect of physical holding, please visit https://www.madhavcopper.com/notice.php to know more about the registration process. Further, those Members who have already registered their e-mail addresses are requested to ensure that their e-mail ID is valid or in case of change, update the same with their DPs/RTA to enable service of notices/documents/Integrated Reports and other communications electronically to their e-mail address in future.

11) 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:

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:

Type of shareholders Login Method
Individual Shareholders
holding securities in demat
mode with NSDL.
A.NSDL IDeAS facility
If you are already registered, follow the below steps:
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.

  1. 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.

  2. 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.

  3. Click on options available against Company name or evoting service provider – NSDL and you will be re-directed to NSDL e-voting website for casting your vote during the remote evoting period.

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

B. e-Voting website of NSDL

  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 (i.e. your sixteen digit demat account number hold with NSDL), Password/OTP and a Verification Code as shown on the screen.

  4. 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

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

15.01 001:2015
14001:2015
LIGHT SECT
050

NSDL Mobile App is available on
Google Play
$\bigwedge$ App Store
Individual Shareholders
holding securities in demat
mode with CDSL
Users who have opted for CDSL Easi / Easiest facility,
1.
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.
After successful login the Easi / Easiest user will be able
2.
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 or joining virtual
meeting & voting during the meeting. 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.
If the user is not registered for Easi/Easiest, option to
3.
register is available at CDSL website www.cdslindia.comand
click on login & New System Myeasi Tab and then click on
registration option.
Alternatively, the user can directly access e-Voting page
4.
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 also able to directly
access the system of all e-Voting Service Providers.

● Company CIN No: L27201GJ2012PLC072719
● E-mail: [email protected] ● www.madhavcopper.com

Individual Shareholders 1.
You can also login using the login credentials of your
(holding securities in demat account through your Depository Participant registered
demat mode) login through with NSDL/CDSL for e-Voting facility.
their depository
participants 2.
Upon
logging in, you will be able to see e-Voting option.
Click on e-Voting option, you will be redirected to NSDL/CDSL
Depository site after successful authentication, wherein you can
see e-Voting feature.
3.
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

Important note: Members who are unable to retrieve User ID/ Password are advised to use Forget User ID and Forget Password option available at above mentioned 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
Members facing any technical issue in login can contact NSDL
helpdesk by sending a request at [email protected]
or call at 022 -
demat mode with NSDL 4886 7000 and 022 -
2499 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 22 55 33

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.

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:
Manner
of
holding
shares
i.e.
Your User ID is:
Demat
(NSDL or CDSL) or Physical
For Members who hold shares in 8 Character DP ID followed by 8 Digit Client
demat account with NSDL ID
For example: if your
DP ID is IN300*** and
Client ID is 12** then your user ID is
IN30012***.
For Members who hold shares in 16 Digit Beneficiary ID
demat account with CDSL For
example:
if
your
Beneficiary
ID
is
12** then your user ID is
12**
For Members holding shares in EVEN Number followed by Folio Number
Physical Form registered with the Company. For example, if
folio number is S1** and EVEN is
127660 then user ID is 127660S1**
  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 e-mail address is registered in your demat account or with the company, your 'initial password' is communicated to you on your e-mail address. Trace the email sent to you from NSDL from your mailbox. Open the e-mail 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 e-mail address is not registered, please follow the detailed procedure with respect to registration of e-mail addresses as mentioned in note no. 16 of this Notice.

  1. 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) Click on 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.

  1. After entering your password, tick on Agree to 'Terms and Conditions' by selecting on the check box.

  2. Now, you will have to click on 'Login' button.

  3. 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 having voting cycle.

  2. Select 'EVEN' of the Company, which is 127660 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 upload their Board Resolution / Power of Attorney / Authority Letter by clicking on 'Upload Board Resolution/Authority Letter' displayed under 'e-Voting' tab on the screen or 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]

  1. 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.

  2. 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.: 022 - 4886 7000 and022 - 2499 7000 or send a request to Mr. Amit Vishal, Asst. Vice President-NSDL or Mr. Sanjeev Yadav, Assistant Manager–NSDL at [email protected] or contact at NSDL, 4th Floor, 'A' Wing, Trade World, Kamala Mills Compound, Senapati Bapat Marg, Lower Parel, Mumbai 400 013.

Place: Bhavnagar By Order of the Board of Directors Date: 19/03/2026 Madhav Copper Limited Sd/- Mr. Nilesh Natubhai Patel Chairman & Whole-time Director DIN: 05319890

STATEMENT PURSUANT TO SECTION 102(1) OF THE COMPANIES ACT, 2013 READ WITH RULE 22 OF THECOMPANIES (MANAGEMENT AND ADMINISTRATION) RULES, 2014 AND ADDITIONAL INFORMATION AS REQUIRED UNDER THE SECURITIES AND EXCHANGE BOARD OF INDIA (LISTING OBLIGATIONS AND DISCLOSURE REQUIREMENTS) REGULATIONS, 2015 AND CIRCULARS ISSUED THEREUNDER.

The following Statement sets out all material facts relating to the Special Business proposed in this Postal Ballot Notice.

Item No 1:

Originally Company is incorporated in the year 2012 under the name as "Madhav Copper Private Limited" and later converted as public limited company with the name "Madhav Copper Limited" in the year 2017. It has witnessed sustained growth over the past decade. As the company now enters a new phase of growth, the need for rebranding, the need for a distinct and future-ready brand identity had become the vision of its founders, who aspired to build a diversified in Copper manufacturing company serving next-generation industries, the Board of Directors have proposed to change the name of the Company from "Madhav Copper Limited" to "M Tek Copper Limited". The word "TEK" represents technologydriven manufacturing and technical excellence in copper products and is in line with its branding and strategic positioning in the copper manufacturing sector. This change marks a renewed commitment to the company's long-term growth aspirations and reinforces its global positioning as an innovation-driven, future-focused enterprise. The proposed change is intended to better reflect the Company's business activities, presence, and positioning in the market.

Accordingly, in view of the above, the Company made an application for name reservation for change of name of the Company from "Madhav Copper Limited" to "M Tek Copper Limited" and has received a name availability letter from the Registrar of Companies, Central Registration Centre, Ministry of Corporate Affairs on March 16, 2026 informing no objection with respect to the proposed change in the name of the Company.

Accordingly, the Board on March 19, 2026, approved the change in name of the Company from "Madhav Copper Limited" to "M Tek Copper Limited" and the consequent amendments to the Memorandum of Association and the Articles of Association of the Company subject to the approval of the shareholders of the Company by way of special resolution and approvals of requisite statutory, regulatory or governmental authorities, as may be required under applicable laws.

Consequent to the proposed change in name, Clause I of the Memorandum of Association is also required to be suitably amended.

Your directors recommend the proposed change in the name of the Company by way of a Special Resolution for the approval of the Shareholders through Postal ballot by remote evoting process. A Certificate from Practicing Chartered Accountant, confirming compliance with the conditions prescribed under Regulation 45 of SEBI (LODR) Regulations, 2015, for effecting the name change, is attached as Annexure-A to the Explanatory Statement forming part of the Notice.

The members may further note that there is no proposal to change the objects of the Company. The proposed change in the name of the Company would not result in change of the legal status, constitution, business, turnover, operations or other activities of the Company, nor would it affect any rights or obligations of the Company or the members and stakeholders.

None of the Directors and Key Managerial Personnel of the Company or their relatives are concerned or interested financially or otherwise, in the resolution set out at Item No. 1 of this Notice.

Your Board of Directors recommends and seeks your approval by way of special resolution in relation to the change of the name of the Company, as set out in Item No. 1 of this Notice.

Place: Bhavnagar By Order of the Board of Directors Date: 19/03/2026 Madhav Copper Limited Sd/- Mr. Nilesh Natubhai Patel Chairman & Whole-time Director DIN: 05319890

Chartered Accountants

P G HEMANI & CO.

ANNEXURE-A

To. The Board of Directors Madhav Copper Limited Tenament No. 4-5, Plot No. 2229, C.S. No. 2961, Amardip Society, Waghawadi Road, Bhavnagar - 364001, Gujarat, India

Subject: Practicing Chartered Accountant's Certificate pursuant to Regulation 45 of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirement) Regulation, 2015 ("Listing Regulations")

    1. This certificate is issued in accordance with the terms of our engagement.
    1. We, P G Hemani & Co., Chartered Accountants, having Firm Registration No. (103628W), have been requested by Madhav Copper Limited ("the Company"), to issue this certificate in connection with the proposed change of name of the Company from "Madhav Copper Limited" to "M Tek Copper Limited" in terms of Regulation 45 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("Listing Regulations").

MANAGEMENT RESPONSIBILITY

    1. The management of the Company is responsible for the preparation and maintenance of all accounting and other records and documents supporting the particulars as mentioned in this certificate. This responsibility includes the design, implementation and maintenance of internal control relevant to the preparation and presentation of the financial statement and applying an appropriate basis of preparation; and making estimates that are reasonable in the circumstances.
    1. The management is also responsible for ensuring that the Company complies with the requirements of the Regulation.

PRACTITIONER'S RESPONSIBILITY

    1. Our responsibility is to provide reasonable assurance, based on the procedures performed and evidence obtained, as to whether anything has come to our attention that causes to believe that the particulars as mentioned in this certificate is not in accordance with the underlying supporting documents maintained by the Company.
    1. We conducted our examination in accordance with the Guidance Note on Reports or Certificates for Special Purposes issued by the Institute of Chartered Accountants of India. The Guidance Note requires that we comply with the ethical requirements of the Code of Ethics issued by the Institute of Chartered Accountants of India. AAR

  1. We have complied with the relevant applicable requirements of the Standard on Quality Control (SQC) 1, Quality Control for Firms that Perform Audits and Reviews of Historical Financial Information, and Other Assurance and Related Services Engagements.

A. OPINION

  1. Based on the procedures performed as outlined above and the representation provided to us, and based on information and explanations provided to us by the management, we confirm that:
Regulation Particulars Our Opinion
45(1)(a) Time period of at least one year
has elapsed from the last name
change.
The Company has not changed its
name during the last one year.
45(1)(b) At least fifty percent, of the
total revenue in the preceding
period
has been
one-year
accounted for by the new
activity suggested by the new
name.
The Company has not changed its
main activity in the preceding one-
year period and also no change in
name was made in last one year.
45(1)(c) The amount invested in the new
activity/project is at least fifty
percent. of the assets of the
listed entity
The Company has not changed its
main activity nor invested in new
activity/project.

B. RESTRICTIONS ON USE

  1. The certificate is addressed to and provided to the management of the Company and they can include it in explanatory statement of the Notice of the General Meeting and any intimation to the Stock Exchange and should not be used by any other person. Accordingly, we do not accept or assume any liability or any duty of care for any other person to whom this certificate is shown or into whose hands it may come without our prior consent in writing.

For, P G Hemani & Co Chartered Accountants

CA Nihar D. Vora Partner FRN: 103628W M. No..: 151457 UDIN: 26151457IEYGFW9997 Certi. No.: PGH-2025-26/284

Place: Bhavnagar Date: 19/03/2026