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Nagreeka Exports Ltd. Proxy Solicitation & Information Statement 2025

Nov 24, 2025

60312_rns_2025-11-24_9c3ae7a3-de49-4213-a1c8-bc41df6c6371.pdf

Proxy Solicitation & Information Statement

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Ref.:

NEL/SE/2025-26 Date -24.11.2025

To To
The Deputy General Manager The Deputy General Manager
Corporate Relationship Department Corporate Relationship Department
BSE Ltd. National Stock Exchange of India Ltd.
1*' Floor, New Trading Ring Exchange Plaza
Rotunda Building, P.J. Towers Bandra Kurla Complex
Dalal Street Fort Bandra (E)
Mumbai - 400 001 Mumbai - 400 051
Scrip code : — 521109 NAGREEKEXP
Scrip Code
:

Dear Sir/Madam,

Subject: on 18t December, 2025. Submission of Notice of the Extra-Ordina General Meetin; to be held

Pursuant toRegulation 30 of the Securities and Exchange Board of India (Listing Obligations & Disclosure Requirements) Regulations, 2015, (as amended) please find enclosed herewith the notice of EGM of members of the Company scheduled to be held on Thursday 18t December, 2025 at 12.30 pm through Video conferencing ('VC)/Other Audio Visual Means ('0AVM') facility.

The said notice of EGM is being sent only through e-mails to the members of the Company at their registered e-mail address and the same has been also updated on the website of the Company i.e. https://nagreeka.com/nagreeka-exports-limited-investor-relations/ and on the website of National Securities Depository Limited (NSDL) i.e. https://www.evoting.nsdl.com respectively.

1 Date and Time of EGM Thursday. 18% December, 2025 at
12:30 p.m.
2 Mode Video conferencing ('VC)/Other
Audio Visual Means ('OAVM')
3 Benpose Date for Sending Notice 21% November, 2025
4 Date of Completion of Dispatch by 25% November, 2025
5 Cut Off date to record the entitlement
of the shareholders to cast their vote
electronically
Thursday, 11t December, 2025
6 Date and time of commencement of
voting through electronic means
Monday, 15st December, 2025
at 09.00 am
7 Date and time of end of voting
through electronic means
Wednesday,
17% December,
2025 at 05.00 pm
8 Date of declaration of results by the
Chairman
Within prescribed time limits

Brief details of the EGM of the Company are as below:

)
E-voting website
https://www.evoting.nsdl.com
-------------------------------------------------------

Kindly take the aforesaid information on record and oblige.

Thanking you, Yours faithfully, For Nagreeka Exports Limited

Sushil Patwari Chairman DIN: 00023980

Encl.: As stated above

NAGREEKA EXPORTS LIMITED

CIN: L18101WB1989PLC046387

Regd. Office Address: 18, R. N Mukherjee Road 3RD Floor, Kolkata, 700001. Email : [email protected] Website: www.nagreeka.com

NOTICE OF THE EXTRA- ORDINARY GENERAL MEETING

NOTICE is hereby given that an Extra Ordinary General Meeting ("EGM") of the Members of Nagreeka Exports Limited ("the Company") will be held on Thursday, 18" December, 2025 at 12.30 PM (IST)" at the Registered office of the Company through video Conferencing("VC")/ other Audio Visual Means ("OAVM") to transact the following businesses:

SPECIAL BUSINESS:

1. To Increase the Authorized Share Capital of the Company and Consequent Alteration in the Capital Clause in the Memorandum of Association.

To consider and, If thought fit, to pass with or without modification(s), the following resolution as an Ordinary Resolution:

"RESOLVED THAT in accordance with the provisions of Sections 43, 61, 64 and other applicable provisions, if any, of the Companies Act, 2013 read with the Rules framed thereunder (including any amendment(s), modification(s) or re-enactment(s) thereof for the time being in force) and the Articles of Association of the Company, the consent of the Members of the Company be and is hereby accorded to increase the Authorised Share Capital of the Company from the existing Authorised Share Capital of Rs. 35,00,00,000/- (Rs. Thirty Five crore) divided into 6,40,00,000 (Six Crore Forty Lakh) Equity Shares of Rs. 5/- (Rs. Five) each and 30,00,000 (Thirty Lakh) Preference Shares of Rs. 10/- (Rs. Ten) each to Rs. 50,00,00,000/- (Rupees Fifty Crore) comprising of:

a) Rs. 47,00,00,000/- (Rupees Forty Seven Crore only) divided into 9,40,00,000 ( Nine Crore Forty Lakh) Equity Shares of X5/- (Rupee Five) each, and

b) %3,00,00,000/- (Rupees Three Crore only) divided into 30,00,000 (Thirty Lakh) Preference Shares of 210/- (Rupees Ten) each.

"RESOLVED FURTHER THAT pursuant to Section 13 and all other applicable provisions, if any, of the Companies Act, 2013 read with Rules framed thereunder, consent of the Members of the Company be and is hereby accorded, for alteration of Clause V of the Memorandum of Association of the Company by substituting in its place, the following:-

"V. The Authorised Share Capital of the Company is Rs. 50,00,00,000/- (Rupees Fifty Crores only) divided into 9,40,00,000 (Nine Crore Forty Lakh) Equity Shares of Rs. 5/- each and 30,00,000 (Thirty Lakh) Preference Shares of Rs. 10/- each with the rights, privileges and conditions attaching thereto as are provided by the Articles of Association of the Company with power to increase and reduce the Capital of the Company and to divide the shares in the capital for the time being into the several classes and to attach thereto respectively such preferential, deferred, qualified or special rights, privileges or

conditions as may be determined by or in accordance with the Articles of Association of the Company for the time being and to vary, modify or abrogate any such rights, privileges or conditions in such manner as may be permitted by the Companies Act, 2013 or provided by the Articles of Association of the Company for the time being.

"RESOLVED FURTHER THAT any Director or Company Secretary of the Company be and is hereby severally authorized to file, sign, verify and execute all such e-forms, papers or documents as may be required and do all such things, acts and deeds which may deem necessary to give effect to the aforesaid resolution."

Sd/- Sushil Patwari

DIN: 00023980

Date: 18.11.2025 Chairman

Place: Kolkata

Notes:

    1. The Ministry of Corporate Affairs, Government of India ("MCA"), and the Securities and Exchange Board of India ("SEBI"), allowed companies to conduct Extraordinary General Meeting ("EGM") through video conference ("VC") other audio-visual means ("OAVM"), without the physical presence of Members at a common venue.
    1. This EGM is being convened in compliance with applicable provisions of the Companies Act, 2013 ("Act") and the rules made thereunder; provisions of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("Listing Regulations"); the General Circular No. 14/2020 dated 8th April 2020; General Circular No.17/2020 dated 13th April 2020; General Circular No. 20/2020 5th May 2020; General Circular No. 02/2021 dated 13 January, 2021; General Circular No. 02/2022 dated 05 May, 2022, General Circular No. 10/2022 dated 28" December, 2022, General Circular No. 09/2023 dated September 25, 2023 and General Circular No. 09/2024 dated September 19, 2024, issued by the Ministry of Corporate Affairs (MCA) and circular issued by SEBI vide circular no. SEBI/ HO/ CFD/ CFDPoD-2/ P/ CIR/ 2024/ 133 dated October 3, 2024 ("SEBI Circular") and other applicable circulars and notifications issued (including any statutory modifications or re-enactment thereof for the time being in force and as amended from time to time, companies are allowed to hold EGM through Video Conferencing (VC) or other audio visual means (OAVM), without the physical presence of members at a common venue. In compliance with the said Circulars, EGM shall be conducted through VC/ OAVM.
    1. Pursuant to the Circular No. 14/2020 dated April 08, 2020, issued by the Ministry of Corporate Affairs, the facility to appoint proxy to attend and cast vote for the members is not available for this EGM. However, the Body Corporates are entitled to appoint authorised representatives to attend the EGM through VC/OAVM and participate there at and cast their votes through e-voting.

However, in pursuance of Section 113 of the Act and Rules framed thereunder, the Institutional/ Corporate members are entitled to appoint authorized representatives for the purpose of voting through remote e-Voting or for the purpose of participation and voting during the EGM. In this regard, the corporate members are requested to send a certified true copy of the board resolution together with attested specimen signature of the authorized representative to the Scrutinizer and company through email at [email protected] & [email protected] respectively with a copy marked to [email protected].

  1. The Members can join the EGM in the VC/OAVM mode 15 minutes before and after the scheduled time of the commencement of the Meeting by following the procedure mentioned in the Notice. The facility of participation at the EGM through VC/OAVM will

be made available for 1000 members on first come first served basis. This will not include large Shareholders (Shareholders holding 2% or more shareholding), Promoters, Institutional Investors, Directors, Key Managerial Personnel, the Chairpersons of the Audit Committee, Nomination and Remuneration Committee and Stakeholders Relationship Committee, Auditors etc. who are allowed to attend the EGM without restriction on account of first come first served basis.

  • The attendance of the Members attending the EGM through VC/OAVM will be counted for the purpose of reckoning the quorum under Section 103 of the Companies Act, 2013.
  • 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 Standard on General Meetings (SS-2) issued by the ICSI and Regulation 44 of SEBI (Listing Obligations & Disclosure Requirements) Regulations 2015 (as amended), and the Circulars issued by the Ministry of Corporate Affairs from time to time 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 on the date of the EGM will be provided by NSDL.
  • In line with the Ministry of Corporate Affairs (MCA) Circular No. 17/2020 dated April 13, 2020, the Notice calling the EGM has been uploaded on the website of the Company at www.nagreeka.com . The Notice can also be accessed from the websites of the Stock Exchanges i.e. BSE Limited and National Stock Exchange of India Limited at www.bseindia.com and www.nseindia.com respectively and the EGM Notice is also available on the website of NSDL (agency for providing the Remote e-Voting facility) i.e. www.evoting.nsdl.com.
  • Since the EGM will be held through VC/OAVM, the Route Map is not annexed with this Notice.
  • In case of joint holders attending the meeting, 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.
    1. Pursuant to Section 72 of the Act, members holding shares in physical form are advised to file nomination in prescribed Form SH-13 with the Company's Registrar i.e M/s. Maheshwari Datamatics Private Limited, having its office at 23 R. N. Mukherjee Road, 5th Floor, Kolkata — 700001. The prescribed form in this regard is available on Company's website www.nagreeka.com and on the website of the RTA, www.mdpl.in . In respect of shares held in Electronic/Demat form, members may please contact their respective Depository Participants.

    1. To prevent fraudulent transactions, members are advised to exercise due diligence and notify the Company of any change in their address or demise of any Member as soon as possible.
    1. EGM has been convened through VC/OAVM in compliance with applicable provisions of the Companies Act, 2013 read with MCA Circular issued from time to time.
    1. The Notice is sent to those Members who hold shares as on the cut-off date i.e. Thursday, December, 11, 2025. In case a person has become a Member of the Company after the aforementioned cut-off date but on or before the cut-off date for e-voting, he / she may cast vote using remote e-voting or e-voting during the EGM in accordance with the 'Instructions for remote e-voting, joining EGM through VC / OAVM and e-voting during the EGM' section which forms part of the Notice and may contact the Company at [email protected] in case of any queries.
    1. The Explanatory Statement pursuant to Section 102 of the Companies Act, 2013 (the "Act") setting out material facts concerning the business under Iltem No. 1 of the accompanying Notice, is annexed hereto and forms part of the notice.

THE INSTRUCTIONS FOR MEMBERS FOR REMOTE E-VOTING AND JOINING EXTRA ORDINARY GENERAL MEETING ARE AS UNDER:-

The remote e-voting period begins on Monday, 15t December,2025 at 09:00 A.M. and ends on Wednesday, 17%" December, 2025 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. 11t" December, 2025 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 11t December, 2025.

How do | vote electronically using NSDL e-Voting system?

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 and joining virtual meeting for Individual shareholders holding seci es in demat mode

In terms of SEBI circular dated December 9, 2020 on e-Voting facility provided by Listed Companies, Individual shareholders holding securities in demat mode are allowed to vote through their demat

account maintained with Depositories and Depository Participants. Shareholders are advised to update their mobile number and email Id in their demat accounts in order to access e-Voting facility. Login method for Individual shareholders holding securities in demat mode is given below:

Type of
shareholders
Login Method
Individual
Shareholders
holding
securities in
demat mode
with NSDL.
you
based
QoTP
can
For
login
click
1.
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 or joining virtual
meeting & voting during the meeting.
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 re-directed to e-Voting
website of NSDL for casting your vote during the remote e-Voting period
or joining virtual meeting & voting during the meeting.
If you are not registered for IDeAS e-Services, option to register is
Select "Register Online for
available at https://eservices.nsdl.com.
IDeAS
Portal"
or
at
click
https://eservices.nsdl.com/SecureWeb/IdeasDirectReg.jsp
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
on the
which is
under
launched, click
"Login"
icon
available
'Shareholder/Member' section. A new screen will open. You will have to
enter your User ID (i.e. your sixteen digit demat account number hold
with NSDL), Password/OTP and a Verification Code as shown on the

screen. After successful authentication, you will be redirected to NSDL
Depository site wherein you can see e-Voting page. Click on company
name or e-Voting service provider i.e. NSDL and you will be redirected
to e-Voting website of NSDL for casting your vote during the remote e
Voting period or joining virtual meeting & voting during the meeting.
Shareholders/Members can also download NSDL Mobile App "NSDL
Speede" facility by scanning the QR code mentioned below for seamless
voting experience.
NSDL Mobile App is available on
"
'
App Store
Google Play
Individual
Shareholders
Users who have opted for CDSL Easi / Easiest facility, can login through
their existing user id and password. Option will be made available to
holding
securities in
demat mode
with CDSL
reach e-Voting page without any further authentication. The users to
CDSL
requested
website
are
to
/Easiest
login
Easi
visit
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 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 register is available
at CDSL website www.cdslindia.com and click on login & New System
Myeasi Tab and then click on registration option.
Alternatively, the user can directly access e-Voting page by providing
Demat Account Number and PAN No. from a e-Voting link available on

J\fagreeka

EXPORTS LIMITED

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 through
Shareholders your Depository Participant registered with NSDL/CDSL for e-Voting facility.
(holding upon logging in, you will be able to see e-Voting option. Click on e-Voting option,
securities in be redirected to NSDL/CDSL Depository site after successful
demat mode) you will
login through authentication, wherein you can see e-Voting feature. Click on company name
their or e-Voting 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 period or
participants joining virtual meeting & voting during the meeting.

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
Shareholders
holding
Individual
securities in demat mode with NSDL Members facing any technical issue in login can contact
NSDL
by
sending
request
helpdesk
at
a
[email protected] or call at 022 - 4886 7000
Individual Shareholders holding Members facing any technical issue in login can contact
securities in demat mode with CDSL CDSL
by
sending
request
helpdesk
a
at
[email protected] or contact at toll free
no. 1800-21-09911

B) Login Method for e-Voting and joining virtual meeting 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. Once the home page of e-Voting system is launched, click on the icon "Login" which is available under 'Shareholder/Member' section.
    1. 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 2i.e. Cast your vote electronically.

  1. Your User ID details are given below :

J\fagreel@

EXPORTS LIMITED

Manner of holding shares i.e. Demat Your
(NSDL or CDSL) or Physical
User
ID is:
a) For Members who hold shares in
demat account with NSDL.
8 Character DP ID followed by 8 Digit
Client ID
For example if your DP ID is IN300
and Client ID is 12
then your user
IN30QQ

1 2% ¥4 *,
1D is
b) For Members who hold shares in 16 Digit Beneficiary ID
demat
with CDSL.
t
emat account wi
R
For example if your Beneficiary ID is
KRR
J2¥*xkxxFHKEAIXXX then your user ID is
R
%
c)
Physical Form.
For Members holding shares in EVEN Number followed by Folio Number
registered with the company
For example if folio number is 001
and EVEN is 101456 then user ID is
101456001
    1. Password details for shareholders other than Individual shareholders are given below:
  • a) If you are already registered for e-Voting, then you can user your existing password to login and cast your vote.
  • b) If you are using NSDL e-Voting system for the first time, you will need to retrieve the 'initial password' which was communicated to you. Once you retrieve your 'initial password', you need to enter the 'initial password' and the system will force you to change your password.

c) How to retrieve your 'initial password'?

J\fagreeka

EXPORTS LIMITED

  • (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.
    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) 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.
  • After entering your password, tick on Agree to "Terms and Conditions" by selecting on the check box.
    1. Now, you will have to click on "Login" button.
    1. After you click on the "Login" button, Home page of e-Voting will open.

Step 2: Cast your vote electronically and join General Meeting on NSDL e-Voting system.

How to cast your vote electronically and join General Meeting on NSDL e-Voting system?

    1. After successful login at Step 1, you will be able to see all the companies "EVEN" in which you are holding shares and whose voting cycle and General Meeting is in active status.
  • Select "EVEN" of company for which you wish to cast your vote during the remote e-Voting period and casting your vote during the General Meeting. For joining virtual meeting, you need to click on "VC/OAVM" link placed under "Join Meeting".
  • Now you are ready for e-Voting as the Voting page opens.

    1. 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.
    1. Upon confirmation, the message "Vote cast successfully" will be displayed.
    1. You can also take the printout of the votes cast by you by clicking on the print option on the confirmation page.
    1. Once you confirm your vote on the resolution, you will not be allowed to modify your vote.

General Guidelines for shareholders

  • 1 Institutional shareholders (i.e. other than individuals, HUF, NRI etc.) are required to send scanned copy (PDF/JPG Format) of the relevant Board Resolution/ Authority letter etc. with attested specimen signature of the duly authorized signatory(ies) who are authorized to vote, to the Scrutinizer by e-mail to [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.
  • 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.
  • In case of any queries, you may refer the Frequently Asked Questions (FAQs) for Shareholders and e-voting user manual for Shareholders available at the download section of www.evoting.nsdl.com or call on.: 022 - 4886 7000 or send a request to Mr. Pritam Dutta, Assistant Manager at [email protected] / [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:

    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].
    1. 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 and joining virtual meeting 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.
    1. 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.

THE INSTRUCTIONS FOR MEMBERS FOR e-VOTING ON THE DAY OF THE EGM/ ARE AS UNDER:-

    1. The procedure for e-Voting on the day of the EGM is same as the instructions mentioned above for remote e-voting.
    1. Only those Members/ shareholders, who will be present in the EGM/ through VC/OAVM facility and have not casted 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.
    1. 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.
    1. 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.

INSTRUCTIONS FOR MEMBERS FOR ATTENDING THE EGM THROUGH VC/OAVM ARE AS UNDER:

  1. Member will be provided with a facility to attend the EGM/ through VC/OAVM through the NSDL e-Voting system. Members may access by following the steps mentioned above for Access to NSDL e-Voting system. After successful login, you can see link of "VC/OAVM" placed under "Join meeting" menu against company name. You are

requested to click on VC/OAVM link placed under Join Meeting menu. The link for VC/OAVM will be available in Shareholder/Member login where the EVEN of Company will be displayed. Please note that the members who do not have the User ID and Password for e-Voting or have forgotten the User ID and Password may retrieve the same by following the remote e-Voting instructions mentioned in the notice to avoid last minute rush.

    1. Members are encouraged to join the Meeting through Laptops for better experience.
    1. Further Members will be required to allow Camera and use Internet with a good speed to avoid any disturbance during the meeting.
    1. Please note that Participants Connecting from Mobile Devices or Tablets or through Laptop connecting via Mobile Hotspot may experience Audio/Video loss due to Fluctuation in their respective network. It is therefore recommended to use Stable Wi-Fi or LAN Connection to mitigate any kind of aforesaid glitches.
    1. Shareholders who would like to express their views/have questions may send their questions in advance mentioning their name demat account number/folio number, email id, mobile number at [email protected] The same will be replied by the company suitably.
    1. Those shareholders who have registered themselves as a speaker will only be allowed to express their views/ask questions during the meeting, depending upon the availability of time. The Company/the Chairman of the Meeting reserves the right to restrict the number of questions, time allotted and number of speakers for smooth conduct of the EGM.
    1. Shareholders attending the EGM through VC/OAVM shall be counted for the purpose of reckoning the quorum under Section 103 of the Act.
    1. Mr. Naveen Bardia Practicing Chartered Accountant (Membership No. 309451) has been appointed as the Scrutii ize the e-Voting process and casting vote through the e-Voting system during the meeting in a fair and transparent manner.
    1. The Scrutinizer shall after the conclusion of e-Voting at the EGM, first download the votes cast at the Meeting and thereafter unblock the votes cast through remote e-Voting in the presence of at least two (2) witnesses not in the employment of the company and make, within a period not exceeding 48 (Forty Eight hours) of conclusion of the EGM, a consolidated Scrutinizer's Report of the total votes casted in favour or against, if any, and whether the resolution has been carried or not, and such Reports shall then be sent to the Chairman of the Company or a person authorized by him in writing who shall countersign the same and declare the results of the voting forthwith.

  1. The results along with the Scrutinizer's Report will be placed on the website of Company i.e. www.nagreeka.com and on the website of NSDL i.e. www.evoting.nsdl.com immediately after the declaration of results by the Chairman or any person authorized by him in writing and shall be communicated to the BSE Limited and National Stock Exchange of India Limited immediately.

ANNEXURE TO NOTICE

EXPLANATORY STATEMENT PURSUANT TO SECTION 102 OF THE COMPANIES ACT, 2013.

ITEM NO.1:

The Company, in order to facilitate and support its business operations, considers it in the best interest of the Company to take necessary steps in this regard."

The Company therefore, proposes to increase the Authorised Share Capital from existing Rs. 35,00,00,000/- (Rupees Thirty Five Crores only) divided into 6,40,00,000 (Six Crores Forty Lakh) equity shares of Rs.5/- (Rupees Five) each and 30,00,000 (Thirty Lakh) Preference Shares of Rs.10/- (Rupees Ten) each to Rs. 50,00,00,000/- (Rupees Fifty Crores) divided into 9,40,00,000 (Nine Crores forty Lakh) equity shares of Rs. 5/- (Rupees Five) each and 30,00,000 (Thirty Lakh) Preference Shares of Rs.10/- (Rupees Ten) each

The aforesaid increase of the Authorized Share Capital will also require consequential alteration and amendment to the Capital Clause V of the Memorandum of Association of the Company. The additional shares which are proposed for increase shall rank pari- passu in all respect with the existing equity shares of the Company.

Pursuant to Section 61 of the Act, increase in Authorised Share Capital requires approval of Members through Ordinary Resolution. Accordingly, the approval of the Members is sought to increase the Authorized Share Capital and consequently alter the Capital Clause V of the Memorandum of Association of the Company.

The Board recommends the Resolution, as set out in Item No. 1 in the Notice convening this EGM as intended for approval of the Members as an Ordinary Resolution.

None of the Directors or Key Managerial Personnel or their relatives are in any way, concerned or interested, financially or otherwise, in the proposed resolutions.

By order of the Board

For Nagreeka Exports Limited

Sd/-

Sushil Patwari Chairman DIN: 00023980

Date: 18.11.2025 Place: Kolkata