Nilachal Refractories Ltd. — AGM Information 2024

Sep 28, 2024

NILACHAL REFRACTORIES LTD .

CIN: L26939OR1977PLC000735, GSTIN: 21AABCN1241N1ZS Flat No.23, 3[rd] Floor, Block ‘D’ Chowringhee Mansion, 30 J N Road, Kolkata–700016, INDIA Tel : 033 4002 9301 / 302 / 400, Fax : 033 2249 9511 / 8256, Email: info@nilachal.in

To, BSE Limited Phiroze Jeejeebhoy Towers Dalal Street, Mumbai -400 001

28[th] September 2024

Ref : Scrip Code : 502294 Dear Sirs,

Re: Summary of proceedings of 47[th] Annual General Meeting of the Company

In terms of Circulars issued by the Ministry of Corporate Affairs (“MCA Circular/s”) and Securities and Exchange Board of India (“SEBI Circulars”) from time to time and in compliance with other applicable provisions of the Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the 47[th] Annual General Meeting (AGM) of the Company was held on Saturday, September 28, 2024 at 12:30 p.m. (IST) through Video Conference ('VC')/Other Audio Visual Means ('OAVM') to transact the business as stated in the AGM Notice dated September 05,2024 ('Notice'). All the items of business contained in the Notice were transacted and passed by the Members with requisite majority.

In this regard, please find enclosed the Summary of proceedings of the AGM of the Company as required under Regulation 30 of the SEBI Listing Regulations.

The AGM concluded at around 12:47 p.m. (IST).

The above is for your information and records.

Yours faithfully, For Nilachal Refractories Limited VIMAL Digitally signed by VIMAL PRAKASH PRAKASH Date: 2024.09.28 13:38:14 +05'30' Vimal Prakash Director DIN : 00174915

Encl. : as above

Works: Ipitata Nagar, Gundichapada, Dhenkanal-759025, Odisha, Email: nrl.dnk@gmail.com Regd. Office: P-598/599, Kedarnath Appartment, Mahabir Nagar,Lewis Road, Bhubaneswar-751002 (Odisha)

NILACHAL REFRACTORIES LTD .

CIN: L26939OR1977PLC000735, GSTIN: 21AABCN1241N1ZS Flat No.23, 3[rd] Floor, Block ‘D’ Chowringhee Mansion, 30 J N Road, Kolkata–700016, INDIA Tel : 033 4002 9301 / 302 / 400, Fax : 033 2249 9511 / 8256, Email: info@nilachal.in

Summary of the proceedings of the 47[th] Annual General Meeting (AGM) of the Company held on September 28 2024

The 47[th] Annual General Meeting (AGM) of the Members of Nilachal Refractories Limited ('the Company') was held today i.e. Saturday, September 28,2024 at 12.30 p.m. (IST) through Video Conferencing ('VC')/Other Audio-Visual Means ('OAVM') facility provided by NSDL. The Meeting was conducted in accordance with the circulars issued by the Ministry of Corporate Affairs ('MCA') and the Securities and Exchange Board of India ('SEBI').

Mr. Vimal Prakash, Chairperson of the Company, chaired the Mr. Vimal welcomed the shareholders to the Meeting and being informed about the requisite quorum being present, called the Meeting to order. He introduced the following participants who were present at the Meeting through VC from their respective locations:

• 1) Mrs. Bindu Jain -Independent Director

• 2) Mr. Niraj Jalan –Director

• 3) Mr. Vinay Agarwal -Director

• 4) Mr. Pradip Kumar Mohapatra-Director

• 5) Mr. Dukhabandhu Prusty CFO KMP

• 6) Mr. Krishna Pusti -Manager KMP

The Chairperson also informed the Members that Mr. Manoj Keshan, Chartered Accountant Representative of Jain Saraogi & Co. LLP, Chartered Accountants, Statutory Auditors, Ms. Twinkle Agarwal, Proprietor of Messrs Twinkle Agarwal, Practicing Company Secretaries, Secretarial Auditors of the Company , Mr. Pushpendra Jain ,Internal Auditor and Mr. Rajan Singh, Practicing Company Secretary, Scrutinizer for this AGM scrutinising the e-voting process in a fair and transparent manner were present by invitation at this meeting through video conferencing from their respective locations. The Company had taken the requisite steps to enable Members to participate and vote on the items being considered at this AGM. Since there was no physical attendance of Members in compliance with the Circulars issued by the MCA and SEBI, Members were informed that the requirement of appointing proxies was not applicable. The Chairperson drew the attention of members to the registers/documents made available for inspection by the members electronically.

Works: Ipitata Nagar, Gundichapada, Dhenkanal-759025, Odisha, Email: nrl.dnk@gmail.com Regd. Office: P-598/599, Kedarnath Appartment, Mahabir Nagar,Lewis Road, Bhubaneswar-751002 (Odisha)

NILACHAL REFRACTORIES LTD .

CIN: L26939OR1977PLC000735, GSTIN: 21AABCN1241N1ZS Flat No.23, 3[rd] Floor, Block ‘D’ Chowringhee Mansion, 30 J N Road, Kolkata–700016, INDIA Tel : 033 4002 9301 / 302 / 400, Fax : 033 2249 9511 / 8256, Email: info@nilachal.in

With the consent of the Members present, the Notice convening the AGM was taken as read. Since there was no qualification, observation or adverse remark in the Statutory Auditor's Reports, the Auditors’ Report for the year ended March 31, 2024 were also taken as read.

Thereafter, the Chairperson delivered his speech. He apprised the members about the, the Company for the Financial Year ended 31[st] March, 2024 .

The Chairperson informed the Members that in compliance with the provisions of Section 108 of the Companies Act, 2013, read with Rule 20 of the Companies (Management and Administration) Rules, 2014 and the provisions of Regulation 44 of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 the Company had provided e-voting facility to the Members of the Company in respect of business transacted at the 47[th] AGM to cast their vote electronically from a place other that the venue of the Meeting, wherein the e-voting period commenced from 9.00 A.M. on Wednesday , September 25 2024 to 5.00 P.M. on Friday, September 27 2024. The Chairperson further informed the Members that the facility for e-voting has been made available at the meeting for the Members, who have not casted their vote through remote e- voting during the continuance of the AGM and upto 15 minutes post conclusion of the AGM.

The Chairperson further informed that the Company has engaged the services of NSDL as authorised agency to provide e-voting facility and has appointed Mr. Rajan Singh, Practising Company Secretary, (FCS 10541 and CP No 13541) , as the Scrutinizer for the purpose of scrutinizing the e-voting process in a fair and transparent manner and to submit his consolidated report thereon.

In terms of the Notice dated 05th September 2024 convening the 47[th] AGM of the Company, the following businesses were transacted at the Meeting through remote e- voting:

Works: Ipitata Nagar, Gundichapada, Dhenkanal-759025, Odisha, Email: nrl.dnk@gmail.com Regd. Office: P-598/599, Kedarnath Appartment, Mahabir Nagar,Lewis Road, Bhubaneswar-751002 (Odisha)

NILACHAL REFRACTORIES LTD .

CIN: L26939OR1977PLC000735, GSTIN: 21AABCN1241N1ZS Flat No.23, 3[rd] Floor, Block ‘D’ Chowringhee Mansion, 30 J N Road, Kolkata–700016, INDIA Tel : 033 4002 9301 / 302 / 400, Fax : 033 2249 9511 / 8256, Email: info@nilachal.in

Ordinary Business	Ordinary Business	Type of Resolution
1	Consideration and adoption of the Audited Financial Statements of the Company for the year ended 31stMarch, 2024 and the Reports of the Directors and Auditors thereon;	Ordinary Resolution
2	Re-appointment ofMr. Vimal Prakash [DIN : 00174915], who retires by rotation, as a Director.	Ordinary Resolution

Since the Chairperson was interested in Item No.2, he requested Mrs. Bindu Jain, Director of the Company to take the Chair for Item No. 2 and once the Item No. 2 was taken up Mrs. Bindu Jain, Director requested Mr. Vimal Prakash to resume the Chair and continue with the proceedings of the meeting.

The Chairperson further informed the Members that the consolidated voting results will be disseminated to BSE Ltd., on which the Company's shares are listed and will also be made available on the website of the Company and the National Securities Depository Limited within two working days of the conclusion of the Meeting.

The Chairperson then thanked the Members for their continued support and for attending and participating in the Meeting. He also thanked the Directors for joining the Meeting virtually and since there being no other item business to be transacted, the Chairperson declared the meeting closed.

The consolidated results of the remote e-voting and e-voting at the AGM will be made available with the Scrutinizers' Report at the websites of the Company and National Securities Depository Limited within two working days of conclusion of the AGM.

This is for your information and records.

Yours faithfully, For Nilachal Refractories Limited

VIMAL Digitally signed by VIMAL PRAKASH PRAKASH Date: 2024.09.28 13:38:38 +05'30' Vimal Prakash Director DIN : 00174915

Works: Ipitata Nagar, Gundichapada, Dhenkanal-759025, Odisha, Email: nrl.dnk@gmail.com Regd. Office: P-598/599, Kedarnath Appartment, Mahabir Nagar,Lewis Road, Bhubaneswar-751002 (Odisha)