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Orient Bell Limited AGM Information 2025

Aug 5, 2025

61797_rns_2025-08-05_47f45213-2af7-4198-a2c7-4510bda0e332.pdf

AGM Information

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OBL:HO:SEC:00:

New Delhi : 05.08.2025

BSE Limited Corporate Relation Department 1st Floor, New Trading Ring Rotunga BuildingPhiroze Jeejeebhoy Towers Dalal Street, Mumbai - 400 001 Stock Code - 530365

National Stock Exchange of India Ltd. Exchange Plaza, Plot No. C/1, G Block, Bandra-Kurla Complex, Bandra (E) Mumbai-400 051

Stock Code: ORIENTBELL

Subject: Summary of Proceedings of 48[th] Annual General Meeting held on 05[th] August 2025.

Dear Sir/Madam,

Pursuant to Regulation 30 read with Sub-para 13 of Para A of Part A of Schedule III of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, please find enclosed herewith the Summary of Proceedings of 48[th] Annual General Meeting of the Company held on 05[th] August, 2025.

You are requested to kindly take note of the same and acknowledge.

Thanking you.

Yours faithfully for Orient Bell Limited

YOGESH YOGESH MENDIRATTA MENDIRATT 2025.08.05 A 18:43:25 +05'30' Yogesh Mendiratta Company Secretary & Head-Legal

Encl: As above

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Summary of proceedings of 48[th] Annual General Meeting of the Company held on Tuesday, the 05[th] August, 2025 at 10:30 a.m. through Video Conferencing(VC)/ Other Audio Visual Means (OAVM) deemed to be held at its Registered Office at 8, Industrial Area, Sikandrabad- 203 205, Dist Bulandshahr, Uttar Pradesh.

Mr. Yogesh Mendiratta, Company Secretary welcomed all the Members present at the 48[th ] Annual General Meeting of the Company held through VC/ OAVM and informed that the Chairman of the Board, Mr. Mahendra K. Daga has submitted his leave of absence stating his inability to attend this Annual General Meeting due to health-related issues. He introduced Mr. Madhur Daga, Managing Director and Mr. Aditya Gupta, CEO.

The other Directors present at the meeting viz. Mr. K.M Pai (Independent Director), Mr. Sameer Kamboj (Independent Director), Mr. Thambiah Elango (Independent Director) and Ms. Bindiya Shyam Agrawal (Non-Executive Non-Independent Director) also introduced themselves. After introduction, Mr. K.M Pai proposed, and Mr. Sameer Kamboj, Mr. Thambiah Elango & Ms. Bindiya Shyam Agrawal seconded the name of Mr. Madhur Daga to chair the meeting. With the Consent of all the Directors present at the meeting, Mr. Madhur Daga, Managing Director of the Company was appointed as Chairman of the Meeting.

The Company Secretary briefed important instructions to the members relevant for participating the meeting. He informed that the Company has received requests from few of the members for registration as speaker shareholders but considering the paucity of time, questions received from only three shareholders will be taken up.

Mr. Madhur Daga the elected Chairman of the meeting welcomed the shareholders present at the 48[th] Annual General meeting. After ascertaining the quorum being present, he called the meeting to order. He informed that apart from the Directors, the key executives of the Company including Mr. Aditya Gupta, CEO and Mr. Yogesh Mendiratta, Company Secretary are also present at the meeting. He further informed that the representatives of Statutory Auditors and Secretarial Auditors are also present at the meeting.

The Company Secretary informed that the AGM is being held through Video Conference in compliance with applicable circulars issued by MCA & SEBI. Live streaming of the meeting is being webcast on NSDL’s website. The Company has taken requisite steps to enable members to participate & vote on the items being considered at the AGM. He also informed that the members who have not voted earlier through remote e-voting can cast their vote during the course of the meeting through e-voting facility. The Registers as required under the Companies Act, 2013 are open for inspection.

The Notice, Statutory Auditor Reports & Secretarial Auditor’s Report were taken as read.

YOGESH YOGESH MENDIRATTA MENDIRATT 2025.08.05 A 18:43:46 +05'30'

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At this stage, Mr. Madhur Daga, Managing Director of the Company addresses the shareholders with his speech.

The Company Secretary stated that the Company has provided to its Members the facility to cast their votes through the remote e-voting system administered by NSDL as per the provisions of Companies Act, 2013, SEBI Listing Regulations. He further informed that members attending the AGM who have not casted their votes by remote E-voting have also been provided with the option to cast their vote through E-voting during the AGM on all the resolutions as set out in the notice of AGM. He read out the meeting Agenda in brief incorporated in the Notice calling AGM contains ordinary businesses as well as special businesses. He apprised that the Ordinary Businesses include the adoption of Annual Accounts for FY 2024-25 and the Reports of Auditors and Directors thereon, the re-appointment of Mr. Madhur Daga who is retiring by rotation and declaration of dividend @ Rs. 50 paise per equity share. The Special Businesses include the approval of the appointment of Ms. Ashu Gupta, Practicing Company Secretary as Secretarial Auditor of the Company for single term of five consecutive years from FY 2025-26 to 2029-30 by way of ordinary resolution, approval of re-appointment and remuneration of Ms. Bindiya Shyam Agrawal (DIN 09373404) as a director of the Company in the category of Non-Executive Non-Independent Director for the period of one year from 28.10.2025 to 27.10.2026 by way of Special Resolution and approval of related party transactions to be entered with M/s Proton Granito Private Limited and M/s Corial Ceramic Private Limited by way of Ordinary Resolution.

He also informed that Ms. Ashu Gupta, Practicing Company Secretary has been appointed as the Scrutinizer to scrutinize the remote e-voting in a fair and transparent manner.

He further informed that since the AGM is being held through Video Conference/ OAVM, and the resolutions mentioned in the notice convening this AGM have been already put to vote through remote e-voting, there will be no proposing and seconding of resolutions.

The Chairman of the meeting proceeded further with the meeting and called the names of Speaker Shareholders to ask question(s) and/or express their views.

Mr. Madhur Daga, The Chairman of the meeting and Mr. Aditya Gupta, Chief Executive Officer of the Company replied to the Questions asked by the speaker shareholders. The Chairman of the meeting informed that the Members who had not casted their vote through remote e-voting may cast their vote as the e-voting platform will remain open for next 15 minutes and thereafter the meeting will stand concluded.

The Chairman of the meeting thanked all the shareholders and Directors for joining the Meeting. He further informed that the e-voting results would be declared after considering Scrutinizer’s Report. He also informed that the Results would be announced within 2 working days and will be submitted to the Stock Exchanges (NSE and BSE) and shall also be placed on the website of the Company and of NSDL.

YOGESH YOGESH MENDIRATTA MENDIRATT 2025.08.05 A 18:44:00 +05'30'

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With the consent of shareholders, the Board Members and the Company Executives left the meeting and the e-voting continued for next 15 minutes.

After the expiry of 15 minutes, the meeting concluded at 11:08 a.m.

For Orient Bell Limited

YOGESH YOGESH MENDIRATTA 2025.08.05 18:44:15 MENDIRATTA +05'30' Yogesh Mendiratta Company Secretary & Head-Legal M.No. A-13615

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