Carborundum Universal LimitedNSE: CARBORUNIV

Proceedings of 71st Annual General Meeting

· Issued by Carborundum Universal Limited

7th August 2025

BSE Limited

25th Floor, Phiroze Jeejeebhoy Towers

Dalal Street, Fort Stock Code: 513375

Mumbai 400 001

National Stock Exchange of India Ltd. Exchange Plaza, 5th Floor

Plot No. C/1, G Block

Bandra-Kurla Complex, Bandra (E) Stock Code: CARBORUNIV

Mumbai 400 051 Dear Sirs,

Sub: Intimation regarding the proceedings of the 71st Annual General Meeting of the shareholders of the Company held on 7th August 2025

The 71st Annual General Meeting of the shareholders of the Company was held today i.e. Thursday, 7th August 2025 at 03:00 p.m. through Video Conferencing ('VC') or Other Audio Visual Means ('OAVM'). The meeting was conducted by Mr. M M Murugappan, Chairman.

The Chairman welcomed the Members to the Meeting which was held through VC/OAVM as permitted by the Ministry of Corporate Affairs. The requisite quorum being present, the Chairman called the meeting to order. He introduced the other Directors, Chief Financial Officer, Company Secretary, the other Senior Management personnel and the Auditors who had participated in the meeting.

The Chairman informed that as permitted, soft copies of the AGM notice together with the Annual Report for the FY 2024-25 had been sent electronically to the Members holding shares in dematerialised mode and whose e-mail addresses are available with the Depository Participant(s) as well as to all the Members holding shares in physical mode whose e-mail addresses are registered with the Company/Registrar and Share Transfer Agent (RTA) for communication purposes. The Chairman further informed that the physical copy of Annual Report for FY 2024-25 had been sent to those Members who had requested for the same specifically. As required under Regulation 36 of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ('Listing Regulations'), a letter providing the weblink for accessing the AGM documents comprising the Annual report for the financial year 2024-25 and Notice had been sent to those shareholders who had not registered their email address with the Company.

In terms of the provisions of the Companies Act, 2013 and the Rules made thereunder and the provisions of Regulation 44 of the Listing Regulations, the Company had provided remote e-voting facility and for those Members who had not exercised their vote through remote e-voting facility, a facility to cast their vote electronically was provided at the meeting. The Chairman briefed the Members on the e-voting process and shared with the Members the schedule of the AGM proceedings.

The Chairman announced that Members seeking to inspect the Register of Directors, Key Managerial Personnel and their shareholding, the Register of Contracts or Arrangements in which the Directors are interested and other documents mentioned in the Notice, could contact the Company Secretary.

The Chairman then delivered his message and also announced the performance of the Company for the quarter ended 30th June 2025 which had been considered and approved by the Board at its meeting held earlier during the day.

The Notice of the meeting was taken as read with the permission of Members as it had already been sent to them. The Auditors' report on the financial statements of the Company and the Secretarial Audit Report for the year ended 31st March 2025 did not have any qualifications, observations or comments on financial transactions or matters, which have any adverse effect on the functioning of the Company and accordingly, the same was not read out at the meeting in line with the requirements of the Companies Act, 2013.

The following items of business as set out in the Notice of the AGM dated 12th May 2025 were transacted at the meeting:

  1. Adoption of Audited Standalone Financial Statements of the Company for the year ended 31st March 2025, together with the Reports of the Board of Directors and the Auditors thereon;

  2. Adoption of Audited Consolidated Financial Statements of the Company for the year ended 31st March 2025 together with the Report of the Auditors thereon;

  3. Declaration of final dividend of Rs. 2.50/- per equity share of Rs. 1/- each for the year 2024-25 and confirmation of interim dividend of Rs. 1.50/- per equity share of Rs. 1/-each;

  4. Re-appointment of Mr. M M Murugappan (DIN: 00170478), Director retiring by rotation;

  5. Appointment of M/s. Sridharan & Sridharan Associates as Secretarial Auditor of the Company to hold office for five financial years from the financial year 2025-26 to the financial year 2029-30 at a remuneration of ₹2,00,000 for the FY 2025-26 and the Board of Directors are granted powers to decide the remuneration payable to the Secretarial Auditor for the subsequent years based on the recommendation of the Audit Committee;

  6. Approval for payment of commission to Mr. M M Murugappan (DIN: 00170478), Chairman payable during the FY 2025-26;

  7. Ratification of the remuneration of Rs.5,00,000 p.a. excluding applicable taxes and out of pocket expenses payable to Cost Auditor- M/s. S Mahadevan & Co., Cost Accountants towards the conduct of cost audit for FY 2025-26.

The Chairman then invited questions from Members who had previously registered themselves as 'Speakers'. After the shareholders spoke, the questions were tabulated and the same were answered, and wherever required, necessary clarifications were provided. In respect of shareholders who had sent in their questions/queries ahead of the meeting and who did not participate in the meeting, the Chairman informed that the Company would send a response after the meeting.

The Board of Directors of the Company had appointed Mr. R Sridharan of M/s. R Sridharan and Associates, Practicing Company Secretary as the Scrutiniser to scrutinise the voting process (both remote e-voting and e-voting during the meeting).

After the discussions were complete, the Chairman informed that the shareholders who had not earlier voted through remote e-voting could cast their votes on the resolutions after AGM.

The Chairman informed the Members that the e-voting results will be declared within two working days from the conclusion of the meeting. The results declared along with the Scrutiniser's Report will be placed on the Company's website and will also be sent to the Stock Exchanges for dissemination.

There being no other agenda, the Chairman declared the meeting as closed. The meeting concluded at 04:00 p.m.

Kindly take the information on record. Thanking you,

Yours faithfully,

For Carborundum Universal Limited

SUREND

Digitally signed by SURENDHIRAN REKHA

DN: c=IN, o=Personal, pseudonym=133376914186113972joYp

HIRAN REKHA

98DIcLNzD9,

2.5.4.20=fd1a23ee82f6097c2c6bdcb73a 57518e3cac48327a58d8bea18d7f12b56 cf2ac, postalCode=600122, st=Tamil Nadu, serialNumber=09b2551546796137c8aa 47ee2a2f90f56c6a9107df203c46c5900ff 3c9a322c8, cn=SURENDHIRAN REKHA Date: 2025.08.07 17:56:32 +05'30'

Rekha Surendhiran Company Secretary

Earlier from Carborundum Universal

All Carborundum Universal news releases