Bhagyanagar India Limited (BIL), a prominent player in the Indian manufacturing sector, has announced significant developments in its corporate structure and operations.

Board Meeting and Trading Window Closure

The company has scheduled a board meeting for September 20, 2025, to consider and approve a Composite Scheme of Arrangement involving merger/demerger with its wholly owned subsidiaries. This strategic move could potentially reshape the company's structure and operations.

In line with regulatory requirements, BIL has also announced a closure of the trading window for designated persons and their immediate relatives. The trading window will be closed from September 18, 2025, until the closing hours of September 23, 2025. Trading is set to resume on September 24, 2025.

New Subsidiary: TIERAMET LIMITED

Prior to this announcement, Bhagyanagar India Limited had expanded its portfolio by incorporating a new wholly owned subsidiary, TIERAMET LIMITED. This subsidiary was formed with an authorized capital of Rs. 1,00,000 and is focused on two primary areas:

1. Manufacturing and processing of copper and copper-based products for various industrial applications, including the electrical and telecommunications sectors.
2. Operating in the renewable energy sector, developing and supplying clean energy systems and technologies.

The incorporation of TIERAMET LIMITED aligns with BIL's vision to diversify its portfolio and tap into growing markets. Bhagyanagar India Limited holds 100% shareholding in TIERAMET LIMITED through cash subscription to the share capital, ensuring complete control over the new venture.

Current Status and Regulatory Compliance

As of the initial announcement, TIERAMET LIMITED was yet to commence business operations and obtain a certificate of commencement of business. The incorporation adheres to the regulatory requirements set by SEBI (Securities and Exchange Board of India), with BIL duly informing the National Stock Exchange of India Ltd. and BSE Limited about this development.

Conclusion

These strategic moves by Bhagyanagar India Limited reflect its ambition to expand its business horizons, capitalize on emerging opportunities in the copper manufacturing and renewable energy sectors, and potentially restructure its operations for improved efficiency and growth.

Bhagyanagar India Limited , a prominent player in the Indian manufacturing sector, has announced several significant board approvals that are set to shape the company's future governance and operations.

Board Re-appointments

The company's board has given its nod to the re-appointment of two key directors:

1. Smt. Sanjana Jain has been approved for a second term as an Independent Director. Her new term will span five years, from September 30, 2025, to September 29, 2030. Smt. Jain, a qualified Company Secretary with a B.Com degree, brings expertise in Corporate Law matters to the board. Her re-appointment is subject to shareholder approval at the upcoming Annual General Meeting (AGM).

2. Shri Naresh Chand Bhardwaj has been re-appointed as a Whole-time Director for a three-year term, effective from June 23, 2026, to June 22, 2029. With over three decades of experience in various cable technologies, Shri Bhardwaj will continue to serve the company with a monthly remuneration of Rs. 85,000.00, inclusive of all allowances and perquisites.

Appointment of Secretarial Auditor

In a move to ensure continued compliance and transparency, the board has recommended the appointment of M/s Rakhi Agarwal, Practicing Company Secretaries, as the company's Secretarial Auditor. This appointment, subject to shareholder approval, is proposed for five consecutive financial years, from 2025-26 to 2029-30.

Changes to Memorandum of Association

The board has also approved changes to the company's Memorandum of Association. A new sub-clause (12A) will be added to the Ancillary Objects clause, enabling the company to:

• Amalgamate or merge with other businesses
• Enter into partnerships or joint ventures
• Acquire interests in other businesses
• Engage in profit-sharing arrangements

These amendments aim to provide Bhagyanagar India Limited with greater flexibility in its corporate strategy and potential for expansion.

Upcoming Annual General Meeting

The 40th Annual General Meeting of Bhagyanagar India Limited is scheduled for September 30, 2025, and will be conducted via video conferencing. The record date for determining eligible voting members has been set as September 23, 2025.

These board approvals reflect Bhagyanagar India Limited's commitment to strong corporate governance and strategic growth. As the company moves forward with these changes, shareholders will have the opportunity to vote on these crucial matters at the upcoming AGM.