Bonus Issue Inter-alia considered and approved/noted/recommended the following matters: 1. Increase in the Authorised Share Capital of the Company from existing Rs.50,00,00,000/- (Rupees Fifty Crore Only) consisting of 50,00,00,000 (Fifty Crore) equity shares of face value Re.1.00/- each to Rs.70,00,00,000/- (Rupees Seventy Crore Only) consisting of 70,00,00,000 (Seventy Crore) equity shares of face value Re.1.00/- each, and consequent alteration in Clause V of the Memorandum of Association of the Company relating to the share capital of the Company, subject to the approval of the members at the ensuing Extraordinary General Meeting (?EGM?). 2. Issue of bonus equity shares in the ratio of 2:5 i.e., 2 (Two) Bonus Equity Share of ?1/- (Rupee One Only) each fully paid-up for every 5 (Five) Equity Shares of ?1/- (Rupee One Only) each fully paid-up held by the shareholders of the Company as on the record date, by capitalization of free reserves/retained earnings, subject to the approval of members in Extraordinary General Meeting. 3. Appointment of Mr. Yogesh Garg (DIN: 02144584) as an Additional Director in the category of Independent Director, for a term of five consecutive years w.e.f. June 05, 2026, subject to requisite approval of the Members of the Company at the ensuing Extra Ordinary General Meeting; 4. Appointment of Ms. Diksha Rani (ICSI Membership Number: ACS 73777), as Company Secretary & Compliance Officer of the Company w.e.f. June 05, 2026. 5. Resignation of Ms. Tanya Sayal, Non- Executive Director of the Company, vide her letter dated June 5, 2026, as the Non- Executive Director of the Company, with effect from close of business hours on Jume 5, 2026, due to personal reasons. Consequently, she shall also cease to be a member of the Nomination and Remuneration Committee, Stakeholders Relationship Committee and Corporate Social Responsibility Committee of the Company 6. Notice of Extraordinary General Meeting (?EGM") of the Company to be held on Friday, July 03, 2026 at 02:00 PM (IST), through Video Conferencing (VC)/Other Audio-Visual Means (OAVM), to seek necessary approval of the members of the Company for the aforesaid agenda. The Board of Directors has approved the draft notice of the EGM and matters related thereto. The notice of the said EGM will be sent separately to the Stock Exchange(s) and to the Members of the Company and will also be available on the Company's website at www.hardwyn.com and on the website of the stock exchange(s) i.e. National Stock Exchange of India Limited at www.nseindia.com and BSE Limited at www.bseindia.com, in due course. 7. The Company has fixed Friday, June 26, 2026, as the cut-off date for the purpose of remote e-voting for ascertaining the names of the shareholders, holding shares either in physical form or dematerialized form, who will be entitled to cast their votes electronically in respect of the businesses to be transacted at the EGM of the Company.
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