GSI_Rev

GENERAL SHAREHOLDER INFORMATION

19th Annual General Meeting (AGM)

Date

21 July 2026

Day

Tuesday

Time

12:30 p.m.

Venue/Mode

Registered office at Mumbai-Pune Road, Akurdi, Pune 411035

Remote e-voting starts

Thursday, 16 July 2026 at 9:00 a.m.

Remote e-voting ends

Monday, 20 July 2026 at 5:00 p.m.

E-voting at AGM

Tuesday, 21 July 2026

Financial Year

01 April to 31 March

Live webcast of the AGM

Pursuant to regulation 44(6) of the SEBI Regulations, 2015, top 100 listed entities shall, with effect from 01 April 2019, provide one-way live webcast of the proceedings of their AGM. Accordingly, as in the previous year, the Company has entered into an arrangement with KFin to facilitate live webcast of the proceedings of the ensuing 19th AGM scheduled on 21 July 2026.

Voting through electronic means

Pursuant to section 108 of the Act and the Rules made thereunder and provisions under the SEBI Listing Regulations, 2015, every listed company is required to provide its members, the facility to exercise their right to vote at general meetings by electronic means.

The Company has entered into an arrangement with KFin as the authorised agency for this purpose, to facilitate such e-voting for its members.

The shareholders will therefore be able to exercise their voting rights on the items put up in the Notice of AGM, through e-voting. Further, in accordance with the Companies (Management and Administration) Rules, 2014 and MCA circulars, the Company will also be making arrangements to provide for e-voting facility at the venue of the Annual General Meeting.

Shareholders, who are attending the meeting and who have not already cast their votes by remote e-voting shall only be able to exercise their right of voting at the meeting.

The cut-off date, as per the said Rules, shall be Tuesday, 14 July 2026 and the remote e-voting shall be open for a period of five days, from Thursday, 16 July 2026 (9.00 a.m.) till Monday, 20 July 2026 (5.00 p.m.). The Board have appointed Shri Vaibhav Dandawate (ACS No. 51538, CP No. 27947), or failing him, Ms. Deepti Kulkarni (ACS No. A34733, CP No. 22502), Partners of M/s. Makarand M Joshi & Co., Company Secretaries as the scrutiniser for the e-voting process.

The detailed procedure is given in the Notice of the 19th AGM and is also placed on the Company's website at https://www.bajajauto.com/investors/annual-reports

Financial calendar

Approval of audited annual results for year ending 31 March

April/May

Mailing of annual reports

June

Annual general meeting

July

Unaudited first quarter financial results

July

Unaudited second quarter financial results

October

Unaudited third quarter financial results

January/early February

Share transfer agent

The Company has appointed KFin Technologies Ltd. ('KFin'), as its registrar and share transfer agent for processing of share transfer/dematerialisation/rematerialisation and allied activities.

Issue of Letter of confirmation (to the extent permitted)/Confirmation Letter for request related to transmission, transposition, issue of duplicate share certificate(s) as well as requests for dematerialisation/rematerialisation are being processed in periodical cycles at KFin. Work related to dematerialisation/rematerialisation is handled by KFin through connectivity with National Securities Depository Ltd. ('NSDL') and Central Depository Services (India) Ltd. ('CDSL').

Review of service standards adhered by KFin with respect to share related activities

The Company has agreed service timelines and standards for various shareholder-related services with KFin. On an on-going basis, the secretarial team engages with officials of KFin at various levels for review of these standards. Periodic meetings and discussions are held to understand the concerns of shareholders, deviations, if any, in the timelines for processing service requests, best practices and other measures to strengthen shareholder-related services.

Record Date

The Company has fixed Friday, 29 May 2026 as the ‘Record Date’ for the purpose of determining the members eligible to receive dividend for the financial year 2025-26.

Dividend and date of dividend payment

The Board of directors has proposed a dividend of 150 per equity share (1500%) of the face value of 10 for the financial year 2025-26, subject to approval of members at the ensuing AGM.

Dividend on equity shares, if declared, at the AGM, will be credited/dispatched on or around 24 July 2026, as under:

a)

to all those shareholders holding shares in physical form, as per the details provided to the Company by the share transfer agent of the Company i.e., KFin, as of the closing hours on Friday, 29 May 2026 and

b)

to all those beneficial owners holding shares in electronic form as per beneficial ownership details provided to the Company by NSDL and CDSL, as of the closing hours on Friday, 29 May 2026.

Payment of dividend

The Securities and Exchange Board of India (SEBI) has issued a Gazette Notification dated 18 November 2025 notifying the SEBI (Listing Obligations and Disclosure Requirements) Fifth Amendment Regulations, 2025, which came into force on 19 November 2025, being the date of publication in the Official Gazette, require companies to use any electronic mode of payment approved by the Reserve Bank of India (RBI) for making payments to the members.

In view of the aforesaid amendment in Regulation 12 of SEBI Listing Regulations, with effect from 19 November 2025, all payments shall be made only through electronic mode. No physical warrants, cheques or demand drafts shall be issued towards payment of dividends, interest, redemption or repayment amounts.

Accordingly, the dividend, if declared, will be paid only through electronic mode, where the bank account details of the members are available and intimation regarding such remittance will be sent separately to the members.

The aforesaid SEBI circular and newspaper advertisement published in this regard are available on the shareholders section of Company’s website at https://www.bajajauto.com/investors/miscellaneous and https://www.bajajauto.com/investors/disclosures

Members holding security in physical or demat form are requested to update their KYC details, including correct and updated bank account details with Registrar and Share Transfer Agent ('RTA’) or their respective Depository Participants ('DPs') as applicable, to avoid any delay or non-receipt of aforesaid payments.

For the purpose of updation of KYC, the members are requested to send the details to Registrar & Transfer Agent (RTA) in the following forms:

Form

Purpose

     

ISR-1

To update PAN, address, mobile, email address and bank account details

ISR-2

Confirmation of Signature of securities holder by Bank

ISR-3

Declaration to Opt-Out of Nomination

SH-13

To register the nominee

The Company or KFin cannot act on any request received directly from the Members holding shares in demat form to update the KYC including any change of bank particulars. Such changes are to be intimated only to the DPs of the Members.

The said forms are available at https://www.bajajauto.com/investors/miscellaneous

Tax deducted at source (TDS) on dividend

Pursuant to the changes introduced by the Finance Act, 2020, w.e.f. 01 April 2020 as in the previous year, there will be no Dividend Distribution Tax payable by the Company. The dividend, if declared, will be taxable in the hands of the shareholders subject to tax deduction at source at the applicable rates. The TDS rate would vary depending on the residential status of the shareholders and the documents submitted by them and accepted by the Company. For the detailed process and formats of declaration, please refer to FAQs on Tax Deduction at Source on Dividends available on the Company’s website at https://www.bajajauto.com/investors/dividend

Unclaimed dividends

As per section 124(5) of Companies Act, 2013, any money transferred by the Company to the unpaid dividend account and remaining unclaimed for a period of seven years from the date of such transfer shall be transferred to a fund called the Investor Education and Protection Fund (the ‘Fund’) set up by the Central Government.

Accordingly, unpaid/unclaimed dividend for the financial years 2007-08 to 2017-18 has been already transferred by the Company to this said Fund from September 2015 onwards.

Unclaimed dividend amounting to 1,71,38,040/- in respect of financial year 2017-18 was transferred to the Fund in compliance with the provisions of Section 125 of the Act in September 2025.

Unpaid/unclaimed dividend for the financial year 2018-19 shall be due for transfer to the Fund in September 2026. Members are requested to verify their records and send their claim, if any, for the FY2018-19 before such amount become due for transfer. Communications are sent to 47 members, who have not yet claimed final dividend for FY2018-19, requesting them to claim the same as well as unpaid dividend, if any, for subsequent years.

Additionally, newspaper advertisements are published to enhance the visibility of these reminders. These details are also uploaded on website of the Company at https://www.bajajauto.com/investors/disclosures

As a measure to reduce the unclaimed dividend, efforts are being made on an ongoing basis to reach out to shareholders requesting them to submit necessary documents to enable them to claim their unpaid or unclaimed dividend.

The following are the details of unclaimed dividends which are due to be transferred to the Fund in the coming years including current year. Once again, members who have not claimed the dividends till date are requested to verify their records and send their claim, if any, before the same becomes due for transfer as per the table given below:

Year

Dividend Type

Date of Declaration AGM Date

Last date for claiming dividend

Due date for transfer

   

2018-2019

Final

26 July 2019

24 August 2026

23 September 2026

2019-2020

Interim(confirmed as Final)

09 March 2020

07 April 2027

06 May 2027

2020-2021

Final

22 July 2021

20 August 2028

19 September 2028

2021-2022

Final

26 July 2022

25 August 2029

24 September 2029

2022-2023

Final

25 July 2023

22 August 2030

21 September 2030

2023-2024

Final

16 July 2024

16 August 2031

15 September 2031

2024-2025

Final

06 August 2025

04 September 2032

04 October 2032

The Company has uploaded details of unclaimed dividend on its website at https://www.bajajauto.com/investors/dividend

Initiatives for reduction of unclaimed dividend

The Company with a view to reducing the quantum of unclaimed dividend has undertaken several steps as was taken in the last few years. These primarily included proactively reaching out to shareholders, sending periodic communications, advising the shareholders who approach the Company/KFin for other service requests to claim their dividend, if any, and remitting unpaid dividend, if any for KYC compliant folios. The amount is remitted based on the verification of the documents and bonafides of the claim.

To reduce the quantum of unclaimed dividends, the Company recently undertook an exercise to reconcile BENPOS master data with bank records. Following verification of relevant documents, shareholders' unpaid dividend aggregating to ₹ 1,928,508/- were successfully settled.

The Company has also participated in the 100 days Campaign "Saksham Niveshak" initiative by IEPF Authority. The first phase of the said campaign was commenced on 28 July 2025 and concluded on 06 November 2025. During this Campaign, all the shareholders who had not claimed their Dividend for any Financial Years from 2017-18 to 2024-25 or had not updated their KYC and nomination or any issues related to unclaimed dividends and shares were encouraged to update their KYC details, bank mandates and contact information so that dividend can be paid to rightful claimant and transfer of shares to IEPF Authority can be prevented.

In this regard, several communications through letters and emails were made to the shareholders.The Second phase of the said campaign is also launched by IEPF Authority w.e.f. 01 April 2026.

The Company has uploaded all details of said campaign on its website at https://www.bajajauto.com/investors/miscellaneous

Additionally, newspaper advertisement issued to enhance the visibility. The copy of the newspaper advertisements is available on the Company’s website at https://www.bajajauto.com/investors/disclosures

Transfer of shares to IEPF

Pursuant to section 124(6) of Companies Act, 2013 and the Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Rules, 2016, as amended (the ‘IEPF Rules’), all shares in respect of which dividend has not been paid or claimed for seven consecutive years or more shall be transferred by the Company to the IEPF, within 30 days of such shares becoming due for transfer.

Accordingly, the Company will send individual letters through ordinary/speed post and e-mail to such shareholders, whose dividend from the year 2018-19 has remained unclaimed, requesting them to claim the amount of unpaid dividend on or before the date on which Company must transfer the related shares to the demat account of IEPF. The Company also publishes, on an annual basis, a notice in the newspapers intimating the shareholders regarding the said transfer. These details are also be made available on the Company’s website https://www.bajajauto.com/investors/disclosures

During the year under review, the Company transferred 4,254 [previous year: 14,836] equity shares of the face value of ₹ 10 each relating to 69 shareholders [previous year: 20] to the demat Account of the IEPF Authority held with NSDL/CDSL. Details of such shareholders, whose shares are transferred to IEPF and their unpaid dividends for subsequent years are available on the website of the Company at https://www.bajajauto.com/investors/dividend

Shareholders can claim such unpaid dividends and underlying shares transferred to the Fund by following the procedure prescribed in the IEPF Rules. A link to the procedure to claim is available on the Company’s website at https://www.bajajauto.com/investors/miscellaneous

Shareholders are requested to get in touch with the compliance officer for further details on the subject at investors@bajajauto.co.in

Share Transfer System

SEBI’s amended regulation 40 of the Listing Regulations, 2015, prohibits the transfer of securities in physical form from 01 April 2019.

SEBI vide its Circular No. HO/38/13/11(2)2026-MIRSD-POD/I/3750/2026 dated 30 January 2026, has provided a special window that has been opened by the Company for lodgement of transfer and dematerialisation request of physical securities which were sold/purchased prior to 01 April 2019. The special window has been opened for a period of 1 (one) year from 05 February 2026 to 04 February 2027.

This facility is available to those shareholders who purchased physical shares of the Company prior to 01 April 2019, and;

   had not lodged the shares for transfer; or

•   had lodged the shares for transfer, but the same were rejected/returned/not attended due to deficiency in the

     documents/process/or otherwise.

Eligible shareholders are requested to submit the requisite documents complete in all aspects with the Company's Registrar and Transfer Agent on or before 04 February 2027.

During the year, the communication regarding above were made to the shareholders through social media, newspaper advertisements and the company's website. The copy of the said circular and advertisements are available on the company's website at https://www.bajajauto.com/investors/miscellaneous and https://www.bajajauto.com/investors/disclosures

SEBI vide its master circular SEBI/HO/MIRSD/MIRSD-PoD/P/CIR/2025/91 dated 23 June 2025 has provided the guidelines to issue the securities in dematerialised form by issuing a ‘Letter of Confirmation’ in lieu of physical securities certificates to the securities holder/Claimant within 30 days of its receipt of such request after removing objections, if any.

Further, SEBI vide its circular HO/38/13/(3)2026-MIRSD-POD/I/3763/2026 dated 30 January 2026, effective from 02 April 2026, prescribed the procedure for credit of securities issued pursuant to various service requests in demat mode, directly into the demat account of the investor after necessary due diligence by RTA/Company.

The details are also made available on the Company’s website https://www.bajajauto.com/investors/miscellaneous.

The total number of shares transferred by issuing letter of confirmations during 2025-26 due to transmission/deletion of name cases was 30,726 shares versus 72,879 shares during 2024-25.

Dematerialisation/Rematerialisation of shares

During 2025-26, 141,455 shares were dematerialised, versus, 126,631 shares in 2024-25. Nil shares were rematerialized during 2025-26 versus Nil shares in 2024-25. Shares held in physical and electronic mode as on 31 March 2026 are in Table 1.

Table 1: Shares held in physical and electronic mode

Particulars

Position as on 31 March 2026

Position as on 31 March 2025

Net change during 2025-26

No. of Share holders

No. of shares

% to total share holding

No. of Share holders

No. of shares

% to total share holding

No. of Share holders

No. of shares

% to total share holding

   

Physical

426

718,440

0.26

474

800,908

0.29

(48)

(82,468)

(0.03)

Demat

NSDL

132,346

204,944,184

73.32

138,398

204,009,376

73.05

(6,052)

934,808

0.28

CDSL

190,404

73,835,214

26.42

215,345

74,447,324

26.66

(24,941)

(612,110)

(0.24)

Sub-total

322,750

278,779,398

99.74

353,743

278,456,700

99.71

(30,993)

322,698

0.03

Total

323,176

279,497,838

100

354,217

279,257,608

100

(30,567)

240,230

Stock code

1. BSE Ltd., Mumbai

532977

2. National Stock Exchange of India Ltd.

BAJAJ-AUTO

3. ISIN for depositories (NSDL and CDSL)

INE917I01010

Listing on stock exchanges

Shares of the Company are currently listed on the following stock exchanges:

Name

Address

1. BSE Ltd. (BSE)

1st Floor, New Trading Ring Rotunda Building, P J Tower Dalal Street, Fort, Mumbai 400 001.

2. National Stock Exchange of India Ltd. (NSE)

Exchange Plaza, 5th Floor Plot No.C-1, G Block Bandra-Kurla Complex Bandra (East), Mumbai 400 051.

Pursuant to the SEBI Listing Regulations, 2015 the Company has entered into a Uniform Listing Agreement with BSE and NSE. For FY 2026, the listing fees payable to these stock exchanges have been paid in full.

Market price data

Table 2: Monthly highs and lows of Company’s shares in FY2026 ( vis-à-vis BSE Sensex)

Month

BSE

NSE

Closing BSE Sensex

High

Low

High

Low

    

Apr-25

8,329.95

7,088.25

8,328.00

7,089.35

77,414.92

May-25

9,006.60

7,556.05

9,007.00

7,612.00

80,242.24

Jun-25

8,770.00

8,251.05

8,770.00

8,250.00

81,451.01

Jul-25

8,482.05

7,882.80

8,484.00

7,930.50

83,606.46

Aug-25

8,871.00

7,879.45

8,872.50

7,858.50

81,185.58

Sep-25

9,471.00

8,637.65

9,490.00

8,640.00

79,809.65

Oct-25

9,223.75

8,490.10

9,236.50

8,491.50

80,267.62

Nov-25

9,250.00

8,606.00

9,254.50

8,605.00

83,938.71

Dec-25

9,396.55

8,735.00

9,398.00

8,735.00

85,706.67

Jan-26

9,883.30

9,074.65

9,888.00

9,072.00

85,220.60

Feb-26

10,186.60

9,180.75

10,187.00

9,175.50

82,269.78

Mar-26

9,920.00

8,720.20

9,941.50

8,742.50

81,287.19


Distribution of shareholding

Table 3 gives details about the pattern of shareholding across various categories as on 31 March 2026, while Table 4 gives the data according to size classes.

Table 3: Distribution of shareholdings across Categories

As on 31 March 2026

As on 31 March 2025

Categories

No. of shares

% to total capital

No. of shares

% to total capital

Promoters

153,756,828

55.01

153,708,367

55.04

FPIs/FIIs

24,653,845

8.82

32,411,270

11.61

Mutual Funds

20,053,327

7.17

18,264,671

6.54

Nationalised and other banks

75,626

0.03

143,739

0.05

NRIs and OCBs

2,094,554

0.75

2,006,885

0.72

Others

78,863,658

28.22

72,722,676

26.04

Total

279,497,838

100.00

279,257,608

100.00

Table 4: Distribution of shareholding according to size class as on 31 March 2026

No. of shareholders

Shares held in each class

Category

Number

%

Number

%

1 to 500

316,575

97.96

6,139,495

2.20

501 to 1000

2,245

0.69

1,645,199

0.59

1001 to 2000

1,408

0.44

2,054,173

0.73

2001 to 3000

652

0.20

1,620,630

0.58

3001 to 4000

392

0.12

1,376,139

0.49

4001 to 5000

289

0.09

1,303,572

0.47

5001 to 10000

582

0.18

4,099,918

1.47

10001 and above

1,033

0.32

261,258,712

93.47

Total

323,176

100.00

279,497,838

100.00

Shareholders' and investors' grievances

The Board of directors of the Company has a stakeholders relationship committee to specifically look into and resolve grievances of security-holders on various matters.

Routine queries/complaints received from shareholders are promptly attended to and replied. Queries/complaints received during FY2026 were relating to dividend payment, issue of duplicate shares, Entitlement letter etc.

During the year, twenty-seven complaints were received from SEBI/Stock Exchanges/Investors that were resolved to the satisfaction of investors. As on 31 March 2026, there were two complaints which are under review by the SEBI and no action remained to be taken on the Company’s side at the year end.

Green initiative

The Company believes in driving environmental initiatives. As a step in this direction, it availed of special services offered by NSDL/CDSL to update email addresses of shareholders holding shares with depository participant registered with these entities and who have not registered their email addresses. This will enable such shareholders to immediately receive various email communication from the Company from time to time including the Annual Report, dividend credit intimation etc. Shareholders who have not updated their email, are requested to do so by sending a request to the Company/KFin or their respective depository participant.

Also, the Company has availed of the special services offered by NSDL/CDSL for sending SMS per demat account where email address is not registered.

Demat suspense account with HDFC Bank for unclaimed shares

A)

In accordance with the provisions contained in clause 5A of the erstwhile Listing Agreement (corresponding to regulation 39(4) of the SEBI Listing Regulations, 2015) as amended by SEBI through its circular dated 16 December 2010, the Company, during 2011-12, had sent three reminders to such shareholders whose shares were lying 'undelivered/unclaimed' with the Company; and then followed it by opening of the unclaimed share suspense demat account titled ‘Bajaj Auto Ltd. – Unclaimed Suspense Account’ with the HDFC Bank in April 2012.

     

After completing the necessary formalities, 44,375 shares held by 148 shareholders were transferred to this suspense account in April 2012. Voting rights on such shares remain frozen till the rightful owner claims these shares.

     

The Company, acting as a trustee in respect of the unclaimed shares, follows the modalities for the operation of the said account in the manner set out in regulation 39(4) of the SEBI Listing Regulations, 2015.

     

The summary of this account for FY2026 is as follows:

Sr. No.

Particulars

No. of shareholders

Outstanding shares

     

i.

Aggregate no. of shareholders & the outstanding shares lying in the Unclaimed Suspense Account as on 01 April 2025

19

2,117

ii.

No. of shares transferred to Unclaimed Suspense Account during the year 2025-26

NIL

NIL

iii.

No. of shareholders who approached to the Company & the claim were settled [shares were transferred from the Unclaimed Suspense Account to shareholders during the year 2025-26]

NIL

NIL

iv.

Aggregate no. of shareholders & the outstanding shares lying in the Unclaimed Suspense Account as on 31 March 2026

19

2,117

B)   In accordance with the SEBI circular SEBI/HO/MIRSD/MIRSD_RTAMB/P/CIR/2022/8 dated 25 January 2022 on ‘Issuance of Securities in dematerialized form in case of Investor Service Requests’, the Letter of Confirmation which are not dematerialized within 120 days from the date of its issuance, the RTA/Issuer Companies credits the securities to the Suspense Escrow Demat Account of the Company. Pursuant to the said circular, the Company has opened a suspense escrow demat account with HDFC Bank. The position of the said demat account as on 31 March 2026 is as follows:

Sr. No.

Particulars

No. of shareholders

Outstanding shares

     

i.

Aggregate no. of shareholders & the outstanding shares lying in the Unclaimed Suspense Account as on 01 April 2025

3

13,790

ii.

No. of shares transferred to Unclaimed Suspense Account during the year 2025-26

5

3,310

iii.

No. of shareholders who approached to the Company & the claim were settled [shares were transferred from the Unclaimed Suspense Account to shareholders during the year 2025-26]

NIL

NIL

iv.

Aggregate no. of shareholders & the outstanding shares lying in the Unclaimed Suspense Account as on 31 March 2026

8

17,100

Certifications obtained from Practising Company Secretary

The Company has inter-alia obtained the following certifications by the Practising Company Secretary for share-related matters, as per the details given below:

Regulation

Frequency

     

Reconciliation of Share Capital under Regulation 76 of SEBI (Depositories and Participants) Regulations, 2018

Quarterly

Nomination

Details of nomination shall be furnished through hard copy or electronic mode with e-signatures as follows:

i.   Either,

    Nomination through Form SH-13 as provided in the Rules 19(1) of Companies (Shares capital and debenture

      Rules, 2014 or

•    ‘Declaration to Opt-out’, as per Form ISR-3

ii.   Securities holder(s) can change or cancel their nominee through Form SH-14

iii.   Nomination facility for shares held in electronic form is also available with depository participant.

The said forms are available on the website of the Company at https://www.bajajauto.com/investors/miscellaneous

Issuance of Securities in dematerialised form in case of Investor Service Requests

Pursuant to SEBI vide its master circular SEBI/HO/MIRSD/MIRSD-PoD/P/CIR/2025/91 dated 23 June 2025, mandated that the listed Companies shall issue the securities in dematerialized form only, while processing the following service requests:

•   Issue of Duplicate securities certificate;

•   Claim from Unclaimed Suspense account;

•   Renewal/Exchange of securities certificate;

•   Endorsement;

•   Sub-division/Splitting of securities certificate;

•   Consolidation of securities certificates/folios;

•   Transmission;

Transposition;

For enabling the shareholders to demat their securities, the Registrar and Share transfer Agent shall issue a ‘Letter of Confirmation’ in lieu of physical share certificates to physical shareholders for enabling them to dematerialise the securities.

Further, SEBI vide its circular HO/38/13/(3)2026-MIRSD-POD/I/3763/2026 dated 30 January 2026, effective from 02 April 2026, prescribed the procedure for credit of securities issued pursuant to various service requests (applicable on all above mentioned service requests) in demat mode, directly into the demat account of the investor after necessary due diligence by RTA/Company.

The details are also made available on the Company’s website https://www.bajajauto.com/investors/miscellaneous.

Simplification of Procedure of Transmission of Securities

SEBI vide its circular SEBI/HO/MIRSD/MIRSD-PoD/P/CIR/2025/91 dated 23 June 2025, specified the operational guidelines for processing investors’ service request (applicable on all above mentioned service requests) for the purpose of transmission of securities and formats of various documents which are required to be furnished for the processing of transmission of securities.

The procedure provided in this circular is duly followed by our registrar and share transfer agent while processing transmission service request. A link to the procedure is available on the Company’s website at https://www.bajajauto.com/investors/miscellaneous

Simplification of Procedure for issuance of Duplicate Share Certificates

SEBI, vide circular no. SEBI/HO/MIRSD/MIRSD_ RTAMB/P/CIR/2022/70 dated 25 May 2022, read with Para 22 of Master Circular for Registrars to an Issue and Share Transfer Agents (‘RTAs’) dated 23 June 2025 (‘master circular’), prescribed the documentary, procedural requirements and threshold for such issuance.

With the objective of further simplifying the procedure of issuance of duplicate securities and to make it more efficient and investor friendly, SEBI vide its circular HO/38/13/11(3)2025-MIRSD-POD/I/1102/2025 dated 25 December 2025 reviewed the threshold and simplified the documentation for issuance of duplicate securities certificates.

The procedure provided in this circular is duly followed by our registrar and share transfer agent while processing Duplicate share certificates service request.

A link to the procedure is available on the Company’s website at https://www.bajajauto.com/investors/miscellaneous

Further, the said circular also mandates the listed company to take special contingency policy from insurance company towards the risk arising out of the requirements relating to issuance of duplicate securities in order to safeguard and protect the interest of the listed company. The Company is in compliance with said circular.

Investor grievances redressal through the SEBI Complaints Redress System (SCORES) platform and Online Dispute Resolution (ODR)

SEBI vide its circular SEBI/HO/OIAE/IGRD/CIR/P/2023/156 dated 20 September 2023 stated that a complaint lodged in SCORES platform will automatically be forwarded to the concerned entity with a copy to designated body.

Entity will upload Action Taken Report (ATR) on SCORES within 21 days from the receipt of the Complaint. Failure which, the designated body will take cognizance of the complaint for first review of the resolution through SCORES and ask Company to submit ATR to the designated body. The complainant may seek a second review by SEBI of the Complaint within 15 calendar days from the date of the submission of the ATR by the Designated Body.

SEBI vide its press release PR No.06/2024 dated 01 April 2024, launched the new version of the SEBI Complaint Redress System (SCORES 2.0).

The details of the above circular and press release are available on your Company’s website at https://www.bajajauto.com/investors/miscellaneous

Investors can lodge complaints only through new version of SCORES i.e. https://scores.sebi.gov.in from 01 April 2024.

In case a member is not satisfied with the resolution provided by the Company/RTA, then the online dispute resolution process can be initiated through the ODR portal at https://smartodr.in/odr/login/.

The link to the ODR Portal is also displayed on your Company’s website at https://www.bajajauto.com/investors/online-dispute-resolution

As on 31 March 2026, no matters relating to your Company, were pending in SMART ODR mechanism.

Outstanding convertible instruments/ADRs/GDRs/warrants

The Company does not have any outstanding convertible instruments/ADRs/GDRs/warrants as on date of this report.

Investor Support Centre

Members may utilise the facility extended by the Registrar and Share Transfer Agent for raising queries pertaining to dividend, KYC updation, interest/redemption, etc. by visiting https://ris.kfintech.com/clientservices/isc/

Online Application by KFin for Investor Query, Service Request & Grievance

Members are hereby notified that our registrar and Share Transfer Agent (RTA), KFin Technologies Limited (Formerly known as KFin Technologies Private Limited), basis the SEBI Circular (SEBI/HO/MIRSD/MIRSD-PoD-1/P/CIR/2023/72 ) dated 08 June 2023, have launched an online application which can be accessed at https://ris.kfintech.com > Investor Services > Investor Support.

This android mobile application can be downloaded from the Google Play Store.

Members are requested to register/sign up, using the Name, PAN, Mobile and email ID. Post registration, user can login via OTP and execute activities like, raising Service Request, Query, Complaints, check for status, KYC details, Dividend, Interest, Redemptions, e-Meeting and e-Voting details.

Quick link to access the signup page: https://kprism.kfintech.com/signup

Address for correspondence

Investors and shareholders can correspond with the share transfer agent or the registered office of the Company at the following address:

Share transfer agent

KFin Technologies Ltd. (Previously known as KFin Technologies Pvt. Ltd.)

Registered Address: 301, The Centrium, 3rd Floor, 57, Lal Bahadur Shastri Road, Nav Pada, Kurla (West), Mumbai, 400 070, Maharashtra.

CIN: L72400MH2017PLC444072

SEBI Registration No.: INR000000221

Address for Correspondence/Operations Centre:

KFin Technologies Ltd.

Unit: Bajaj Auto Ltd.

Selenium Tower B, Plot No. 31& 32, Financial District, Nanakramguda, Serilingampally Mandal, Hyderabad 500 032, Telangana.

Email ID: einward.ris@kfintech.com

Toll Free/Phone Number: 1800 309 4001

WhatsApp Number: (91) 910 009 4099

Investor Support Centre: https://kprism.kfintech.com/

KFINTECH Corporate Website: https://www.kfintech.com

RTA Website: https://ris.kfintech.com

KPRISM (Mobile Application): https://kprism.kfintech.com/signup

RTA Search: https://www.registrarsassociation.com/search

Contact persons

Bhaskar Roy

Mohd. Mohsinuddin

Tel. No: (040) 6716 2222

Fax No: (040) 2300 1153

Toll free No: 1-800-309-4001

WhatsApp Number: (91) 910 009 4099

Email: einward.ris@kfintech.com

Website: www.kfintech.com or https://ris.kfintech.com/

Company

Bajaj Auto Ltd. Mumbai-Pune Road, Akurdi, Pune 411 035.

Company Secretary and Compliance officer

Rajiv Gandhi

Tel. No: (020) 6610 4486

Fax No: (020) 2740 7380

Email: investors@bajajauto.co.in

Website: www.bajajauto.com

Shareholders may get in touch with the Company Secretary for further assistance.


Certificate of non-disqualification of directors

(Pursuant to Regulation 34 (3) and Schedule V Para C clause (10) (i) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015)

To,

The Members,

Bajaj Auto ltd.,

Bajaj Auto ltd. Complex,

Mumbai – Pune Road,

Akurdi, Pune-411035

        

We have examined the relevant disclosures provided by the directors (as enlisted in Table A)
to Bajaj Auto Ltd. having CIN L65993PN2007PLC130076 and having registered office at Bajaj Auto Ltd. Complex, Mumbai – Pune Road, Akurdi, Pune-411035, Maharashtra, India, (hereinafter referred to as ‘the Company’) for the purpose of issuing this Certificate, in accordance with regulation 34 (3) read with schedule V para C clause 10 (i) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015.

In our opinion and to the best of our information, based on (i) Documents available on the website of the Ministry of Corporate Affairs (‘MCA’) (ii) Disclosures provided by the directors to the Company, we hereby certify that none of the directors on the Board of the Company (as enlisted in Table A) have been debarred or disqualified from being appointed or continuing as directors of the Companies by the Securities and Exchange Board of India, Ministry of Corporate Affairs, or any such other statutory authority as on 31 March 2026.

Table A

Sr. No.

Name of the Directors

DIN

Date of appointment in Company

     

1.

Nirajkumar Ramkrishnaji Bajaj

00028261

30/01/2008

2.

Rajivnayan Rahulkumar Bajaj

00018262

02/05/2007

3.

Sanjivnayan Rahulkumar Bajaj

00014615

02/05/2007

4.

Pradeep Shrivastava

07464437

01/04/2016

5.

rakesh Sharma

08262670

01/01/2019

6.

Dr. Naushad Darius Forbes

00630825

18/05/2017

7.

Anami Narayan Prema Roy

01361110

14/09/2017

8.

Pradip Panalal Shah

00066242

01/04/2019

9.

Abhinav Bindra

00929250

20/05/2020

10.

Vinita Bali

00032940

01/04/2024

11.

Dr. Sangita Reddy

00006285

16/07/2024

    

General Disclaimer: Our Analysis for this certificate does not cover the verification of criteria pertaining to appointment as independent director under section 149 and criteria pertaining to appointment as Managing Director under section 196 and schedule V of the Companies Act, 2013.

For Makarand M. Joshi & Co.

Company Secretaries

ICSI UIN: P2009MH007000

Peer Review Cert. No.: 6832/2025

Kumudini Bhalerao

Partner

FCS No: 6667

CP No.: 6690

UDIN: F006667H000296506

Date: 06 May 2026

Place: Mumbai