Bayer CropScience Limited. — AGM Information 2023

Aug 17, 2023

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August 17, 2023

To, The General Manager, Listing Department, BSE Limited, P. J. Tower, Dalal Street, Mumbai – 400 001.

Bayer CropScience Ltd. CIN: L24210MH1958PLC011173

SECURITY ID: BAYERCROP SECURITY CODE: 506285

Dear Sir / Madam,

Sub.: Proceedings/Outcome of the 65th Annual General Meeting of the Company held on Thursday, August 17, 2023

Pursuant to Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, please find enclosed herewith a summary of the proceedings/outcome of the 65th Annual General Meeting of Bayer CropScience Limited (Company) held on Thursday, August 17, 2023, through Video-Conferencing (VC)/Other Audio-Visual Means (OAVM).

Registered and Corporate Office: Bayer House Central Avenue Hiranandani Estate Thane (West) – 400 607 Maharashtra, India

Tel : +91 22 2531 1234 Fax : +91 22 2545 5063 www.bayer.in www.cropscience.bayer.com

This is for your kind information and records.

Kindly take the same on record.

Yours faithfully, for Bayer CropScience Limited

NIKUNJKUMA Digitally signed by NIKUNJKUMAR R JAYSUKHLAL JAYSUKHLAL SAVALIYA Date: 2023.08.17 SAVALIYA 18:28:38 +05'30'

Nikunjkumar Savaliya

Company Secretary & Compliance Officer

Encl.: As above

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Gist of the Proceedings/Outcome of the 65th Annual General Meeting (“AGM”) of Bayer CropScience Limited (“the Company”) held on Thursday, August 17, 2023.

1. Date, time and venue of the AGM: The 65th Annual General Meeting (AGM) of the Company was held on Thursday, August 17, 2023 through Video Conferencing (VC)/Other Audio-Visual Means (OAVM) in accordance with the circulars issued by Ministry of Corporate Affairs (MCA) and Securities and Exchange Board of India (SEBI). The AGM commenced at IST 03.00 p.m. and concluded at IST 4:20 p.m.

2. Brief details of the proceedings at the AGM: Mr. Pankaj Patel, Chairman, chaired the proceedings of the AGM and requisite quorum being present called the meeting to order. He welcomed the Members attending the AGM. He informed that the meeting was being held virtually and that the Notice along with the Annual Report for financial year 2022-23 was sent to the shareholders electronically in view of the MCA and SEBI Circulars. The Chairman introduced the Directors present in the meeting and stated the location from where they are participating. He also mentioned that the representatives of the Statutory Auditor and Secretarial Auditor are present at this meeting. The Chairman then delivered his speech. He further informed the Members that the Notice of 65th AGM, the Financial Statements for the financial year 2022-23 were taken as read. As there were no qualifications in the Audit Report, it was also taken as read. The Secretarial Audit Report for the financial year 2022-23 was also taken as read considering it does not contain any qualification, reservation, or adverse remark.

Mr. Nikunjkumar Savaliya, Company Secretary & Compliance Officer informed that the remote e-voting was made available to the shareholders along with the facility to e-vote during the AGM as well for those who have not casted their vote through remote e-voting. Mr. B. Narasimhan (Membership No. FCS 1303/CP No.10440) of BN & Associates, Practicing Company Secretaries, was the Scrutinizer to ensure that the voting process is conducted in a fair and transparent manner.

After that, the Company Secretary took the members through the resolutions proposed for approval. The Chairman then invited the pre-registered shareholders to make comments, offer suggestions or seek clarifications. Mr. Duraiswami Narain - Managing Director & Chief Executive Officer, Mr. Simon-Thorsten Wiebusch – Whole-time Director and Mr. Simon Britsch - Executive Director & Chief Financial Officer of the Company responded to the queries raised by the members at the meeting.

The Chairman informed the Members that the e-voting facility shall remain open for 15 minutes after the meeting is closed. He concluded the AGM by informing the members that the combined result of remote e-voting and e-voting done at the AGM will be displayed on the website of the Company and on the website of BSE Limited as per the stipulated timelines. The Chairman thanked the members for attending and participating in the AGM.

3. Manner of approval of the Resolutions:

The Scrutinizer's Report was received on August 17, 2023 and all the resolutions set out in the Notice of the AGM as mentioned below were passed with requisite majority via e-Voting.

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The following items of business were approved by the shareholders:

Ordinary Business:

• (i) Receive, consider, approve and adopt the audited standalone financial statements for the financial year ended March 31, 2023 together with the Reports of the Board of Directors and the Auditors thereon.

• (ii) Confirm the payment of Interim Dividend on Equity Shares and to declare the Final Dividend on Equity Share for the financial year ended March 31, 2023.

• (iii) Appointment of Director in place of Mr. Brian Naber (DIN: 09115300), who retires by rotation and being eligible offers his candidature for re-appointment.

• Special Business:

• (iv) Ratification of Remuneration to Cost Auditor.

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