FDC Ltd. — AGM Information 2025

Sep 25, 2025

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Date :- September 25, 2025

To, BSE Limited Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai - 400 001 Scrip Code: 531599

National Stock Exchange of India Ltd. Exchange Plaza, Plot no. C/1, G Block, Bandra-Kurla Complex, Bandra (E), Mumbai - 400 051 Symbol: FDC

Sub.: Proceedings of 85[th] Annual General Meeting held on September 25, 2025.

Ref: Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI Listing Regulations”).

Dear Sir/Madam,

This is to inform you that 85[th] Annual General Meeting of the members of FDC Limited was held on Thursday, September 25, 2025 at 10.00 a.m. (IST) through Video Conferencing (“VC”)/ Other Audio Visual Means (“OAVM”) in compliance with the applicable provisions of the Companies Act, 2013 and Rules made thereunder read with MCA Circulars and SEBI Circulars. Pursuant to Regulation 30 of SEBI Listing Regulations, please find enclosed proceedings of the 85[th] Annual General Meeting.

The Results of the matters that were put to vote, as required under Regulation 44 of the SEBI Listing Regulations will be submitted separately.

Kindly take the same on record.

Thanking you,

Yours truly, For FDC Limited VARSHA Digitally signed by VARSHARANI RANI KATRE Date: 2025.09.25 KATRE 16:27:24 +05'30' Varsharani Katre Company Secretary & Legal Head Mem. No.:- FCS 8948

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SUMMARY OF PROCEEDINGS OF 85[TH] ANNUAL GENERAL MEETING OF FDC LIMITED

The 85[th] Annual General Meeting (‘85[TH] AGM/the Meeting/AGM’) of the Members of FDC Limited was held on Thursday, September 25, 2025 at 10.00 a.m. through Video Conferencing (“VC”)/ Other Audio Visual Means (“OAVM”) . The meeting was held in compliance with the General Circular No. 09/2024 dated September 19, 2024, issued by the Ministry of Corporate Affairs (MCA) and circular issued by SEBI vide circular no. SEBI/ HO/ CFD/ CFDPoD-2/ P/ CIR/ 2024/ 133 dated October 3, 2024 (“SEBI Circulars”) and in compliance with the applicable provisions of the Companies Act, 2013 (“the Act”) read with rules made thereunder, the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI Listing Regulations/Listing Regulations”) and Secretarial Standards on General Meetings (“SS-2”) issued by the Institute of Company Secretaries of India. The meeting commenced at 10.00 a.m.

Directors Present:

Directors Present:
CA. UdayKumar Gurkar	- Chairman of the Board & Independent Director
Mr. Mohan A. Chandavarkar	- Managing Director (Chairman - Corporate Social Responsibility Committee)
Mr. Nandan M. Chandavarkar	- Joint ManagingDirector
Mr. Ameya A. Chandavarkar Mr. Ashok A. Chandavarkar	- CEO - International Business & Executive Director (Chairman of Risk Management Committee) - Executive Director

Directors Present through VC

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Ms. Nomita R. Chandavarkar - Non-Executive & Non-Independent Director
-
Dr. Mahesh Bijlani Independent Director
(Chairman Stakeholder Relationship Committee and
Nomination and Remuneration Committee)
-
CA. Vijay Nautamlal Bhatt Independent Director
-
CA. Vijay Suresh Maniar Independent Director
(Chairman of Audit Committee)
Dr. Charuta Mandke - Independent Director
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Key Managerial Persons:

Key Managerial Persons:
Mr. VijayDharmadatt Bhatt	- Chief Financial Officer
CS. Varsharani Katre	- CompanySecretary& Legal Head

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In Attendance:

Mr. Amar Sunder	Partner of BSR & Co. LLP, Statutory Auditors
Mr. Sanjay Dholakia	Proprietor of M/s. Sanjay Dholakia and Associates, Practicing Company Secretary, Secretarial Auditor and the Scrutinizer for the purpose of remote e- votingand e-votingduring85thAGM

Top Management Team:-

Mr. Mayank Tikkha	Senior VP- Sales & Marketing, Business Development & Commercial Excellence

Total 67 members attended the AGM.

Ms. Varsharani Katre, Company Secretary & Legal head of the Company greeted the Shareholders and gave a brief on the necessary Statutory Information regarding the 85[th] AGM held through VC/OAVM. She informed that the meeting was conducted through Video Conferencing (“VC”)/Other Audio Visual Means (“OAVM”) facility without physical presence of the Members.

The deemed venue of the 85[th] AGM was Registered office of the Company situated at Waluj, Chhatrapati Sambhaji Nagar, Maharashtra.

She also apprised that in compliance with MCA Circulars and SEBI Circulars, the Company had sent the Notice of the 85[th] AGM along with the Annual Report for the financial year 2024-25, in electronic form to those Members whose e-mail addresses are registered with the Company/Depositories/RTA. Further these documents were also made available on the Websites of the Company and Stock Exchanges.

The Company Secretary further informed that the Company had taken all feasible steps to ensure that the shareholders were provided an opportunity to participate in this AGM and vote. Since the meeting was held through VC there was no requirement of presence of member in person, therefore, in line with applicable guidelines, there was no requirement of appointing proxies.

She further stated that the Register of Directors & KMPs (including their shareholding) maintained under Section 170 and the Register of Contract maintained under section 189 of the Companies Act, 2013, were made available electronically for inspection by the Members during the 85[th] AGM.

Thereafter, she handed over the proceedings to Mr. Uday Kumar Gurkar, Chairman of the Board.

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Mr. Uday Kumar Gurkar, Chairman of the Board and Independent Director, Chaired the proceedings of the 85[th] AGM of the Company. He then introduced the Directors on the Board and other attendees one by one.

The requisite quorum being present, the Chairman called the Meeting to order.

The Chairman informed that the Notice of 85[th] AGM along with the Explanatory Statement, Directors’ Report and Audited Financial Statements for the Financial Year 2024-25 were already circulated and disseminated to the shareholders and hence, the same be taken as read.

The Auditor’s Report for the year ended March 31, 2025 did not contain any qualifications or comments on financial statements nor it highlights any matter, which has any adverse effect on the functioning of the Company during the Financial Year 2024-25. Hence, the said Auditor’s report was taken as read.

Thereafter, the Chairman briefly deliberated on the performance of Company and appreciated the Management and whole FDC Team.

He expressed his gesture to all the employees, workforce, customers, partners, the medical community, Government, and shareholders for their support.

The Chairman, then requested Mr. Mohan Chandavarkar, Managing Director of the Company to address the Members.

The Managing Director apprised the members about the Company’s vision, comprehensive plans to expand global presence and various other initiatives.

He thanked all stakeholders for their strong support and confidence on FDC based on which company is driven to achieve new milestones, shape a brighter future and positive impact on global healthcare.

The Managing Director, then requested the Chairman, to take up the further proceedings.

The Chairman informed that as the meeting was held through VC facility, the practice of proposing and seconding of resolutions is not required.

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The following items of business as set out in the Notice of 85[th] AGM were put for shareholders consideration and approval:

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Sr. Particulars Resolutions
No. (Ordinary/ Special)
Ordinary Business:
1. Adoption of the Audited Standalone Financial Statement of the Ordinary Resolution
Company for the Financial Year ended March 31, 2025 together
with the Reports of the Board of Directors and Auditors
thereon.
2. Adoption of the Audited Consolidated Financial Statement of Ordinary Resolution
the Company for the Financial Year ended March 31, 2025
along with the Report of Auditors thereon.
3. Re-appointment of Mr. Ameya Ashok Chandavarkar (DIN: Ordinary Resolution
00043238) CEO-International Business & Executive Director,
who retires by rotation and being eligible, offered himself for
re-appointment
Special Business:
4. Ratification of Remuneration payable to the Cost Auditors for Ordinary Resolution
the Financial Year 2025-2026.
5. Re-appointment of Mr. Ashok Anand Chandavarkar (DIN: Special Resolution
00042719) as an Executive Director of the Company.
6. Appointment of M/s. Sanjay Dholakia & Associates, Practicing Ordinary Resolution
Company Secretaries, as Secretarial Auditors of the Company.
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The Chairman informed that the Members were encouraged to express their views/ask questions at the 85[th] AGM by pre-registration as Speaker and also to share their queries in writing to the Company.

Members who had registered themselves as Speakers for the meeting, were invited to ask queries/seek clarification. Thereafter Mr. Mohan Chandavarkar, Managing Director of the Company suitably replied to queries of speakers as well as the written queries received by the Company.

Thereafter, the Chairman continued the proceedings and informed the Members that pursuant to the provisions of the Act and the Rules made thereunder and SEBI Listing Regulations, the Company had provided remote e-voting facility through the NSDL Portal to the members to cast their votes electronically on all resolutions set out in the Notice of 85[th] AGM. He further informed that the remote e-voting commenced on September 22, 2025 at 09.00 a.m. (IST) and ended on September 24, 2025 at 05.00 p.m. (IST) .

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The Chairman reminded all the Shareholders who could not vote, to vote through NSDL Portal and the e-voting facility would remain open for 15 minutes post the AGM proceedings.

The Company had appointed Mr. Sanjay Dholakia, proprietor of M/s. Sanjay Dholakia and Associates, Practising Company Secretaries, having C.P. No. 1798 as Scrutinizer to scrutinize the votes cast through remote e-voting and e-voting at the AGM and issue the report thereon in the prescribed manner.

He further informed to the Members that the consolidated Scrutinizer’s Report would be announced within 48 hours from the conclusion of the meeting and shall be intimated to the Stock Exchanges and uploaded on the website of the Company and NSDL.

The Chairman thanked all the members and attendees for attending the 85[th] AGM and declared the meeting as concluded.

The meeting concluded at 11:25 a.m. (including the time allowed for e-voting after the AGM)

This is for your information and record.

Yours truly,

For FDC LIMITED

VARSHA Digitally signed by VARSHARANI RANI KATRE Date: 2025.09.25 KATRE 16:28:08 +05'30'

Varsharani Katre Company Secretary & Legal Head Mem. No. FCS 8948

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