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J.B. Chemicals & Pharmaceuticals Lt Proxy Solicitation & Information Statement 2026

May 25, 2026

63696_rns_2026-05-25_667f7244-0621-4a1b-8eea-2121ae4f5f8d.pdf

Proxy Solicitation & Information Statement

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JB

A TORRENT

GROUP COMPANY

May 25, 2026

BSE Ltd.
Phiroze Jeejeebhoy Towers
Dalal Street
Mumbai 400 001

BSE Scrip Code : 506943

Stock Symbol: JBCHEPHARM

Dear Sir,

Sub: Notice of Annual General Meeting

Ref.: Disclosure under regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015

In compliance with Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, enclosed please find the notice of the Annual General Meeting of the Company to be held on June 17, 2026 at 3.00 p.m. (IST) through Video Conferencing (VC)/Other Audio Visual Means (OAVM).

We request you to take the above on record.

Thanking you,

Yours faithfully,

For J.B. Chemicals & Pharmaceuticals Limited

SANDEEP
ANIL
PHADNIS

Digitally signed by
SANDEEP ANIL
PHADNIS
Date: 2026.05.25
16:20:09 +00'00'

Sandeep Phadnis
Vice President – Secretarial
& Company Secretary

Registered Office:
J. B. Chemicals & Pharmaceuticals Limited
CIN: L24390GJ1976PLC173077
302, Iscon Mall, Star India Bazar Building,
Opp. Jodhpur BRTS Satellite,
Ahmedabad- 380015, Gujarat, India
Email: [email protected]

Corporate Office:
J. B. Chemicals & Pharmaceuticals Limited
CIN: L24390GJ1976PLC173077
Cnergy IT Park, Unit A, 3rd Floor, Appa Saheb Marathe Marg,
Prabhadevi, Mumbai 400 025.
Tel.: +91 22 2439 5200/5500

www.jbpharma.com


Notice

img-0.jpeg

A TORRENT GROUP COMPANY

J. B. Chemicals & Pharmaceuticals Limited

Regd. Office: 302, Iscon Mall, Star India Bazar Building, Opp. Jodhpur BRTS Satellite, Ahmedabad- 380015, Gujarat

Corporate Office: Cnergy IT Park, Unit A2, 3rd Floor, Appa Saheb Marathe Marg, Prabhadevi, Mumbai 400 025, Maharashtra

Tel.: +91 22 2439 5200/5500

CIN: L24390GJ1976PLC173077

Email: [email protected]

Website: www.jbpharma.com

Notice

NOTICE IS HEREBY GIVEN THAT THE FIFTIETH ANNUAL GENERAL MEETING OF THE MEMBERS OF J. B. CHEMICALS & PHARMACEUTICALS LIMITED WILL BE HELD ON WEDNESDAY, JUNE 17, 2026 AT 03.00 P.M. THROUGH VIDEO CONFERENCE (VC) / OTHER AUDIO VISUAL MEANS (OAVM) TO TRANSACT THE FOLLOWING BUSINESS. THE VENUE OF THE MEETING SHALL BE DEEMED TO BE REGISTERED OFFICE OF THE COMPANY AT 302, ISCON MALL, STAR INDIA BAZAR BUILDING, OPP. JODHPUR BRTS SATELLITE, AHMEDABAD- 380015, GUJARAT.

ORDINARY BUSINESS:

  1. (a) To receive, consider and adopt the audited financial statements of the Company for the financial year ended on March 31, 2026 together with the reports of the Board of Directors and the Auditors thereon, and
    (b) To receive, consider and adopt the audited consolidated financial statements of the Company for the financial year ended on March 31, 2026 together with the report of the Auditors thereon.
  2. To confirm interim dividend of ₹ 12.70 per equity share paid during the financial year 2025-26.
  3. To declare final dividend of ₹ 9.30 per equity share for the financial year 2025-26.
  4. To appoint a Director in place of Mr. Amal Kelshikar (DIN: 06378987), who retires by rotation and being eligible, offers himself for re-appointment.

By order of the Board of Directors

For J.B. Chemicals & Pharmaceuticals Limited

Date: May 11, 2026

Place: Mumbai

Sandeep Phadnis

Company Secretary

Membership No.: A11530

JB Pharma


a TORRENT ORGUP COMPANY

NOTES:

  1. The Ministry of Corporate Affairs ("MCA") vide General Circular No. 03/2025 dated September 22, 2025 read with General Circular No. 20/2020 dated May 5, 2020, General Circular No. 14/2020 dated April 8, 2020 and General Circular No. 17/2020 dated April 13, 2020 ("said MCA Circulars") has allowed the companies to conduct Annual General Meeting (AGM) through video conferencing (VC) or other audio visual means (OAVM). Accordingly, subject to provisions of the said MCA Circulars and provisions of the Companies Act, 2013 ("Act") and the Rules made thereunder, the Board of Directors have decided to conduct this 50th AGM of the Company through VC/ OAVM in overall interest of members of the Company. Central Depository Services (India) Limited (CDSL) will provide electronic voting facility and VC/ OAVM facility for participation in the AGM. The process and the manner of remote e-voting and e-voting at AGM and procedure for participation in the AGM through VC/OAVM is given hereunder under note no. 19 to 21.

As the AGM is being held through VC/ OAVM where requirement of physical presence of the members is dispensed with, the facility of appointment of proxy by the members pursuant to Section 105 of the Act will not be available for this AGM in line with provisions of MCA Circulars. Hence, proxy form and attendance slip are not annexed to this notice.

  1. Body corporate members are requested to send scanned copies (in PDF/JPEG format) of their respective board resolutions / Power of Attorneys authorizing its representative for the purposes of voting through remote e-voting and/or participation and voting at the meeting.

  2. As the AGM will be conducted through VC/ OAVM, the institutional investors are encouraged to participate and vote at the meeting.

  3. Record Date:

  4. May 29, 2026 has been fixed as Record Date for determining names of the members holding shares of the Company entitled to receive dividend, if declared at the annual general meeting.

  5. The dividend, if declared, will be paid on or after June 19, 2026. Payment of dividend shall be subject to deduction of tax at source in accordance with provisions of Income Tax Act, 2025.

GENERAL INFORMATION

  1. From April 1, 2019, transfer of shares is allowed only if the shares are held in the dematerialized form. Hence, the members holding shares in physical form may consider dematerialization of their shares.

  2. SEBI has, through relevant circulars issued in this regard, mandated furnishing of PAN, KYC details (i.e., postal address with pin code, email address, mobile number, bank account details) and nomination details by shareholders holding securities in physical form. In view of the same, concerned shareholders are requested to furnish the requisite documents/information to the RTA at the earliest. Any service requests or complaints received from the shareholders, will not be processed by RTA till the aforesaid details / documents are provided to RTA. Dividend payments in respect of such folios wherein PAN or KYC details are not available shall only be made electronically, upon registering all the required details.

  3. The members holding shares in electronic form are requested to intimate change in their bank details and address to their respective depository participants. The members holding shares in physical form are requested to intimate change in their bank details and address to the Company's Registrars and Share Transfer Agent. This will help members avoid delay in receipt of dividend and communications from the Company.

  4. Dividend for the year 2018-19 will become due for transfer to Investor Education and Protection Fund (IEPF) on September 26, 2026. The members who have not encashed their dividend warrants are requested to approach the Company.

  5. The members are hereby also informed that those shares of the Company in respect of which dividend is unclaimed for consecutive period of seven years shall also become due for transfer to IEPF in terms of provisions of Section 124(6) of the Companies Act, 2013 read with the Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Rules, 2016 as amended. The Company has posted the list of such shareholders whose shares are liable for transfer to IEPF, on its website www.jbpharma.com. The Company has dispatched the letter to the concerned members informing them about such transfer. Such members are requested to claim their dividend on or before the date mentioned in note no. 8.

  6. The shareholders who have not yet claimed their dividend for any past period are requested to write to the Company or send e-mail to [email protected].

  7. The members, who have not yet exchanged certificate(s) of shares of face value of ₹ 1 against certificates of shares of face value of ₹ 2, consequent to reduction in face value from ₹ 2 to ₹ 1, are requested to approach the Company's Registrars and Share Transfer Agent or write to the Company.

ELECTRONIC DISPATCH OF ANNUAL REPORT AND PROCESS FOR REGISTRATION OF E-MAIL ADDRESS WITH THE COMPANY

  1. In compliance with the MCA Circulars and SEBI Circular No. SEBI/HO/CFD/CFD-PoD-2/P/CIR/2024/133 dated 03rd October, 2024, Notice of the AGM along with the Integrated Annual Report is being sent only through electronic mode

Annual Report 2025-26


Notice

to those Members whose email addresses are registered with the Company / DPs. Further, a letter providing a weblink for accessing the Notice of the AGM and Integrated Annual Report will be sent to those shareholders who have not registered their email addresses.

Any Member desirous of obtaining physical copy of the Notice of the AGM along with the Integrated Annual Report may send a request to the Company at [email protected] mentioning their name, demat account number / folio number, email id and mobile number.

Members may note that the Notice of 50th AGM and the Integrated Annual Report of the Company for the year ended March 31, 2026 have been uploaded on the Company's website www.jbpharma.com and may be accessed by the members and will also be available on the website of the Stock Exchanges i.e. BSE Limited and National Stock Exchange of India Limited at www.bseindia.com and www.nseindia.com respectively and on the website of CDSL at www.evotingindia.com.

REMOTE E-VOTING, E-VOTING AT AGM AND STEPS TO BE FOLLOWED THEREFOR

  1. Pursuant to the provisions of Section 108 of the Companies Act, 2013 read with Rule 20 of the Companies (Management and Administration) Rules, 2014, Regulation 44 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and the said MCA Circulars, the Company provides facility of e-voting to its members in respect of the business to be transacted at the AGM. For this purpose, the Company has entered into an agreement with CDSL for facilitating voting through electronic means, as the authorized agency. The facility of casting votes by the members using remote e-voting system as well as e-voting during the AGM will be provided by CDSL.

  2. The members holding shares of the Company on the cut-off date, being June 10, 2026 ("cut-off date") shall be entitled to cast votes either through remote e-voting facility or e-voting during the AGM.

(a) The members participating in the meeting who have not cast their votes by remote e-voting shall be eligible to exercise their right to vote during the meeting through e-voting process. The members who have already cast their votes by remote e-voting shall not be eligible to vote during AGM. Such members will not be allowed to change their votes subsequently or cast the votes again.

(b) Members holding shares in physical form are requested to access the e-voting facility provided by the Company through CDSL e-voting system at www.evotingindia.com

  1. Members are encouraged to utilise the Electronic Clearing System (ECS) for receiving dividends by registering their bank account details with the Company. Members holding

shares in dematerialised mode are requested to register complete bank account details with the Depository Participants and members holding shares in physical mode are requested to send a duly signed request letter to RTA mentioning the name, Folio no, bank details, self-attested copy of PAN Card and original cancelled cheque leaf along with Form ISR-1. In case of absence of name of the first shareholder on the original cancelled cheque, bank attested copy of first page of the bank passbook / statement of accounts in original along with Original cancelled cheque should be shared. Format of the Form ISR-1 and other required details are available on the website of the Company at the link www.jbpharma.com

Effective April 1 2024, SEBI has mandated that the shareholders, who hold shares in physical mode and whose folios are not updated with any of the KYC details [viz., (i) PAN (ii) Contact Details (iii) Mobile Number (iv) Bank Account Details and (v) Signature], shall be eligible to get dividend only in electronic mode. Accordingly, payment of final dividend, subject to approval at the AGM, shall be paid to physical holders only after the above details are updated in their folios.

Further, SEBI has introduced the ODR Portal to streamline and strengthen the existing dispute resolution mechanism in the Indian Securities Market. With introduction of this mechanism, there will be enhanced degree of regulatory supervision of SEBI over disputes between aggrieved parties. The ODR order is binding on the parties involved in the dispute.

  1. Process for those Members whose email ids are not registered with the Depositories or the Company for obtaining login credentials for e-voting:

  2. Members holding shares in physical form may request for the same along with providing necessary details like Folio No., Name of Member, self attested scan copy of PAN Card and Aadhar Card by email to [email protected]

  3. Members holding shares in demat form may request for the same along with providing Demat account details (CDSL-16 digit beneficiary ID or NSDL - 8 character DPID + 8 character Client ID), Name of Member, client master or copy of Consolidated Account statement, self attested scan copy of PAN Card and Aadhar Card by email to [email protected]

  4. Process for updation of email ids / mobile no of the members whose email ids / mobile no. are not registered with the Company or Depositories:

  5. Members holding shares in physical form - Update your email id and mobile no by providing Form ISR-1 and ISR-2 available on the website of the Company / RTA.

JB Pharma


JB A TORRENT GROUP COMPANY

  • Members holding shares in demat form – Update your email id & mobile no. with your respective Depository Participant (DP); for individual members holding shares in demat form, updation of email id & mobile no. is mandatory for e-voting and joining virtual meetings through depositories.

  • The toll free number regarding any query / assistance for participation in the AGM through VC / OAVM is 1800 21 09911

  • The process and the manner of voting through remote e-voting facility (i.e. voting from any place) and time schedule thereof including details about login ID, procedure for generating password and casting of vote in a secure manner is as under:

Time schedule for remote e-voting

The voting period shall commence from Sunday, June 14, 2026, at 9.00 a.m. (IST). and will end on Tuesday, June 16, 2026, at 5.00 p.m. (IST). During this period, shareholders of the Company, holding shares either in physical form or in dematerialized form, as on the cut-off date i.e., June 10, 2026 shall only be eligible to cast their votes electronically. The members are requested to note that the remote e-voting shall not be allowed beyond the aforesaid date and time and e-voting module shall be disabled by CDSL for voting thereafter.

Steps for e-voting:

Voting process and instruction regarding remote e-voting:

Section A: Voting Process:

Members should follow the following steps to cast their votes electronically:

Login method for e-voting and joining virtual meeting for individual members holding shares in demat form:

(i) Pursuant to SEBI Circular No. SEBI/HO/CFD/CMD/CIR/P/2020/242 dated December 9, 2020, under Regulation 44 of the Listing Regulations, Listed Companies are required to provide remote e-voting facility to its members, in respect of all members' resolutions.

Currently, there are multiple e-voting service providers (ESPs) providing e-voting facility to listed companies in India. This necessitates registration on various ESPs and maintenance of multiple user IDs and passwords by the members.

In order to increase the efficiency of the voting process, all the demat account holders have been enabled for e-voting by way of a single login credential, through their demat accounts / websites of Depositories / Depository Participants. Demat account holders would be able to cast their vote without having to register again with the ESPs.

(ii) Members are advised to update their mobile number and email Id in their demat accounts in order to access e-Voting facility.

Pursuant to aforesaid SEBI Circular, login method for e-Voting and joining virtual meetings for Individual members holding shares in Demat mode is given below:

Type of Members Login Method
Individual Members holding securities in Demat mode with CDSL 1. Users who have opted for CDSL's Easi / Easiest facility, can login through their existing user id and password. Option will be made available to reach e-Voting page without any further authentication. The users to login to Easi / Easiest are requested to visit CDSL website www.cdslindia.com and click on Login icon and My Easi New (Token) Tab.
2. After successful login the Easi / Easiest user will be able to see the e-Voting option for eligible companies where the e-voting is in progress as per the information provided by the Company. On clicking the e-voting option, the user will be able to see e-Voting page of the e-Voting service provider for casting the vote during the remote e-Voting period or joining virtual meeting & voting during the meeting. Additionally, there are also links provided to access the system of all e-Voting Service Providers so that the user can visit the e-Voting service providers' website directly.
3. If the user is not registered for Easi / Easiest, option to register is available at CDSL website www.cdslindia.com. Click on login & My Easi New (Token) Tab and then click on registration option.
4. Alternatively, the user can directly access e-Voting page by providing Demat Account Number and PAN No. from the e-Voting link available on www.cdslindia.com. The system will authenticate the user by sending OTP on registered Mobile & Email as recorded in the Demat Account. After successful authentication, user will be able to see the e-voting option where the e-Voting is in progress and will also be able to directly access the system of all e-voting service providers.

Annual Report 2025-26


Notice

Type of Members Login Method
Individual Members holding securities in demat mode with NSDL 1. If you are already registered for NSDL IDEAS facility, please visit the e-Services website of NSDL. Open web browser by typing the following URL: https://eservices.nsdl.com. Once the home page of e-Services is launched, click on the “Beneficial Owner” icon under “Login” which is available under ‘IDEAS’ section. A new screen will open. You will have to enter your User ID and Password. After successful authentication, you will be able to see e-Voting services. Click on “Access to e-Voting” under e-Voting services and you will be able to see e-Voting page. Click on company name or e-Voting service provider name and you will be re-directed to e-Voting service provider website for casting your vote during the remote e-Voting period or joining virtual meeting & voting during the meeting.
2. If the user is not registered for IDEAS e-Services, option to register is available at https://eservices.nsdl.com. Select “Register Online for IDEAS” Portal or click at https://eservices.nsdl.com/SecureWeb/IdeasDirectReg.jsp.
3. Visit the e-Voting website of NSDL. Open web browser by typing the following URL: https://www.evoting.nsdl.com/. Once the home page of e-Voting system is launched, click on the icon “Login” which is available under ‘Shareholder / Member’ section. A new screen will open. You will have to enter your User ID (i.e. 8 character DPID followed by 8 character Client ID), Password / OTP and a Verification Code as shown on the screen. After successful authentication, you will be redirected to NSDL Depository site wherein you can see e-Voting page. Click on company name or e-Voting service provider name and you will be redirected to e-Voting service provider website for casting your vote during the remote e-Voting period or joining virtual meeting & voting during the meeting.
4. For OTP based login you can click on https://eservices.nsdl.com/SecureWeb/evoting/evotinglogin.jsp. You will have to enter your 8-digit DP ID, 8-digit Client Id, PAN, Verification code and generate OTP. Enter the OTP received on registered email id/mobile number and click on login. After successful authentication, you will be redirected to NSDL Depository site wherein you can see e-Voting page. Click on company name or e-Voting service provider name and you will be re-directed to e-Voting service provider website for casting your vote during the remote e-Voting period or joining virtual meeting & voting during the meeting.
Individual members (holding shares in demat mode) login through their Depository Participants You can also login using the login credentials of your demat account through your Depository Participant registered with NSDL / CDSL for e-Voting facility. After successful login, you will be able to see e-Voting option. Once you click on e-Voting option, you will be redirected to NSDL / CDSL Depository site after successful authentication, wherein you can see e-Voting feature. Click on company name or e-Voting service provider name and you will be redirected to e-Voting service provider’s website for casting your vote during the remote e-Voting period or joining virtual meeting & voting during the meeting.

Important note: Members who are unable to retrieve User ID / Password are advised to use Forget User ID and Forget Password option available at abovementioned websites.

Helpdesk for Individual Members holding securities in demat mode for any technical issues related to login through Depository i.e. CDSL and NSDL:

Login type Helpdesk details
Individual Members holding securities in Demat mode with CDSL Members facing any technical issue in login can contact CDSL helpdesk by sending a request at [email protected] or contact at Toll free No. 1800 21 09911.
Individual Members holding securities in Demat mode with NSDL Members facing any technical issue in login can contact NSDL helpdesk by sending a request at [email protected] or call at : 022-48867000 and 022-24997000

Login method for e-voting and joining virtual meeting for members other than individual members holding shares in demat form & members holding in physical mode:

Step 1: Open the web browser during the voting period and log on to the e-voting website www.evotingindia.com.

Step 2: Click on “Shareholders” to cast your vote(s).

JB Pharma


JB A TORRENT GROUP COMPANY

Step 3: Please enter User ID

(i) For account holders in CDSL: Your 16 digits beneficiary ID.
(ii) For account holders in NSDL: Your 8 Character DP ID followed by 8 Character Client ID.
(iii) Members holding shares in Physical Form should enter Folio Number registered with the Company.

Step 4: Enter the Image Verification as displayed and Click on "Login".

Step 5: If you are holding shares in demat form and had logged on to www.evotingindia.com and voted on an earlier voting of any company, then your existing password is to be used. If you have forgotten the password, then enter the User ID and the image verification code and click on "FORGOT PASSWORD" and enter the details as prompted by the system.

Step 6: Follow the steps given below if you are first time user:

(i) holding shares in physical form
(ii) holding shares in demat form other than individual

PAN Enter your 10-digit alpha-numeric PAN issued by Income Tax Department (Applicable for both demat shareholders as well as physical shareholders)
Members who have not updated their PAN with the Company / Depository Participant are requested to use the first two letters of their name and the 8 digits of the sequence number in the PAN Field. The sequence number is printed in the covering e-mail.
Members who have not registered their email address may obtain the sequence number from the Company by following the process defined in Note No. 16
DOB Enter the Date of Birth ("DOB") as recorded in your demat account or in the Company records in dd/mm/yyyy format.
Dividend Bank Details Enter the Dividend Bank Details as recorded in your demat account or in the Company records for the said demat account or folio no.
Please enter the DOB or Dividend Bank Details in order to login. If the details are not recorded with the Depository or Company, please enter the DP ID and Client ID / folio number in the Dividend Bank details field as mentioned in Step 3.

Step 7: After entering these details appropriately, click on "SUBMIT" tab.

Step 8: Members holding shares in physical form will then directly reach the Company selection screen. However, members holding shares in demat form will now reach 'Password Creation' menu wherein they are required to mandatorily enter their login password in the new password field. Kindly note that this password is to be also used by the demat holders for voting for resolutions of any other company on which they are eligible to vote, provided that company opts for e-voting through CDSL platform. It is strongly recommended not to share your password with any other person and take utmost care to keep your password confidential.

Step 9: For Members holding shares in physical form, the details can be used only for e-voting on the resolutions contained in this Notice.

Step 10: Click on the EVSN for the J. B CHEMICALS & PHARMACEUTICALS LIMITED on which you choose to vote.

Step 11: On the voting page, you will see "RESOLUTION DESCRIPTION" and against the same the option "YES / NO" for voting. Select the option YES or NO as desired. The option YES implies that you assent to the Resolution and option NO implies that you dissent to the Resolution.

Step 12: Click on the "RESOLUTIONS FILE LINK" if you wish to view the entire Resolution details.

Step 13: After selecting the resolution you have decided to vote on, click on "SUBMIT". A confirmation box will be displayed. If you wish to confirm your vote, click on "OK", else to change your vote, click on "CANCEL" and accordingly modify your vote.

Step 14: Once you "CONFIRM" your vote on the resolution, you will not be allowed to modify your vote. You can also take out print of the voting done by you by clicking on "Click here to print" option on the voting page.

Annual Report 2025-26


Notice

Section B: Other instructions regarding remote e-voting:

i. The voting period shall begin on Sunday, June 14, 2026, from 09:00 A.M. and end on Tuesday, June 16, 2026 at 05:00 P.M. During this period Members of the Company holding shares either in physical form or in dematerialized form, as on the cut-off date i.e. June 10, 2026, may cast their votes electronically. Thereafter the e-voting module shall be disabled.

ii. Non - Individual Members and Custodians (i.e. other than Individuals, HUF, NRI etc.) are additionally required to note and follow the instructions mentioned below:

  • They are required to log on to www.evotingindia.com and register themselves as Corporates.
  • A scanned copy of the Registration Form bearing the stamp and sign of the entity should be emailed to [email protected].
  • After receiving the login details, user would be able to link the account(s) for which they wish to vote on.
  • The list of accounts linked in the login will be mapped automatically & can be delinked in case of any wrong mapping.

iii. Non-Individual shareholders (i.e. other than Individuals, HUF, NRI etc.) are required to upload the following in PDF Format in the system for the scrutinizer to verify the same:

a) Copy of Board resolution (where institution itself is voting)
b) Power of Attorney issued in favour of the Custodian as well as the Board resolution of the Custodian.

Alternatively, Non-Individual members are required to send the relevant Board Resolution / Authority Letter etc. together with attested specimen signature of the duly authorised signatories who are authorised to vote, to the scrutinizer at the e-mail id [email protected], if they have voted from individual tab and not uploaded same in the CDSL e-voting system for the scrutinizer to verify the same.

iv. Members holding multiple folios / demat accounts shall choose the voting process separately for each folio / demat account.

v. In case you have any queries or issues regarding e-voting, you may refer the Frequently Asked Questions (FAQs) and e-voting manual available at www.evotingindia.com, under help section or contact Mr. Rakesh Dalvi, Sr. Manager, CDSL, A Wing, 25th Floor, Marathon Futurex, Mafatlal Mills Compounds, N. M. Joshi Marg, Lower Parel (East), Mumbai - 400013

or write an email to [email protected] or call Toll free No-1800 21 09911 during working hours on all working days.

  1. Voting process and instruction regarding e-voting at AGM are as under:

a. The procedure for e-voting on the day of the AGM is same as the instructions mentioned above for remote e-voting.
b. Only those Members, who will be present in the AGM through VC / OAVM facility and have not casted their vote on the Resolutions through remote e-voting and are otherwise not barred from doing so, shall be eligible to vote through e-voting system available in the AGM.
c. Members who have voted through remote e-voting will be eligible to attend the AGM. However, they will not be eligible to vote at the AGM.

  1. Instruction for members for attending the AGM through VC / OAVM are as under:

a. The link for VC / OAVM to attend the AGM will be available where the EVSN of the Company will be displayed after successful login as per instruction mentioned above for remote e-voting.
b. Members are encouraged to join the Meeting through Laptops / IPads for better experience. Please note that Participants connecting from Mobile Devices or Tablets or through Laptop connecting via Mobile Hotspot may experience Audio / Video loss due to fluctuation in their respective network. It is therefore recommended to use stable Wi-Fi or LAN connection to mitigate any kind of aforesaid glitches.
c. For ease of conduct, Members who would like to express their views / ask questions during the meeting may register themselves as a speaker by sending their request at least 10 days prior to the date of meeting mentioning their name, demat account number / folio number, email id, mobile number at [email protected]. The shareholders who do not wish to speak during the AGM but have queries may send their queries mentioning their name, demat account number / folio number, email id, mobile number at [email protected]. These queries will be replied to by the Company suitably by email.
d. Those shareholders who have registered themselves as a speaker will only be allowed to express their views / ask questions during the meeting. Further the shareholders will be required to allow the camera for participation in the meeting as speaker. However, the Company reserves the right to restrict the number of questions and/or the number of speakers during the meeting as deemed fit for smooth conduct of the meeting.

JB Pharma


A TORRENT
GROUP COMPANY

VOTING RESULTS

  1. Mr. Rajesh Parekh, proprietor, Rajesh Parekh & Co. Practicing Company Secretary (Membership No. A8073) and failing him Ms. Aishwarya Parekh, Partner, RPAP & Co., Practicing Company Secretary (Membership No. F13318) has been appointed as the scrutiniser to scrutinise the remote e-voting and e-voting process on the date of AGM in a fair and transparent manner.

  2. The Scrutiniser shall submit a consolidated Scrutiniser's Report (votes casted during the AGM and votes casted through remote e-voting) of the total votes cast in favour of or against, if any, not later than 48 hours after the conclusion of the AGM to the Chairman of the Company. The Chairman, or any other person authorised by the Chairman, shall declare the result of the voting. The result declared along with the consolidated Scrutiniser's Report shall be simultaneously placed on the Company's website www.jbpharma.com and on the website of CDSL and communicated to the BSE Limited and National Stock Exchange of India Limited.

  3. The resolution shall be deemed to be passed on the date of AGM, subject to the receipt of sufficient votes.

INSPECTION OF DOCUMENTS

  1. All the documents referred to in the accompanying explanatory statement being documents available for inspection, can be made available through electronic mode for inspection by any member on the basis of request received at [email protected].

  2. During the AGM, the Register of Contracts, Register of Directors, Key Managerial Personnel and their shareholding and auditors' certificate on implementation of ESOP shall be available for inspection upon login to e-voting system of CDSL.

  3. Pursuant to Regulation 36 (3) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, a brief profile of the Director proposed for re-appointment is as under:

Mr. Amal Kelshikar (DIN: 06378987)

Mr. Amal Kelshikar, 58, has a total experience of 32 years in Strategic Planning, Innovation and Launches, Marketing and Sales (Professional Med Rep and Trade), Channel Management (Inc Hospital), Commercial Excellence, Talent Development, Business Development & Licensing and External engagement. He is BE (Chem) from University Department of Chemical Technology, Mumbai, India and has done MBA (PGDM) from Indian Institute of Management, Ahmedabad (IIMA). He has also done his Executive Finance Program from Harvard Business School Executive Education and Executive Marketing Program from Kellogg Executive Education.

He has been overseeing India business of Torrent Pharmaceuticals Limited since 2022.

He has worked in reputed organisations like Abbott, Baxter, Novartis, Astra Zeneca in the course of his career.

He was appointed as an Additional Director of the Company by the Board on January 21, 2026 and the shareholders vide Ordinary Resolution passed through Postal Ballot on March 23, 2026, appointed him as Director liable to retire by rotation. He is eligible for re-appointment. The Company does not pay any remuneration to Mr. Kelshikar. He has attended Three (3) Board meetings held during his tenure in the financial year. He is not a shareholder/beneficial owner of the shares of the Company and is not a member of any Committee of the Board of the Company. He is also not related to any director or key managerial person of the Company.

He neither holds any Directorship nor any Committee position in other Companies.

By order of the Board of Directors
For J.B. Chemicals & Pharmaceuticals Limited

Sandeep Phadnis
Date: May 11, 2026
Place: Mumbai
Company Secretary
Membership No.: A11530

Annual Report 2025-26