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Laurus Labs Limited AGM Information 2025

Jun 3, 2025

62639_rns_2025-06-03_25134d32-f082-4ad3-bfc9-78d01321d115.pdf

AGM Information

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June 03, 2025

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To
The Corporate Relations Department
BSE Limited
Phiroze Jeejeebhoy Towers,
Dalal Street,
Mumbai – 400 001
Code: 540222
To
The Listing Department
National Stock Exchange of India Ltd.,
Exchange Plaza,
Bandra Kurla Complex, Bandra (E),
Mumbai – 400 051
Code: LAURUSLABS

Dear Sir / Madam,

Sub: Notice of the 20[th] Annual General Meeting to be held on June 26, 2025

Please find enclosed the Notice convening the 20[th] Annual General Meeting (AGM) of shareholders for the financial year 2024-25 which will be held on Thursday, the 26[th] day of June, 2025 at 03.00 PM (IST) through video conferencing.

This is for your information and records.

Yours faithfully,

For Laurus Labs Limited

VENKATESWA Digitally signed by VENKATESWAR REDDY R REDDY GOGIREDDY GOGIREDDY Date: 2025.06.03 14:17:20 +05'30'

G. Venkateswar Reddy

Company Secretary & Compliance Officer

Encl: A/a

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LAURUS LABS LIMITED

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NOTICE

NOTICE is hereby given that the 20[th] Annual General Meeting of the Members of Laurus Labs Limited (the “Company” ) will be held through Video Conferencing (VC) at 3.00 p.m. on Thursday the 26[th] day of June 2025 , to transact the following business:

ORDINARY BUSINESS:

  1. To consider and adopt the audited Standalone Financial Statements of the Company for the Financial Year ended March 31, 2025, the reports of Board of Directors and Auditors thereon.

  2. To consider and adopt the audited Consolidated Financial Statements of the Company for the Financial Year ended March 31, 2025 and report of Auditors thereon.

  3. To approve and ratify the 1[st] interim dividend on equity shares @ H 0.40 per share already paid for the Financial Year 2024-25.

  4. To approve and ratify the 2[nd] interim dividend on equity shares @ H 0.80 per share already paid for the Financial Year 2024-25.

  5. To appoint a Director in place of Dr. Satyanarayana Chava (DIN: 00211921) who retires by rotation and, being eligible, offers himself, for re-appointment.

  6. To appoint a Director in place of Dr. C.V. Lakshmana Rao (DIN: 06885453) who retires by rotation and, being eligible, offers herself, for re-appointment.

SPECIAL BUSINESS:

7. TO APPROVE THE REMUNERATION PAYABLE TO COST AUDITORS FOR THE FINANCIAL YEAR ENDING 2025-26:

To consider, and if thought fit, to pass, with or without modification(s) the following resolution as an Ordinary Resolution:

“RESOLVED THAT pursuant to the provisions of Section 148 and other applicable provisions, if any, of the Companies Act, 2013 and rules made thereunder, the Cost Auditors, M/s. Sagar & Associates, appointed by the Board of Directors of the Company, to conduct the audit of the cost records of the Company for the financial year 2025-26, be paid a remuneration of H 5,50,000/- (Rupees Five lakh and Fifty thousand only) per annum and out of pocket & other expenses and GST at actuals.”

“RESOLVED FURTHER THAT the Board of Directors of the Company be and are hereby authorised to do all such acts, matters, deeds and things as may be necessary to give effect to the above resolution.”

8. TO APPROVE THE APPOINTMENT OF SECRETARIAL AUDITORS OF THE COMPANY To consider, and if thought fit, to pass, with or without modification(s) the following resolution as an Ordinary Resolution:

“RESOLVED THAT , pursuant to the provisions of Section 204 of the Companies Act, 2013 and the Rules framed thereunder, as amended from time to time and Regulation 24A and 36 of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations 2015 and amendments thereof, M/s. RPR & Associates, Practicing Company Secretaries, Hyderabad (a peer reviewed firm, represented by Mr. Y. Ravi Prasada Reddy, Proprietor of the firm having CP. No. 5360) as recommended by the Audit Committee and the Board of Directors of the Company, be and are hereby appointed as the Secretarial Auditors of the Company for a period of five consecutive financial years i.e. from 2025-26 to 2029-30 with a remuneration in the range of H 2.5 lakhs to H 3.5 lakhs and the Board is authorised to fix the remuneration from time to time.

“RESOLVED FURTHER THAT the Board of Directors of the Company be and is hereby authorised to do all such acts, deeds and things as may be necessary, proper or expedient for the purpose of giving effect to this Resolution.”

9. TO APPROVE RE-APPOINTMENT OF DR. SATYANARAYANA CHAVA (DIN: 00211921) AS AN EXECUTIVE DIRECTOR & CEO OF THE COMPANY:

To consider and, if thought fit, to pass the following resolution with or without modifications, as a Special Resolution:

“RESOLVED THAT pursuant to the recommendation of the Nomination and Remuneration Committee and approval of the Board of Directors of the Company and in accordance with sections 196, 197, 198, 203 and all other applicable provisions of the Companies Act 2013 (“the Act”) and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 (including any statutory modification or re-enactment thereof for the time being in force) read with Schedule V to the Act, as amended from time to time, and pursuant to Regulation 17(6)(e) of SEBI (LODR) Regulations, 2015, the consent of the Company be and is hereby accorded for the re-appointment of Dr. Satyanarayana Chava, having DIN: 00211921, as Executive Director and Chief Executive Officer of the Company, whose office will be liable to determination by retirement by rotation, for a period of five (05) years with effect from April 01, 2025 and up to March 31, 2030 on the following terms and conditions:

(a) Salary:

The Executive Director’s aggregate salary shall be H 14,49,00,000/- (Rupees Fourteen Crores and Forty Nine lakhs only) per annum payable in 12 (twelve) monthly instalments ( “Annual Salary” ). The aforesaid salary shall be subject to deductions for income tax, contributions to provident fund, gratuity fund or superannuation fund and all other statutory deductions required to be made by the Company in accordance with applicable Laws.

300

Integrated Annual Report 2024-25

(b) Business Expenses:

The Executive Director shall be reimbursed by the Company for all reasonable out of pocket expenses incurred pertaining to or in connection with the performance of his duties in line with the Company’s expenses policy. In the event, the Executive Director is required to travel, whether within India or abroad in relation to the obligations imposed on the Executive Director, such travel shall be in accordance with the Company travel policy.

(c) Commission:

The Company shall pay the Executive Director a commission at the rate of 2% on the consolidated profit before tax of the Company.

(d) Leave entitlement:

During the Term, the Executive Director shall be entitled (in addition to the usual public and bank holidays) to 20 (twenty) calendar days’ of paid leave in each year as per the Company policy.

(e) Benefits:

The Executive Director shall be entitled to participate, along with the other employees of the Company, in any of the employee benefit and compensation plans, whether statutory or otherwise, as may be generally available to employees of the Company including car, leave travel allowance, gratuity, medical and health insurance plans etc. but excluding employee stock option plans. The Executive Director shall be provided with one recognised club membership of his choice for himself and his family at Hyderabad.”

“RESOLVED FURTHER THAT the Board of Directors of the Company (including its Committee thereof) and / or Company Secretary of the Company, be and are hereby authorised to do all such acts, deeds, matters and things as may be considered necessary, desirable or expedient to give effect to this resolution.”

10. TO APPROVE RE-APPOINTMENT OF MR. V.V. RAVI KUMAR (DIN: 01424180) AS AN EXECUTIVE DIRECTOR & CFO OF THE COMPANY

To consider and, if thought fit, to pass the following resolution with or without modifications, as a Special Resolution:

“RESOLVED THAT pursuant to the recommendation of the Nomination and Remuneration Committee and approval of the Board of Directors of the Company and in accordance with sections 196, 197, 198, 203 and all other applicable provisions of the Companies Act 2013 (“the Act”) and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 (including any statutory modification or re-enactment thereof for the time being in force) read with Schedule V to the Act, as amended from time to time, and pursuant to Regulation 17(6)(e) of SEBI (LODR) Regulations, 2015, the consent of the Company be

and is hereby accorded for the re-appointment of Mr. V.V. Ravi Kumar, having DIN: 01424180, as Executive Director and Chief Financial Officer of the Company, whose office will be liable to determination by retirement by rotation, for a period of two (02) years with effect from April 01, 2025 up to March 31, 2027 on the following terms and conditions:

(a) Salary:

The Executive Director’s aggregate salary shall be H 4,83,00,000/- (Rupees Four crores and eighty three lakhs only) per annum payable in 12 (twelve) monthly instalments ( “Annual Salary” ). The aforesaid salary shall be subject to deductions for income tax, contributions to provident fund, gratuity fund or superannuation fund and all other statutory deductions required to be made by the Company in accordance with applicable Laws.

(b) Business Expenses:

The Executive Director shall be reimbursed by the Company for all reasonable out of pocket expenses incurred pertaining to or in connection with the performance of his duties in line with the Company’s expenses policy. In the event, the Executive Director is required to travel, whether within India or abroad in relation to the obligations imposed on the Executive Director, such travel shall be in accordance with the Company travel policy.

(c) Commission:

The Company shall pay the Executive Director a commission at the rate of 0.5% on the consolidated profit before tax of the Company.

(d) Leave entitlement:

During the Term, the Executive Director shall be entitled (in addition to the usual public and bank holidays) to 20 (twenty) calendar days’ of paid leave in each year as per the Company policy.

(e) Benefits:

The Executive Director shall be entitled to participate, along with the other employees of the Company, in any of the employee benefit and compensation plans, whether statutory or otherwise, as may be generally available to employees of the Company including car, leave travel allowance, gratuity, medical and health insurance plans etc. but excluding employee stock option plans. The Executive Director shall be provided with one recognised club membership of his choice for himself and his family at Hyderabad.”

“RESOLVED FURTHER THAT the Board of Directors of the Company (including its Committee thereof) and / or Company Secretary of the Company, be and are hereby authorised to do all such acts, deeds, matters and things as may be considered necessary, desirable or expedient to give effect to this resolution.”

301

LAURUS LABS LIMITED

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NOTICE

11. TO APPROVE MODIFICATION OF TERMS OF EMPLOYMENT CONTRACT OF DR. LAKSHMANA RAO CV, (DIN: 06885453) WHOLE-TIME DIRECTOR OF THE COMPANY:

To consider and, if thought fit, to pass the following resolution with or without modifications, as a Special Resolution:

“RESOLVED THAT pursuant to Section 196, 197, 198 and Schedule V and all other applicable provisions, rules, schedules of the Companies Act, 2013 and subject to the approval of shareholders, the terms of employment of Dr. Lakshmana Rao CV, having DIN: 06885453, whole-time Director of the Company in respect of Salary and Annual Bonus, be and are hereby modified/replaced as follows with effect from April 01, 2025:

  • (a) Salary:

The Whole-time Director’s aggregate salary shall be H 3,22,00,000/- (Rupees Three crores and twenty-two lakhs only) per annum payable in 12 (twelve) monthly instalments ( “Annual Salary” ) for the remainder period of his term. The aforesaid salary shall be subject to deductions for income tax, contributions to provident fund, gratuity fund or superannuation fund and all other statutory deductions required to be made by the Company in accordance with applicable Laws.

  • (b) Commission:

  • The Company shall pay the Whole-time Director a commission at the rate of 0.5% on the consolidated profit before tax of the Company.

“RESOLVED FURTHER THAT the other terms and conditions of his existing employment will remain unchanged.”

“RESOLVED FURTHER THAT the Board of Directors of the Company (including its Committee thereof) and / or Company Secretary of the Company, be and are hereby authorised to do all such acts, deeds, matters and things as may be considered necessary, desirable or expedient to give effect to this resolution.”

12. TO APPROVE MODIFICATION OF TERMS OF EMPLOYMENT CONTRACT OF MR. KRISHNA CHAITANYA CHAVA, (DIN: 06831883) WHOLETIME DIRECTOR OF THE COMPANY:

To consider and, if thought fit, to pass the following resolution with or without modifications, as a Special Resolution:

“RESOLVED THAT pursuant to Section 196, 197, 198 and Schedule V and all other applicable provisions, rules, schedules of the Companies Act, 2013 and subject to the approval of shareholders, the terms of employment of Mr. Krishna Chaitanya Chava, having DIN: 06831883,

Whole-time Director of the Company in respect of Salary and Annual Bonus, be and are hereby modified/replaced as follows with effect from April 01, 2025:

(a) Salary:

The Whole-time Director’s aggregate salary shall be H 1,76,00,000/- (Rupees One crores and seventy-six lakhs only) per annum payable in 12 (twelve) monthly instalments ( “Annual Salary” ) for the remainder period of his term. The aforesaid salary shall be subject to deductions for income tax, contributions to provident fund, gratuity fund or superannuation fund and all other statutory deductions required to be made by the Company in accordance with applicable Laws.

(b) Commission:

The Company shall pay the Whole-time Director a commission at the rate of 0.5% on the consolidated profit before tax of the Company.

“RESOLVED FURTHER THAT the other terms and conditions of his existing employment will remain unchanged.”

“RESOLVED FURTHER THAT the Board of Directors of the Company (including its Committee thereof) and / or Company Secretary of the Company, be and are hereby authorised to do all such acts, deeds, matters and things as may be considered necessary, desirable or expedient to give effect to this resolution.”

13. TO APPROVE MODIFICATION OF TERMS OF EMPLOYMENT CONTRACT OF MRS. SOUMYA CHAVA, (DIN: 06831892) WHOLE-TIME DIRECTOR OF THE COMPANY:

To consider and, if thought fit, to pass the following resolution with or without modifications, as a Special Resolution:

“RESOLVED THAT pursuant to Section 196, 197, 198 and Schedule V and all other applicable provisions, rules, schedules of the Companies Act, 2013 and subject to the approval of shareholders, the terms of employment of Mrs. Soumya Chava, having DIN: 06831892, Whole-time Director of the Company in respect of Salary and Annual Bonus, be and are hereby modified/replaced as follows with effect from April 01, 2025:

(a) Salary:

The Whole-time Director’s aggregate salary shall be H 1,14,00,000/- (Rupees One crores and fourteen lakhs only) per annum payable in 12 (twelve) monthly instalments ( “Annual Salary” ) for the remainder period of her term. The aforesaid salary shall be subject to deductions for income tax, contributions to provident fund, gratuity fund or superannuation fund and all other statutory deductions required to be made by the Company in accordance with applicable Laws.

302

Integrated Annual Report 2024-25

(b) Commission:

The Company shall pay the Whole-time Director a commission at the rate of 0.5% on the consolidated profit before tax of the Company.

“RESOLVED FURTHER THAT the other terms and conditions of her existing employment will remain unchanged.”

“RESOLVED FURTHER THAT the Board of Directors of the Company (including its Committee thereof) and / or Company Secretary of the Company, be and are hereby authorised to do all such acts, deeds, matters and things as may be considered necessary, desirable or expedient to give effect to this resolution.”

By order of the Board Laurus Labs Limited

G. Venkateswar Reddy

Company Secretary

Regd. Office: Laurus Enclave, Plot Office 01, E. Bonangi Village, Parawada Mandal, Anakapalli District – 531 021 E-mail: [email protected]

Place: Hyderabad Date: May 15, 2025

Notes:

  1. The Explanatory Statement pursuant to Section 102 of the Companies Act, 2013 in respect of Special Business set out above is annexed hereto and forms part of the Notice.

  2. Brief resume of Directors proposed to be appointed/reappointed, (in item nos. 5, 6, 9 & 10) nature of their expertise in specific functional areas, name of companies in which they hold directorships and membership/chairmanships of Board Committees and shareholding in the Company as stipulated under SEBI (LODR) Regulations, 2015 are provided as an Annexure to this notice and also in the Report on Corporate Governance forming part of the Annual Report.

  3. In compliance with the MCA and SEBI Circulars to conduct Annual General Meetings on or before 30[th] September, 2025 through video conferencing (VC) or other Audio Visual Means (OAVMs), the 20[th] Annual General Meeting of the Company shall be conducted through Video Conferencing (VC) to be referred to as “e-AGM”.

  4. The Company has appointed M/s. National Securities Depository Limited (NSDL) to provide Video Conferencing facility for the e-AGM

  5. In the e-AGM:

  6. a. Members can attend the meeting through log in credentials provided to them to connect to Video Conference. Physical attendance of the Members at the Meeting venue is not required.

  7. b. Appointment of proxy to attend and cast vote on behalf of the member is not available.

  8. c. Body Corporates are entitled to appoint authorised representatives to attend the e-AGM through VC and participate thereat and cast their votes through e-voting.

  9. The Securities and Exchange Board of India (SEBI) has mandated the submission of Permanent Account Number (PAN) by every participant in securities market. Members holding shares in electronic form are, therefore, requested to submit their PAN to their depository participants with whom they are maintaining their demat accounts.

  10. Members are requested to note that the dividend remaining unclaimed for a continuous period of seven years from the date of transfer to the Company’s Unpaid Dividend Account shall be transferred to the Investor Education and Protection Fund (IEPF). In addition, all equity 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 demat account of the IEPF authority within a period of thirty days of such equity shares becoming due to be transferred to the IEPF. In the event of transfer of equity shares and the unclaimed dividends to IEPF, Members are entitled to claim the same from IEPF authority by submitting an online application in the prescribed Form IEPF-5 available on the website www.iepf.gov. in and sending a physical copy of the same duly signed to the Company along with the requisite documents enumerated in Form IEPF-5. Members can file only one consolidated claim in a financial year as per the IEPF rules.

  11. Pursuant to Rule 5(8) of Investor Education and Protection Authority (Accounting, Audit, Transfer and Refund) Rules, 2016, the Company has uploaded details of unpaid and unclaimed amounts lying with the Company as on March 31, 2024 on its website at www.lauruslabs.com and also on the website of the Ministry of Corporate Affairs.

  12. The Notice calling the e-AGM has been uploaded on the website of the Company at www.lauruslabs.com. The Notice can also be accessed from the websites of the Stock Exchanges i.e. BSE Limited and National Stock Exchange of India Limited at www.bseindia.com and www.nseindia. com respectively.

  13. The Members can join the e-AGM 15 minutes before and after the scheduled time of the commencement of the Meeting by following the procedure mentioned in the Notice.

  14. Up to 1000 members will be able to join on a First Come First Serve basis to the e-AGM.

303

LAURUS LABS LIMITED

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NOTICE

  1. No restrictions on account of First Come First Serve basis entry into e-AGM in respect of large Shareholders (Shareholders holding 2% or more shareholding), Promoters, Institutional Investors, Directors, Key Managerial Personnel, the Chairpersons of the Audit Committee, Nomination and Remuneration Committee and Stakeholders Relationship Committee, Auditors etc.

  2. The attendance of the Members (members’ logins) attending the e-AGM will be counted for the purpose of reckoning the quorum under Section 103 of the Companies Act, 2013.

  3. Remote e-Voting: Pursuant to the provisions of Section 108 of the Companies Act, 2013 read with Rule 20 of the Companies (Management and Administration) Rules, 2014 (as amended) and Regulation 44 of SEBI (Listing Obligations & Disclosure Requirements) Regulations 2015 (as amended), the Company is providing facility of remote e-voting to its Members through e-Voting agency M/s. National Securities Depository Limited (NSDL).

  4. Voting at the e-AGM: Members who could not vote through remote e-voting may avail the e-voting system provided in the e-AGM by M/s. National Securities Depository Limited (NSDL).

  5. The Statutory Registers and the documents pertaining to the items of business to be transacted at the AGM are available for inspection in electronic mode. The shareholders may write an e-mail to secretarial@lauruslabs. com and the Company shall respond suitably.

Instructions for the Members for attending the e-AGM through Video Conference:

  1. Pursuant to 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 Circular”) and other applicable circulars and notifications issued (including any statutory modifications or re-enactment thereof for the time being in force and as amended from time to time, companies are allowed to hold AGM through Video Conferencing (VC) or other audio visual means (OAVM), without the physical presence of members at a common venue. In compliance with the said Circulars, AGM shall be conducted through VC / OAVM.

  2. Pursuant to the Circular No. 14/2020 dated April 08, 2020, issued by the Ministry of Corporate Affairs, the facility to appoint proxy to attend and cast vote for the members is not available for this AGM. However, the Body Corporates are entitled to appoint authorised representatives to attend the AGM through VC/OAVM and participate there at and cast their votes through e-voting.

  3. The Members can join the AGM in the VC/OAVM mode 15 minutes before and after the scheduled time of the commencement of the Meeting by following the procedure

  4. mentioned in the Notice. The facility of participation at the AGM through VC/OAVM will be made available for 1000 members on first come first served basis. This will not include large Shareholders (Shareholders holding 2% or more shareholding), Promoters, Institutional Investors, Directors, Key Managerial Personnel, the Chairpersons of the Audit Committee, Nomination and Remuneration Committee and Stakeholders Relationship Committee, Auditors etc. who are allowed to attend the AGM without restriction on account of first come first served basis.

  5. The attendance of the Members attending the AGM through VC/OAVM will be counted for the purpose of reckoning the quorum under Section 103 of the Companies Act, 2013.

  6. Pursuant to the provisions of Section 108 of the Companies Act, 2013 read with Rule 20 of the Companies (Management and Administration) Rules, 2014 (as amended) the Secretarial Standards on General Meetings (SS-2) issued by the ICSI and Regulation 44 of SEBI (Listing Obligations & Disclosure Requirements) Regulations 2015 (as amended), and the Circulars issued by the Ministry of Corporate Affairs from time to time the Company is providing facility of remote 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 National Securities Depository Limited (NSDL) for facilitating voting through electronic means, as the authorised agency. The facility of casting votes by a member using remote e-voting system as well as e-voting on the date of the AGM will be provided by NSDL.

  7. In line with the Ministry of Corporate Affairs (MCA) Circular No. 17/2020 dated April 13, 2020, the Notice calling the AGM has been uploaded on the website of the Company at www.lauruslabs.com. The Notice can also be accessed from the websites of the Stock Exchanges i.e. BSE Limited and National Stock Exchange of India Ltd. at www.bseindia.com and www.nseindia.com respectively and the AGM Notice is also available on the website of NSDL (agency for providing the Remote e-voting facility) i.e. www.evoting.nsdl.com.

  8. AGM has been convened through VC/OAVM in compliance with applicable provisions of the Companies Act, 2013 read with MCA Circular issued from time to time

THE INSTRUCTIONS FOR MEMBERS FOR REMOTE E-VOTING AND JOINING GENERAL MEETING ARE AS UNDER:

The remote e-voting period begins on June 23, 2025 at 09:00 A.M. and ends on June 25, 2025 at 05:00 P.M. The remote e-voting module shall be disabled by NSDL for voting thereafter. The members, whose names appear in the Register of Members / Beneficial Owners as on the record date (cut-off date) i.e. June 19, 2025, may cast their vote electronically. The voting right of shareholders shall be in proportion to their share in the paid-up equity share capital of the Company as on the cut-off date, being June 19, 2025.

304

Integrated Annual Report 2024-25

How do I vote electronically using NSDL e-Voting system?

The way to vote electronically on NSDL e-Voting system consists of “Two Steps” which are mentioned below:

Step 1: Access to NSDL e-Voting system

  • A) Login method for e-Voting and joining virtual meeting for Individual shareholders holding securities in demat mode

  • In terms of SEBI circular dated December 9, 2020 on e-Voting facility provided by Listed Companies, Individual shareholders holding securities in demat mode are allowed to vote through their demat account maintained with Depositories and Depository Participants. Shareholders are advised to update their mobile number and email Id in their demat accounts in order to access e-Voting facility.

Login method for Individual shareholders holding securities in demat mode is given below:

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Type of shareholders Login Method
Individual Shareholders (i) For OTP based login you can click on https://eservices.nsdl.com/SecureWeb/evoting/evotinglogin.jsp. You will have
holding securities in to enter your 8-digit DP ID,8-digit Client Id, PAN No., Verification code and generate OTP. Enter the OTP received
demat mode with NSDL. 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
i.e. NSDL and you will be redirected to e-Voting website of NSDL for casting your vote during the remote e-Voting
period or joining virtual meeting & voting during the meeting.
(ii) Existing IDeAS user can visit the e-Services website of NSDL Viz. https://eservices.nsdl.com either on a Personal
Computer or on a mobile. On the e-Services home page click on the “Beneficial Owner” icon under “Login”
which is available under ‘IDeAS’ section, this will prompt you to enter your existing User ID and Password. After
successful authentication, you will be able to see e-Voting services under Value added 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 i.e. NSDL and you will be re-directed to e-Voting website of NSDL for casting your vote during the
remote e-Voting period or joining virtual meeting & voting during the meeting.
(iii) If you are 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
(iv) Visit the e-Voting website of NSDL. Open web browser by typing the following URL: https://www.evoting.nsdl.com/
either on a Personal Computer or on a mobile. 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. your sixteen digit demat account number hold with NSDL), 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 i.e. NSDL and you will be redirected
to e-Voting website of NSDL for casting your vote during the remote e-Voting period or joining virtual meeting &
voting during the meeting.
(v) Shareholders/Members can also download NSDL Mobile App “NSDL Speede” facility by scanning the QR code
mentioned below for seamless voting experience.
Individual Shareholders 1. Users who have opted for CDSL Easi / Easiest facility, can login through their existing user id and password. Option
holding securities in will be made available to reach e-Voting page without any further authentication. The users to login Easi /Easiest
demat mode with CDSL are requested to visit CDSL website www.cdslindia.com and click on login icon & New System Myeasi Tab and then
user your existing my easi username & password.
2. After successful login the Easi / Easiest user will be able to see the e-Voting option for eligible companies where
the evoting is in progress as per the information provided by company. On clicking the evoting option, the user
will be able to see e-Voting page of the e-Voting service provider for casting your vote during the remote e-Voting
period or joining virtual meeting & voting during the meeting. Additionally, there is 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 and
click on login & New System Myeasi 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 a
e-Voting link available on www.cdslindia.com home page. 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 evoting is in progress and also able to directly access the system of all e-Voting
Service Providers.
Individual Shareholders You can also login using the login credentials of your demat account through your Depository Participant registered with
(holding securities in NSDL/CDSL for e-Voting facility. upon logging in, you will be able to see e-Voting option. Click on e-Voting option, you
demat mode) login will be redirected to NSDL/CDSL Depository site after successful authentication, wherein you can see e-Voting feature.
through their depository Click on company name or e-Voting service provider i.e. NSDL and you will be redirected to e-Voting website of NSDL for
participants casting your vote during the remote e-Voting period or joining virtual meeting & voting during the meeting.
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305

LAURUS LABS LIMITED

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NOTICE

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 website.

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

Login type Helpdesk details
Individual Shareholders 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] call at 022 - 4886 7000
Individual Shareholders 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] contact at toll free no. 1800-21-09911
  • B) Login Method for e-Voting and joining virtual meeting for shareholders other than Individual shareholders holding securities in demat mode and shareholders holding securities in physical mode.

  • How to Log-in to NSDL e-Voting website?

  • Visit the e-Voting website of NSDL. Open web browser by typing the following URL: https://www.evoting.nsdl.com/ either on a Personal Computer or on a mobile.

  • 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, your Password/OTP and a Verification Code as shown on the screen.

  • Alternatively, if you are registered for NSDL eservices i.e. IDEAS, you can log-in at https://eservices.nsdl.com/ with your existing IDEAS login. Once you log-in to NSDL eservices after using your log-in credentials, click on e-Voting and you can proceed to Step 2 i.e. Cast your vote electronically.

  • Your User ID details are given below :

Manner of holding
shares i.e. Demat (NSDL
or CDSL) or Physical
Your User ID is:
a)
For Members who
hold shares in
demat account
with NSDL.
8 Character DP ID followed by 8 Digit
Client ID
For example if your DP ID is IN300
and Client ID is 12
then your user ID
is IN300
12**.
b)
For Members who
hold shares in
demat account
with CDSL.
16 Digit Benefciary ID
For example if your Benefciary ID
is 12** then your user ID is
12**
c)
For Members
holding shares in
Physical Form.
EVEN Number followed by Folio Number
registered with the company
For example if folio number is 001
and EVEN is 101456 then user ID is
101456001
  1. Password details for shareholders other than Individual shareholders are given below:

  2. a) If you are already registered for e-Voting, then you can user your existing password to login and cast your vote.

  3. b) If you are using NSDL e-Voting system for the first time, you will need to retrieve the ‘initial password’ which was communicated to you. Once you retrieve your ‘initial password’, you need to enter the ‘initial password’ and the system will force you to change your password.

  4. c) How to retrieve your ‘initial password’?

    • If your email ID is registered in your demat account or with the company, your ‘initial password’ is communicated to you on your email ID. Trace the email sent to you from NSDL from your mailbox. Open the email and open the attachment i.e. a .pdf file. Open the .pdf file. The password to open the .pdf file is your 8 digit client ID for NSDL account, last 8 digits of client ID for CDSL account or folio number for shares held in physical form. The .pdf file contains your ‘User ID’ and your ‘initial password’.

    • If your email ID is not registered, please follow steps mentioned below in process for those shareholders whose email ids are not registered.

  5. If you are unable to retrieve or have not received the “Initial password” or have forgotten your password:

  6. a) Click on “Forgot User Details/Password?” (If you are holding shares in your demat account with NSDL or CDSL) option available on www.evoting.nsdl.com.

  7. b) Physical User Reset Password?” (If you are holding shares in physical mode) option available on www.evoting.nsdl.com.

  8. c) If you are still unable to get the password by aforesaid two options, you can send a request at evoting@nsdl. com mentioning your demat account number/folio number, your PAN, your name and your registered address etc.

  9. d) Members can also use the OTP (One Time Password) based login for casting the votes on the e-Voting system of NSDL.

  10. After entering your password, tick on Agree to “Terms and Conditions” by selecting on the check box.

  11. Now, you will have to click on “Login” button.

  12. After you click on the “Login” button, Home page of e-Voting will open.

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Step 2: Cast your vote electronically and join General Meeting on NSDL e-Voting system.

How to cast your vote electronically and join General Meeting on NSDL e-Voting system?

  • (i) After successful login at Step 1, you will be able to see all the companies “EVEN” in which you are holding shares and whose voting cycle and General Meeting is in active status.

  • (ii) Select “EVEN” of company for which you wish to cast your vote during the remote e-Voting period and casting your vote during the General Meeting. For joining virtual meeting, you need to click on “VC/OAVM” link placed under “Join Meeting”.

  • (iii) Now you are ready for e-Voting as the Voting page opens.

  • (iv) Cast your vote by selecting appropriate options i.e. assent or dissent, verify/modify the number of shares for which you wish to cast your vote and click on “Submit” and also “Confirm” when prompted.

  • (v) Upon confirmation, the message “Vote cast successfully” will be displayed.

  • (vi) You can also take the printout of the votes cast by you by clicking on the print option on the confirmation page.

  • (vii) Once you confirm your vote on the resolution, you will not be allowed to modify your vote.

General guidelines for shareholders

  1. Institutional shareholders (i.e. other than individuals, HUF, NRI etc.) are required to send scanned copy (PDF/JPG Format) of the relevant Board Resolution/ Authority letter etc. with attested specimen signature of the duly authorised signatory(ies) who are authorised to vote, to the Scrutinizer by e-mail to [email protected] with a copy marked to [email protected]. Institutional shareholders (i.e. other than individuals, HUF, NRI etc.) can also upload their Board Resolution / Power of Attorney / Authority Letter etc. by clicking on “Upload Board Resolution / Authority Letter” displayed under “e-Voting” tab in their login.

  2. It is strongly recommended not to share your password with any other person and take utmost care to keep your password confidential. Login to the e-voting website will be disabled upon five unsuccessful attempts to key in the correct password. In such an event, you will need to go through the “Forgot User Details/Password?” or “Physical User Reset Password?” option available on www.evoting. nsdl.com to reset the password.

  3. In case of any queries, you may refer the Frequently Asked Questions (FAQs) for Shareholders and e-voting user manual for Shareholders available at the download section of www.evoting.nsdl.com or call on.: 022 - 4886 7000 or send a request to [email protected].

Process for those shareholders whose email ids are not registered with the depositories for procuring user id and password and registration of e mail ids for e-voting for the resolutions set out in this notice:

  1. In case shares are held in physical mode please provide Folio No., Name of shareholder, scanned copy of the share certificate (front and back), PAN (self attested scanned copy of PAN card), AADHAR (self attested scanned copy of Aadhar Card) by email to [email protected].

  2. In case shares are held in demat mode, please provide DPID-CLID (16 digit DPID + CLID or 16 digit beneficiary ID), Name, client master or copy of Consolidated Account statement, PAN (self attested scanned copy of PAN card), AADHAR (self attested scanned copy of Aadhar Card) to [email protected]. If you are an Individual shareholders holding securities in demat mode, you are requested to refer to the login method explained at step 1 (A) i.e. Login method for e-Voting and joining virtual meeting for Individual shareholders holding securities in demat mode.

  3. Alternatively shareholder/members may send a request to [email protected] for procuring user id and password for e-voting by providing above mentioned documents.

  4. In terms of SEBI circular dated December 9, 2020 on e-Voting facility provided by Listed Companies, Individual shareholders holding securities in demat mode are allowed to vote through their demat account maintained with Depositories and Depository Participants. Shareholders are required to update their mobile number and email ID correctly in their demat account in order to access e-Voting facility.

THE INSTRUCTIONS FOR MEMBERS FOR e-VOTING ON THE DAY OF THE AGM ARE AS UNDER:-

  1. The procedure for e-Voting on the day of the AGM is same as the instructions mentioned above for remote e-voting.

  2. Only those Members/ shareholders, 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 in the AGM.

  3. 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.

  4. The details of the person who may be contacted for any grievances connected with the facility for e-Voting on the day of the AGM shall be the same person mentioned for Remote e-voting.

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LAURUS LABS LIMITED

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NOTICE

INSTRUCTIONS FOR MEMBERS FOR ATTENDING THE AGM THROUGH VC/OAVM ARE AS UNDER:

  1. Member will be provided with a facility to attend the AGM through VC/OAVM through the NSDL e-Voting system. Members may access by following the steps mentioned above for Access to NSDL e-Voting system . After successful login, you can see link of “VC/OAVM” placed under “Join meeting” menu against company name. You are requested to click on VC/OAVM link placed under Join Meeting menu. The link for VC/OAVM will be available in Shareholder/Member login where the EVEN of Company will be displayed. Please note that the members who do not have the User ID and Password for e-Voting or have forgotten the User ID and Password may retrieve the same by following the remote e-Voting instructions mentioned in the notice to avoid last minute rush.

  2. Members are encouraged to join the Meeting through Laptops for better experience.

  3. Further Members will be required to allow Camera and use Internet with a good speed to avoid any disturbance during the meeting.

  4. 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.

  5. Shareholders who would like to express their views/have questions may send their questions in advance mentioning their name demat account number/folio number, email id, mobile number at [email protected]. The same will be replied by the company suitably.

  6. Shareholders who would like to express their views/ask questions during the meeting may register themselves as a speaker may send their request mentioning their name, demat account number/folio number, email id, mobile number at [email protected]. Those shareholders who have registered themselves as a speaker will only be allowed to express their views/ask questions during the meeting.

EXPLANATORY STATEMENT UNDER SECTION 102 OF THE COMPANIES ACT, 2013

Item No. 7: To approve the remuneration payable to cost auditors for the financial year ending 2025-26

The Board, on the recommendation of the Audit Committee, has approved the appointment of M/s. Sagar & Associates, Cost Accountants, as Cost Auditors at a remuneration of H 5,50,000/(Rupees Five lakhs and Fifty thousand only) per annum plus out of pocket expenses at actuals and GST, to conduct the audit of the cost records of the Company for the financial year ending March 31, 2026.

In accordance with the provisions of the Section 148 of the Companies Act 2013, read with the Companies (Audit and Auditors) Rules, 2014, the remuneration payable to the Cost Auditors has to be approved by the members of the Company.

Accordingly, consent of the members is sought for passing an Ordinary Resolution as set out at Item No.7 of the Notice for approval of the remuneration payable to the Cost Auditors for the financial year ending 31 March 2026.

The Board recommends the resolution set forth in the Item No. 7 of the Notice for approval of the members.

None of the Directors or Key Managerial Personnel or relatives of Directors and Key Managerial Persons are, in any way, concerned or interested, financially or otherwise, in this resolution.

Item No. 8: To approve the appointment of Secretarial Auditors of the Company

Pursuant to the provisions of Section 204 of the Companies Act, 2013 and Regulation 24A of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations 2015 as amended from time to time, every listed public Company is required to annex with its Board’s Report made out in terms of Section 134(3) of the Companies Act, 2013, a Secretarial Audit Report given by a Company Secretary in practice.

Mr. Ravi Prasada Reddy, Proprietor of M/s. RPR & Associates, Practicing Company Secretaries, Hyderabad (a peer reviewed firm) having CP. No. 5360, being eligible, has consented to act as Secretarial Auditors of the Company for a period of five consecutive financial years i.e., from 2025-26 to 2029-30 as required under Regulation 24A of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations 2015. Based on the profile and experience of M/s. RPR & Associates, the Audit Committee has recommended the appointment of M/s. RPR & Associates as the Secretarial Auditors of the Company for a period of five financial years i.e., from 2025-26 to 2029-30. The Board of Directors, based on the said recommendation of the Audit Committee, recommends resolution No. 8 for approval of members as set out in the Notice convening the annual general meeting.

None of the Directors and Key Managerial Personnel of the Company and their relatives is in any way concerned or interested, financially or otherwise in the resolution.

Item No. 9: To approve reappointment of Dr. Satyanarayana Chava as Executive Director & CEO of the Company

The Board has reappointed Dr. Satyanarayana Chava as the Executive Director & CEO of the Company for a period of five years from April 01, 2025 and up to March 31, 2030, upon the terms & conditions hereinafter indicated, subject to approval of the Members.

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Integrated Annual Report 2024-25

Brief resume of Dr. Satyanarayana Chava, nature of his expertise in specific functional areas, names of companies in which he holds directorships and memberships / chairmanships of Board Committees and shareholding etc. as stipulated under the Listing Regulations, are provided as an Annexure to this notice.

The overall remuneration of all the Executive Directors of the Company, including Dr. Satyanarayana Chava, has been restructured by the Nomination and Remuneration Committee and the Board of Directors subject to approval of the members and the salient features of the said restructuring of remuneration are as follows:

  • No increments will be provided to all the executive directors from April 01, 2026 onwards (which is 10% of the salary every year) for the remainder period of their respective terms, thereby the fixed remuneration remain fixed until the completion of the term of the each Executive Director.

  • Delinking of variable pay, from fixed salary basis to profit share basis, as per industry practice.

  • The variable pay shall be changed from Annual Bonus to Commission basis for all the executive directors and the same will result in directly linking with the performance of the Company i.e., as a percentage of consolidated profit before tax.

  • In the case of Dr. Satyanarayana Chava, 2% of consolidated profit before tax is proposed to be considered as variable pay and in the case of all other executive directors the variable pay shall be 0.5% of consolidated profit before tax of the Company achieved for that financial year.

Overall remuneration: The aggregate of salary, allowances, commission and perquisites in any one financial year shall not exceed the limits prescribed under Section 197, 198 and other applicable provisions of the Companies Act, 2013 read with Schedule V to the said Act or any modifications or re-enactment for the time being in force.

Minimum remuneration: In the event of loss or inadequacy of profits in any financial year during the currency of tenure of service of the Executive Director & CEO, the payment of salary, commission, perquisites and other allowances shall be governed by the limits prescribed under Schedule V of the Companies Act, 2013 as may for the time being be in force.

Income-Tax in respect of the above remuneration will be deducted at source as per the applicable Income Tax Laws / Rules.

If at any time the Executive Director & CEO ceases to be a Director of the Company, for any reason whatsoever, he shall cease to be the Executive Director & CEO and his Agreement with the Company shall stand terminated forthwith.

The above may be treated as a written memorandum setting out the terms & conditions of appointment of Dr. Satyanarayana Chava under Section 190 of the Act.

The Nomination & Remuneration Committee and the Board of Directors are of the opinion that Dr. Satyanarayana Chava’s vast

knowledge and varied experience will be of great value to the Company and has recommended the Resolution at Item No.9 of this Notice relating to his re-appointment as Executive Director & CEO of the Company for a further period of five years w.e.f. 01[st] April, 2025 and up to 31[st] March, 2030 as a Special Resolution for your approval.

In compliance with the provisions of Sections 196, 197, 203 and other applicable provisions of the Act, read with Schedule V to the Act and SEBI (LODR) Regulations, 2015, the appointment including terms of remuneration specified above are now being placed before the Members for their approval.

Except, Dr. Satyanarayana Chava, Mr. Krishna Chaitanya Chava and Mrs. Soumya Chava, none of the other Directors, Key Managerial Personnel or the relatives of Directors and Key Managerial Persons are, in any way, concerned or interested, financially or otherwise, in the Resolution at Item No. 9 of the Notice. Dr. Satyanarayana Chava is not related to any other Director or KMP of the Company other than Mr. Krishna Chaitanya Chava and Mrs. Soumya Chava.

The Board of Directors recommends the resolution in relation to the re-appointment of Dr. Satyanarayana Chava as Executive Director & CEO of the Company as set out in Item No. 9 for approval of the Members by way of a Special Resolution.

Item No. 10: To approve re-appointment of Mr. V.V. Ravi Kumar as Executive Director & CFO of the Company

The Board has appointed Mr. V.V. Ravi Kumar as the Executive Director & CFO of the Company for a period of two years from April 01, 2025 and up to March 31, 2027, upon the terms & conditions hereinafter indicated, subject to approval of the Members.

Brief resume of Mr. V.V. Ravi Kumar, nature of his expertise in specific functional areas, names of companies in which he holds directorships and memberships / chairmanships of Board Committees and shareholding etc. as stipulated under the Listing Regulations, are provided as an Annexure to this notice.

As explained in item no. 9 above, the overall remuneration of all executive directors has been restructured and as part of such restructuring, no increment in fixed salary will be considered from April 01, 2026 to Mr. V.V. Ravi Kumar during his term and his variable pay shall be considered as 0.5% of consolidated profit before tax of the Company.

Overall remuneration: The aggregate of salary, allowances, commission and perquisites in any one financial year shall not exceed the limits prescribed under Section 197, 198 and other applicable provisions of the Companies Act, 2013 read with Schedule V to the said Act or any modifications or re-enactment for the time being in force.

Minimum remuneration: In the event of loss or inadequacy of profits in any financial year during the currency of tenure of service of the Executive Director & CFO, the payment of salary, commission, perquisites and other allowances shall be governed

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LAURUS LABS LIMITED

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NOTICE

by the limits prescribed under Schedule V of the Companies Act, 2013 as may for the time being be in force.

Income-Tax in respect of the above remuneration will be deducted at source as per the applicable Income Tax Laws / Rules.

If at any time the Executive Director & CFO ceases to be a Director of the Company, for any reason whatsoever, he shall cease to be the Executive Director & CFO and his Agreement with the Company shall stand terminated forthwith.

The above may be treated as a written memorandum setting out the terms & conditions of appointment of Mr. V.V. Ravi Kumar under Section 190 of the Act.

The Nomination & Remuneration Committee and the Board of Directors are of the opinion that Mr. V.V. Ravi Kumar’s vast knowledge and varied experience will be of great value to the Company and has recommended the Resolution at Item No. 10 of this Notice relating to his re- appointment as Executive Director & CFO of the Company for a further period of two years w.e.f. April 01, 2025 and up to March 31, 2027 as a Special Resolution for your approval.

In compliance with the provisions of Sections 196, 197, 203 and other applicable provisions of the Act, read with Schedule V to the Act and SEBI (LODR) Regulations, 2015, the terms of remuneration specified above are now being placed before the Members for their approval.

Except Mr. V.V. Ravi Kumar, none of the other Directors, Key Managerial Personnel or the relatives of Directors and Key Managerial Persons are, in any way, concerned or interested, financially or otherwise, in the Resolution at Item No. 10 of the Notice. Mr. V.V. Ravi Kumar is not related to any other Director or KMP of the Company.

The Board of Directors recommends the resolution in relation to the re-appointment of Mr. V.V. Ravi Kumar as Executive Director & CFO of the Company as set out in Item No. 10 for approval of the Members by way of a Special Resolution.

Item Nos. 11, 12 and 13: To approve modification of terms of employment of Dr. Lakshmana Rao Ch. V. (DIN: 06885453), Mr. Krishna Chaitanya Chava (DIN: 06831883) and Mrs. Soumya Chava (DIN: 06831892) Executive Directors of the Company

Dr. Lakshmana Rao C.V. has been the executive director of the Company from March 2018 and Mr. Krishna Chaitanya Chava and Mrs. Soumya Chava have been functioning as the executive directors of the Company since April 2024.

As explained in Item No. 9 above, the overall remuneration of all executive directors has been restructured and as part of such restructuring, no increment in fixed salary will be considered from April 01, 2026 to these respective executive directors during their remainder term and their variable pay shall be considered as 0.5% of consolidated profit before tax of the Company to each of the executive directors.

Accordingly, it is proposed to fix their fixed remuneration without any increment for the remainder period of each executive director under these item nos. 11 to 13 and to pay variable pay to these executive directors in the form of commission @0.5% on the consolidated profit before tax of the Company for each executive director.

However, the remuneration payable to all executive directors, including the commission and other benefits, shall be subject to Sections 197, 198 read with schedule V of the Companies Act, 2013.

These proposals were considered by the Nomination and Remuneration Committee, Audit Committee and recommended to the Board and Board of Directors of the Company approved these proposals and recommended to the Shareholders to approve the same.

In compliance with the provisions of Sections 196, 197, 203 and other applicable provisions of the Act, read with Schedule V to the Act and SEBI (LODR) Regulations, 2015, the terms of remuneration specified above are now being placed before the Members for their approval.

Dr. Lakshmana Rao Ch. V. is interested in item no. 11. Mr. Krishna Chaitanya Chava and Mrs. Soumya Chava, individually and being siblings, are interested in item nos. 12 and 13. Dr. Satyanarayana Chava, being father of Mr. Krishna Chaitanya and Mrs. Soumya Chava, is interested in item nos. 12 and 13.

Other than the above, none of the other Directors, Key Managerial Personnel or the relatives of Directors and Key Managerial Persons are, in any way, concerned or interested, financially or otherwise, in the Resolution at Item Nos. 11, 12 and 13 of the Notice. Dr. Lakshmana Rao Ch. V. is not related to any other Director or KMP of the Company.

The Board of Directors recommends the resolutions in respect of item nos. 11, 12 and 13 for modification of terms of remuneration payable to Dr. Lakshmana Rao Ch. V., Mr. Krishna Chaitanya Chava and Mrs. Soumya Chava for approval of the Members by way of a Special Resolutions.

By order of the Board Laurus Labs Limited

G. Venkateswar Reddy Company Secretary

Regd. Office:

Laurus Enclave, Plot Office 01, E. Bonangi Village, Parawada Mandal, Anakapalli District – 531 021 E-mail: [email protected]

Place: Hyderabad Date: May 15, 2025

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Annexure

Details of Directors seeking appointment/re-appointment at the 20[th] Annual General Meeting of the Company to be held on June 26, 2025 [Pursuant to Regulation 36(3) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015]

==> picture [495 x 385] intentionally omitted <==

----- Start of picture text -----

Name of the Director Dr. Satyanarayana Chava Mr. V.V. Ravi Kumar Dr. C.V. Lakshmana Rao
Date of Birth 10-03-1961 01-07-1965 01-08-1962
Age 64 Years 59 Years 62 Years
Date of Appointment 21-01-2006 30-11-2006 08-03-2018
Relationship with Directors Father of Mr. Krishna Chaitanya Chava No Relationship No Relationship
and Key Managerial Personnel and Mrs. Soumya Chava, Executive
Directors of the Company
Expertise in specific functional Pharmaceuticals, Quality, Effective Finance, IT, SCM and HR Quality Control, Quality Assurance and
area Strategy and Corporate Governance Regulatory Affairs
Qualifications M.Sc., Ph.D., Executive MBA (PGPMAX) M.Com., FCMA M.Sc., Ph.D.
Names of Listed Entities NIL NIL NIL
from which the Director has
resigned in the past three
years
Board Membership of other Director of: Director of: Director of:
companies as on the date of a) Laurus Bio Private Limited; a) Laurus Bio Private Limited a) Sriam Labs Private Limited
Notice
b) Immuno-adaptive cell therapy b) KRKA Pharma Private Limited
Pvt. Ltd.
c) Chemiasoft Private Limited
d) KRKA Pharma Private Limited
Committees Membership of - - - Chairman of CSR Committee of
other companies as on the Sriam Labs Private Limited
date of Notice
Number of equity shares held 12,41,26,740 Equity Shares 77,05,000 Equity Shares 1,43,10,765
in the Company as on the date representing as Managing partner on (67,05,000 shares held by his
of Notice behalf of NSN Holdings (Partnership
Partnership Firm M/s. Leven Holdings
Firm) and 15,70,000 equity shares
and he is representing as a Managing
held on his individual name Partner of the Partnership Firm and
10,00,000 shares on his individual
name)
----- End of picture text -----*

  • For additional details on skills, expertise, knowledge and competencies of Directors, please refer to Corporate Governance Report forming part of the Annual Report.

Note:

  1. Information pertaining to remuneration paid to the Directors who are being appointed/ re-appointed and the number of Board Meetings attended by them during the year 2024-25 have been provided in the Corporate Governance Report forming part of the Annual Report.

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