Repro India Ltd. — AGM Information 2021

Jul 19, 2021

July 19, 2021

To, P. J. Towers, Exchange Plaza,

BSE Limited, National Stock Exchange of India Limited, Dalal Street, Bandra- Kurla Complex, Mumbai – 400 001 Bandra, Mumbai- 400 051 (SCRIP CODE: 532687) (Scrip Symbol – REPRO)

Dear Sir/Madam,

Sub: Notice convening 28 th Annual General Meeting ("AGM")

Pursuant to Regulation 34(1) of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, please find enclosed Notice convening the 28 th Annual General Meeting of the Company for the financial year 2020-21.

In compliance with relevant circulars issued by Ministry of Corporate Affairs and the Securities and Exchange Board of India, the Notice convening the AGM and the Annual Report of the Company for the financial year 2020-21 has been sent to all the members of the Company whose email addresses are registered with the Company or Depository Participant(s).

The AGM of the Company will be held on Tuesday, August 10, 2021, at 12.30 p.m. through Video Conferencing/ Other Audio Visual Means in accordance with the aforesaid circulars.

The Notice of AGM along with the Annual Report for the financial year 2020-21 is also being made available on the website of the Company i.e. www.reproindialtd.com

This is for your information and records.

Thanking you,

Yours faithfully, For Repro India Limited,

Kajal Damania Company Secretary & Compliance Officer

Encl: As Above

Corporate & Reg. Office: 11th Floor, Sun Paradise Business Plaza, 'B' Wing, Senapati Bapat Marg, Lower Parel, Mumbai – 400 013, India. Phone: 022-71914000 Fax: 022-71914001 Email: investor@reproindialtd.com Website: www.reproindialtd.com CIN: L22200MH1993PLC071431

_____________________________________________________________________________________

NOTICE

NOTICE is hereby given that the Twenty Eighth (28th) Annual General Meeting of the Company will be held on Tuesday, August 10, 2021 at 12.30 p.m. through Video Conferencing ("VC") / Other Audio Visual Means ("OAVM") to transact the following businesses:

ORDINARY BUSINESS:

• 1. To consider and adopt the Audited (Standalone and Consolidated) Financial Statements of the Company for the Financial Year ended March 31, 2021 together with the Reports of the Board of Directors' and Auditor's thereon.
• 1. To appoint a Director in place of Mr. Rajeev Vohra (DIN: 00112001), who retires from office by rotation and being eligible, offers himself for re-appointment.

By Order of the Board of Directors For Repro India Limited

Sd/- Place: Mumbai Kajal Damania Date: June 29, 2021 Company Secretary & Compliance Officer

Registered Office:

11th Floor, Sun Paradise Business Plaza, B Wing, Senapati Bapat Marg, Lower Parel, Mumbai - 400 013 CIN: L22200MH1993PLC071431 Email: investor@reproindialtd.com Website: www.reproindialtd.com Tel: +91-022-71914000; Fax: +91-022-71914001

Notes:

1. In view of the continuing COVID-19 pandemic, the Ministry of Corporate Affairs ("MCA"), has vide its circular nos. 14/2020 and 17/2020 dated April 08, 2020 and April 13, 2020 respectively, in relation to "Clarification on passing of ordinary and special resolutions by companies under the Companies Act, 2013 and the rules made thereunder on account of the threat posed by COVID-19", circular no. 20/2020 dated May 05, 2020, in relation to "Clarification on holding of Annual General Meeting ("AGM") through Video Conferencing ("VC") or Other Audio Visual Means ("OAVM") and Circular no. 02/2021 dated January 13, 2021 in relation to "Clarification on holding of annual general meeting (AGM) through video conferencing (VC) or other audio visual means (OAVM)" (collectively referred to as "MCA Circulars") and Securities and Exchange Board of India vide its circular no. SEBI/HO/CFD/CMD1/CIR/P/2020/79 dated May 12, 2020, in relation to "Additional relaxation in relation to compliance with certain provisions of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 - COVID-19 pandemic" and circular no. SEBI/HO/CFD/CMD2/CIR/P/2021/11 dated January 15, 2021 in relation to "Relaxation from compliance with certain provisions of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 due to the COVID -19 pandemic" (collectively referred as "SEBI Circular") have permitted the holding of the AGM through VC/ OAVM, without the physical presence of the Members at a common venue. In compliance with the MCA Circulars and SEBI Circulars, the AGM of the members of the Company is being held through VC / OAVM. The registered office of the Company shall be deemed to be the venue for the AGM.

• 1. The relevant details, pursuant to Regulations 26(4) and 36(3) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("SEBI Listing Regulations") and Secretarial Standard on General Meetings issued by the Institute of Company Secretaries of India, in respect of Director seeking re-appointment at this AGM is annexed to this Notice.
• 1. Pursuant to the provisions of the Companies Act, 2013 ("Act") a Member entitled to attend and vote at the AGM is entitled to appoint a proxy to attend and vote on his/ her behalf and the proxy need not be a Member of the Company. Since this AGM is being held pursuant to the MCA Circulars and SEBI Circulars through VC / OAVM, physical attendance of Members has been dispensed with. Accordingly, the facility for appointment of proxies by the Members will not be available for the AGM and hence the Proxy Form, Attendance Slip and route map of the AGM are not annexed to this Notice.
• 1. Institutional / Corporate Shareholders (i.e. other than individuals / HUF, NRI, etc.) are required to send a scanned copy (PDF/JPG Format) of their respective Board or governing body Resolution/Authorization etc., authorizing their representative to attend the AGM through VC / OAVM on their behalf and to vote through remote e-voting. The said Resolution/Authorization shall be sent to the Scrutinizer by email through its registered email address to dinesh.deora@yahoo.com with a copy marked to evoting@nsdl.co.in and investor@reproindialtd.com
• 1. The Register of Members and Share Transfer Books of the Company will remain closed from August 4, 2021 to August 10, 2021 (both days inclusive).
• 1. As per Regulation 40 of SEBI Listing Regulations, as amended, securities of listed companies can be transferred only in dematerialized form with effect from, April 1, 2019, except in case of request received for transmission or transposition and relodged transfers of securities. Further, SEBI vide its circular no. SEBI/HO/MIRSD/RTAMB/ CIR/P/2020/236 dated December 2, 2020 had fixed March 31, 2021 as the cut-off date for re-lodgement of transfer deeds and the shares that are re-lodged for transfer shall be issued only in demat mode. In view of this and to eliminate all risks associated with physical shares and for ease of portfolio management, members holding shares in physical form are requested to consider converting their holdings to dematerialized form. Members can contact the Company or its Registrar and Transfer Agents, Link Intime India Private Limited ("LIIPL") for assistance in this regard.
• 1. Members who have not yet registered their e-mail addresses are requested to register the same with their Depository Participants ("DP") in case the shares are held by them in electronic form and with LIIPL in case the shares are held by them in physical form.
• 1. Members are requested to intimate changes, if any, pertaining to their name, postal address, email address, telephone/ mobile numbers, Permanent Account Number (PAN), mandates, nominations, power of attorney, bank details such as, name of the bank and branch details, bank account number, MICR code, IFSC code, etc., to their DPs in case the shares are held by them in electronic form and to LIIPL in case the shares are held by them in physical form.
• 1. In compliance with the aforesaid MCA Circulars and SEBI Circulars, Notice convening the 28th AGM of the Company and the Annual Report along with the process of e-voting is being sent only through electronic mode to those Members whose e-mail addresses are registered with the Company/Depositories. Members may note that the Notice and Annual Report 2020-21 will also be available on the Company's website www.reproindialtd.com, 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, and on the website of NSDL https://www.evoting.nsdl.com
• 1. As per the provisions of Section 72 of the Act, the facility for making nomination is available for the Members in respect of the shares held by them. Members who have

not yet registered their nomination are requested to register the same by submitting Form No. SH-13. Members are requested to submit the said details to their DP in case the shares are held by them in electronic form and to LIIPL in case the shares are held in physical form.

• 1. Members holding shares in physical form, in identical order of names, in more than one folio are requested to send to the Company or LIIPL, the details of such folios together with the share certificates for consolidating their holdings in one folio. A consolidated share certificate will be issued to such Members after making requisite changes.
• 1. In case of joint holders, the Member whose name appears as the first holder in the order of names as per the Register of Members of the Company will be entitled to vote during the AGM.
• 1. Members seeking any information with regard to the financial statements or any matter to be placed at the AGM are requested to write to the Company on or before August 6, 2021 through email on investor@reproindialtd.com. The same will be replied by the Company suitably.
• 1. In terms of the provision of Section 124 of the Companies Act, 2013, Investor Education and Protection Fund Authority (Accounting, Audit Transfer and Refund) Rules, 2016 read with the relevant circulars and amendments thereto ('IEPF Rules'), the amount of dividend remaining unclaimed or unpaid for a period of seven years from the date of transfer to the unpaid dividend account is required to be transferred to the Investor Education and Protection Fund (IEPF), constituted by the Central Government. The shares in respect of such unclaimed dividends are also liable to be transferred to the demat account of the IEPF Authority. Accordingly, during the year 2020-21, the Company has transferred the unclaimed or unpaid final dividend for the financial year 2012-2013 to the IEPF.

In the year 2021-22, the Company will transfer the unclaimed or unpaid dividend for the financial year 2013-2014 to IEPF account. The Members, whose unclaimed dividends/shares have been transferred to IEPF, may claim the same by making an online application to the IEPF Authority in web Form No. IEPF-5 available on www.iepf.gov.in. In this regard, the Company has individually informed the shareholders concerned and also published notice in the newspapers as per the IEPF Rules. The details of such shareholders and shares due for transfer are uploaded on the "Investors Section" of the website of the Company viz. www.reproindialtd.com

• 1. Members attending the AGM through VC/OAVM shall be counted for the purpose of reckoning the quorum under Section 103 of the Act.
• 1. The Members can join the AGM through VC/OAVM mode 30 minutes before the scheduled time of the commencement of the AGM and the members can also join after the commencement of the AGM till the expiry of 15 minutes after such scheduled time by following the procedure mentioned in the Notice. The Members will be able to view the proceedings on National Securities Depository Limited ("NSDL") e-voting website at www.evoting.nsdl.com. The facility of participation at the AGM through VC/OAVM will be made available to atleast 1,000 Members on a first come first served basis as per the MCA Circulars. This will not include large Shareholders (Shareholders holding 2% or more shareholding), Promoters, Institutional Investors, Directors, Key Managerial Personnels, 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.
• 1. The Securities 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 the PAN to the Depository Participants with whom they are maintaining their demat accounts.

Members holding shares in physical form can submit their PAN details to the Company's Registrar and Transfer Agent.

• 1. To support the 'Green Initiative', Members who have not registered their e-mail addresses so far are requested to register their e-mail addresses with their Depository Participants in case the shares are held by them in electronic form and with LIIPL in case the shares are held by them in physical form.
• 1. Instructions for e-voting and joining the AGM are as follows:

A. Voting through electronic means:

In compliance with the provisions of Section 108 of the Companies Act, 2013 and the Rule 20 of the Companies (Management and Administration) Rules 2014 as amended from time to time and Regulation 44 of the SEBI Listing Regulations and in terms of SEBI vide circular no. SEBI/HO/CFD/CMD/ CIR/P/2020/242 dated December 9, 2020 in relation to e-Voting Facility Provided by Listed Entities, the Members are provided with the facility to cast their vote electronically, through the e-Voting services provided by NSDL, on all the resolutions set forth in this Notice.

The instructions for Members voting electronically are as under:

• (i) The remote e-voting period begins at 9.00 a.m. on Saturday, August 7, 20210, and ends at 5.00 p.m. on Monday, August 9, 2021. During this period, Members holding shares either in physical form or in dematerialized form, as on the cut-off date (record date) of Tuesday, August 3, 2021, may cast their vote electronically. The e-voting module shall be disabled by NSDL for voting thereafter. Those Members, who will be present in the AGM through VC / OAVM facility and have not cast 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 during the AGM.
• (ii) The details of the process and manner for remote e-voting are explained herein below:

Step 1: Access to NSDL e-voting system

Step 2: Cast your vote electronically and join virtual meeting on NSDL e-voting system.

Details on Step 1 are mentioned below:

I. Login method for remote e-Voting and joining virtual meeting for Individual shareholders holding securities in demat mode.

Pursuant to SEBI circular no. SEBI/HO/CFD/CMD/CIR/P/2020/242 dated December 9, 2020 on "e-Voting facility provided by Listed Companies", e-Voting process has been enabled to all the individual demat account holders, by way of single login credential, through their demat accounts / websites of Depositories / DPs in order to increase the efficiency of the voting process. Individual demat account holders would be able to cast their vote without having to register again with the e-Voting service provider (ESP) thereby not only facilitating seamless authentication but also ease and convenience of participating in e-Voting process.

Shareholders are advised to update their mobile number and e-mail ID with their DPs in order to access e-Voting facility.

Type of shareholders	Login Method
IndividualShareholders	A.NSDL IDeAS facility
holdingsecuritiesin	If you are already registered, follow the below steps:
demat mode with NSDL	1.Visit the e-Services website of NSDL. Open web browser bytyping the following URL: https://eservices.nsdl.com/ eitheron a Personal Computer or on a mobile.
	2.Once the home page of e-Services is launched, click on the"Beneficial Owner" icon under "Login" which is availableunder "IDeAS" section.
	3.A new screen will open. You will have to enter your User IDand Password. After successful authentication, you will beable to see e-Voting services.
	4.Click on "Access to e-Voting" appearing on the left hand sideunder e-Voting services and you will be able to see e-Votingpage.
	5.Click on options available against company name or e-Votingservice provider - NSDL and you will be re-directed to NSDLe-Voting website for casting your vote during the remotee-Voting period or joining virtual meeting and e-Votingduring the meeting.
	If you are not registered, follow the below steps:
	1.Option to register is available at https://eservices.nsdl.com.
	2.Select "Register Online for IDeAS" Portal or click athttps://eservices.nsdl.com/SecureWeb/IdeasDirectReg.jsp
	3.Please follow steps given in points 1-5 above.
	B.e-Voting website of NSDL
	1.OpenwebbrowserbytypingthefollowingURL: https://www.evoting.nsdl.com/ either on a personalcomputer or on a mobile phone.
	2.Once the home page of e-Voting system is launched, clickon the icon "Login" which is available under 'Shareholder/Member' section.
	3.A new screen will open. You will have to enter your UserID (i.e. your sixteen digit demat account number held withNSDL), Password / OTP and a Verification Code as shown onthe screen.
	4.After successful authentication, you will be redirected toNSDL website wherein you can see e-Voting page. Click onoptions available against company name or e-Voting serviceprovider - NSDL and you will be redirected to e-Votingwebsite of NSDL for casting your vote during the remotee-Voting period or joining virtual meeting and e-Votingduring the meeting.
IndividualShareholders holdingsecurities in dematmode with CDSL	1.Existing users who have opted for Easi / Easiest, can loginthrough their user id and password. Option will be madeavailable to reach e-Voting page without any furtherauthentication. The URL for users to login to Easi / Easiestishttps://web.cdslindia.com/myeasi/home/loginorwww.cdslindia.com and click on New System Myeasi.

Type of shareholders	Login Method
	2.After successful login of Easi / Easiest the user will be alsoable to see the e-Voting Menu. The Menu will have links ofESP i.e. NSDL portal. Click on NSDL to cast your vote.
	3.If the user is not registered for Easi/Easiest, option toregister is available at https://web.cdslindia.com/myeasi/Registration/EasiRegistration. Alternatively, the user candirectly access e-Voting page by providing demat AccountNumber and PAN from a link in www.cdslindia.com homepage. The system will authenticate the user by sendingOTP on registered Mobile and e-mail as recorded in thedemat Account. After successful authentication, user willbe provided links for the respective ESP i.e. NSDL where thee-Voting is in progress.
IndividualShareholders(holding securities	1.You can also login using the login credentials of your demataccount through your DP registered with NSDL / CDSL fore-Voting facility.
in demat mode)logging throughtheir depositoryparticipants	2.Once logged-in, you will be able to see e-Voting option.Once you click on e-Voting option, you will be redirected toNSDL / CDSL Depository site after successful authentication,wherein you can see e-Voting feature.
	3.Click on options available against company name ore-Voting service provider - NSDL and you will be redirectedto e-Voting website of NSDL for casting your vote duringthe remote e-Voting period or joining virtual meeting ande-Voting during the meeting.

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

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
Securities held with NSDL	Please contact NSDL helpdesk by sending a request atevoting@nsdl.co.in or call at toll free no.: 1800 1020990 and 1800 22 44 30
Securities held with CDSL	Please contact CDSL helpdesk by sending a requestathelpdesk.evoting@cdslindia.comorcontactat022- 23058738 or 022-23058542-43

II. 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?

• 1. 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.
• 1. Once the home page of e-Voting system is launched, click on the icon "Login" which is available under "Shareholders / Member" section.
• 1. 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.
• 1. 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.

1. Your User ID details are given below:

Mannerofholdingsharesi.e. Demat (NSDL or CDSL) orPhysical		Your User ID is:
a)	ForMemberswhoholdsharesindemataccountwith NSDL.	8 Character DP ID followed by 8 Digit Client ID Forexample, if your DP ID is IN300*** and Client ID is12****** then your user ID is IN30012***
b)	ForMemberswhoholdsharesindemataccountwith CDSL	16 Digit Beneficiary ID For example, if yourBeneficiary ID is 12************** then your userID is 12**************
c)	For Members holding sharesin Physical Form.	EVENNumberfollowedbyFolioNumberregistered with the company For example, if EVENis 123456 and folio number is 001*** then user IDis 123456001***

• 1. Your password details are given below:
  • a) If you are already registered for e-Voting, then you can use your existing password to login and cast your vote.
  • 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 by NSDL. Once you retrieve your 'initial password', you need to enter the 'initial password' and the system will force you to change your password.
  • c) How to retrieve your 'initial password'?
    • i) If your e-mail ID is registered in your demat account or with the company, your 'initial password' is communicated to you on your e-mail ID. Trace the e-mail sent to you from NSDL in your mailbox from evoting@nsdl.com. Open the e-mail 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'.

• ii) In case you have not registered your e-mail address with the Company / Depository, please follow instructions mentioned below in this notice.
• 1. If you are unable to retrieve or have not received the 'initial password' or have forgotten your password:
  • 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.
  • b) "Physical User Reset Password?" (If you are holding shares in physical mode) option available on www.evoting.nsdl.com.
  • c) If you are still unable to get the password by aforesaid two options, you can send a request at evoting@nsdl.co.in mentioning your demat account number / folio number, your PAN, your name and your registered address.
  • d) Members can also use the one-time password (OTP) based login for casting the votes on the e-Voting system of NSDL.

7

1. After entering your password, click on Agree to "Terms and Conditions" by selecting on the check box.

• 1. Now, you will have to click on "Login" button.
• 1. After you click on the "Login" button, Home page of e-Voting will open.

Details on Step 2 are mentioned below:

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

• 1. 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.
• 1. 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 General Meeting".
• 1. Now you are ready for e-Voting as the Voting page opens.
• 1. 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.
• 1. Upon confirmation, the message "Vote cast successfully" will be displayed.
• 1. You can also take the printout of the votes cast by you by clicking on the print option on the confirmation page.
• 1. Once you confirm your vote on the resolution, you will not be allowed to modify your vote.

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 investor@reproindialtd.com
• 1. 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 (selfattested scanned copy of PAN card), AADHAR (self-attested scanned copy of Aadhar Card) to investor@reproindialtd.com. If you are an Individual shareholders holding securities in demat mode, you are requested to refer to the login method explained at step 1 (I) i.e. Login method for e-Voting and joining virtual meeting for Individual shareholders holding securities in demat mode.
• 1. Alternatively shareholder/members may send a request to evoting@nsdl.co.in for procuring user id and password for e-voting by providing above mentioned documents.

General Guidelines for Shareholders:

• 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 https://www.evoting.nsdl.com to reset the password.

• In case of any queries relating to e-voting you may refer to the FAQs for Shareholders and e-voting user manual for Shareholders available at the download section of https://www.evoting.nsdl.com or call on toll free no.: 1800- 222-990 or send a request at evoting@nsdl.co.in.

• Members may send a request to evoting@nsdl.co.in for procuring user id and password for e-voting by providing demat account number / Folio number, client master or copy of Consolidated Account statement, PAN (self-attested scanned copy of PAN card), AADHAR (self-attested scanned copy of Aadhar Card). If you are an Individual shareholders holding securities in demat mode, you are requested to refer to the login method explained above.

• Shareholders holding multiple folios/demat account shall choose the voting process separately for each of the folios/demat account.

Process for registration of e-mail id for obtaining Annual Report and user ID/password for e-voting and updation of bank account mandate:

Physical Holding	Send a request to the Registrar and Transfer Agents of the Company,LIIPL at rnt.helpdesk@linkintime.co.in providing Folio No., Nameof shareholder, scanned copy of the share certificate (front andback), PAN (self-attested scanned copy of PAN card), AADHAR (selfattested scanned copy of Aadhar Card) for registering e-mail address.Following additional details need to be provided in case of updatingBank Account Details:
	a)Name and Branch of the Bank,
	b)the Bank Account type,
	c)BankAccountNumberallottedbytheirbanksafterimplementation of Core Banking Solutions
	d)9 digit MICR Code Number, and
	e)11digit IFSC Code
	f)a scanned copy of the cancelled cheque bearing the name of thefirst shareholder.
Demat Holding	Please contact your Depository Participant (DP) and register youre-mail address and bank account details in your demat account, as perthe process advised by your DP.

• The voting rights of members shall be in proportion to their shares of the paid up equity share capital of the Company as on August 3, 2021 i.e. the cut-off date.

• The members who have casted their vote by remote e-voting prior to the AGM may also attend/participate in the AGM through VC/ OAVM but shall not be entitled to cast their vote again.

• Once the vote on a resolution is cast by the members, such members shall not be allowed to change it subsequently.

• Any person, who acquires shares of the Company and becomes a Member of the Company after sending of the Notice and holding shares as of the cut-off date, may obtain the login ID and password by sending a request at evoting@nsdl.co.in. However, if he/she is already registered with NSDL for remote e-voting then he/she can use his/ her existing User ID and password for casting the vote.

• Mr. Dinesh Kumar Deora, Practising Company Secretary (Membership No. FCS: 5683) has been appointed as the Scrutinizer to scrutinize the voting during the AGM and remote e-voting process in a fair and transparent manner.

• At the end of discussion on the resolutions on which voting is to be held, voting by use of e-voting system will be allowed for all those Members who are present during the AGM through VC/OAVM but have not cast their votes by availing the e-voting facility. The e-voting module during the AGM shall be disabled by NSDL for voting 15 minutes after the conclusion of the Meeting.

• The Scrutinizer shall, immediately after the conclusion of voting at the AGM, first count the votes cast during the AGM, thereafter unblock the votes cast through remote e-voting and make, not later than 48 hours of conclusion of the AGM, a consolidated Scrutinizer's Report of the total votes cast in favour or against, if any, to the Chairman or a person authorised by him in writing, who shall countersign the same.

• The results declared along with Scrutinizer Report shall be placed on the Company's website investor@reproindialtd.com and on the website of NSDL https://www.evoting. nsdl.com. The Company shall simultaneously forward the results to National Stock Exchange of India Limited and BSE Limited, where the shares of the Company are listed.

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

• i. Members will be able to attend the AGM through VC / OAVM or view the live webcast of the AGM provided by NSDL at https://www.evoting.nsdl.com 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 General meeting menu against company name. You are requested to click on VC / OAVM link placed under Join General Meeting menu.
• ii. 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. Further Members can also use the OTP based login for logging into the e-voting system of NSDL.
• iii. Facility of joining the AGM through VC / OAVM shall open 30 minutes before the time scheduled for the AGM.
• iv. The Register of Directors and Key Managerial Personnel and their Shareholding, maintained under Section 170 of the Act, and the Register of Contracts or Arrangements in which the directors are interested, maintained under Section 189 of the Act and all other documents referred in this Notice, will be available electronically for inspection by the Members during the AGM. Members seeking to inspect such documents can send an e-mail to investor@reproindialtd.com
• v. Members who need assistance before or during the AGM, can contact NSDL on evoting@nsdl.co.in / 1800-222-990 or contact Ms. Pallavi Mhatre, Manager at pallavid@nsdl.co.in. Kindly quote your name, DP ID-Client ID / Folio no. and E-voting Event Number in all your communications.
• vi. Members who would like to express their views/have questions may send their views/ questions in advance mentioning their name, demat account number/folio number, email id, mobile number at investor@reproindialtd.com on or before August 7, 2021. The same will be replied by the company during the AGM.

By Order of the Board of Directors For Repro India Limited

Sd/- Place: Mumbai Kajal Damania Date: June 29, 2021 Company Secretary & Compliance Officer

ANNEXURE TO ITEM 2 OF THE NOTICE

Details of Directors seeking re-appointment at the AGM

[In pursuance to Regulation 36 of SEBI (Listing Obligations and Disclosure Requirements), Regulations, 2015 and Secretarial Standard-2 on General Meeting]

1. Mr. Rajeev Vohra

Name of the Director	Mr. Rajeev Vohra
Director IdentificationNumber (DIN)	00112001
Date of Birth (Age)	October 8, 1960 (61)
Nationality	Indian
Date of first appointment onthe Board	April 1, 1993
Qualifications	B.Com
Terms and Conditionsof Appointment /Reappointment	As per the resolution at item no. 2 of the Noticeconvening AGM on June 29, 2021, is proposed tobe re-appointed as a Whole-time Director of theCompany.
Remuneration last drawn(including sitting fees, if any)	` 12.90 lakhs
Expertise in specificfunctional areas	Mr. Rajeev Vohra, is a commerce graduate. Hehasoverthepastyears,acquiredconsiderableexperience in manufacturing, both on the technicaland management front. Based on this experiencehe has introduced efficient technology processes toRepro. His skills were acknowledged when he wasnominated for the India Young Business AchieverAward instituted by Sistas Worldcom Inc. and theIndian Express Group in1997. He currently directs theDigital Printing Business of the Company.
No. of shares held in theCompany	NIL
Directorships held in otherListed Companies	NIL
Memberships of Committeesin other listed Companies	NIL
Relationships between theDirectors inter-se	Mr. Vinod Vohra and Mr. Sanjeev Vohra are brothersof Mr. Rajeev Vohra
Number of Board MeetingAttended (F.Y 2020-21)	4