STRIDES PHARMA SCIENCE LIMITED — AGM Information 2023

Jan 13, 2023

==> picture [136 x 45] intentionally omitted <==

January 13, 2023

BSE Limited Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai – 400 001 Scrip code: 532531

The National Stock Exchange of India Limited Exchange Plaza, Bandra-Kurla Complex Bandra (E) Mumbai - 400 051 Scrip code: STAR

Dear Madam/ Sir,

Sub: Notice of Extraordinary General Meeting of the shareholders of the Company

We wish to inform you that Stelis Biopharma Limited (Stelis), an Associate Company of Strides is seeking to refinance upto Rs. 7,000 million of its existing debt to meet its near-term obligations.

In this regard, Board of Directors of the Company based on the recommendation of the Audit Committee approved the proposal to continue to provide security and/ or corporate guarantee in favour of Stelis for their proposed refinancing arrangement, subject to Shareholders’ approval.

Accordingly, it is proposed to convene Extraordinary General Meeting (EGM) of shareholders of the Company on Monday, February 6, 2023 at 12:30 hrs IST through Video Conference/ Other Audio-Visual Means for considering the aforesaid proposal.

We enclose herewith Notice of EGM, which is being sent through electronic mode to shareholders of the Company. A copy of the same is also available on the Company’s website www.strides.com.

This is for your information and records.

Thanks & Regards, For Strides Pharma Science Limited,

Digitally signed by MANJULA MANJULA RAMAMURTHY RAMAMURTHY Date: 2023.01.13 18:19:25 +05'30'

Manjula Ramamurthy Company Secretary ICSI Membership No. A30515

Encl. as above

==> picture [479 x 52] intentionally omitted <==

==> picture [121 x 50] intentionally omitted <==

STRIDES PHARMA SCIENCE LIMITED

CIN: L24230MH1990PLC057062 Regd. Office: 201, ‘Devavrata’, Sector – 17, Vashi, Navi Mumbai – 400 703. Tel No.: +91 22 2789 2924/ 2789 3199 Corp. Office: ‘Strides House’, Bilekahalli, Bannerghatta Road, Bengaluru – 560 076. Tel No.: +91 80 6784 0000/ 6784 0290 Website: www.strides.com; Email: investors@strides.com

Dear Shareholders,

Sub: Invitation to attend Extraordinary General Meeting of the Company to be held on Monday, February 6, 2023

You are cordially invited to attend Extraordinary General Meeting (EGM) of the Company scheduled to be held on Monday, February 6, 2023 at 12:30 hrs IST through Video Conferencing (VC)/ Other Audio-Visual Means (OAVM). Notice convening EGM is enclosed herewith.

To enable ease of participation, please find below key details regarding the meeting:

#	Particulars		Details
1.	Link for live webcast of the EGM & for participation through VC		https://emeetings.kfintech.com/
2.	Link for remote e-voting		https://evoting.kfintech.com/
3.	Username & password for VC		Shareholders may attend the EGM through VC by accessing the link https://emeetings.kfintech.com OR by using the remote e-voting credentials. Please refer the instructions of this Notice for further information.
4.	Cut-off date for e-voting		Monday, January 30, 2023
5.	Time period for remote e-voting		Starts from 09:00 hours IST on Thursday, February 2, 2023 and; Ends on Sunday, February 5, 2023 at 17:00 hours IST.
6.	Link for Shareholders to temporarily update e-mail address		https://ris.kfintech.com/clientservices/mobilereg/mobileemailreg.aspx

Page 1 of 22

==> picture [121 x 50] intentionally omitted <==

7.	Contact details of Registrar & Share Transfer Agent (RTA)	KFin Technologies Limited (formerly known as KFin Technologies Mr. Raju S.V, Dy. Vice President/ Mr. Mohan Kumar A, Manager Toll Free No.: 1800 309 4001 E-mail:einward.ris@kfintech.com;and	Private Limited) evoting@kfintech.com
8.	Helpline number for VC participation and e-voting
9.	Scrutinizer details	Mr. Preetham Hebbar, Practicing Company Secretary (Membership No. ACS: 31909 and CP:21431) of M/s. Preetham Hebbar & Co., Company Secretaries, Bengaluru; Email: info@phnaffiliates.in
10.	Strides’ contact details	Email:investors@strides.com Tel No.: +91 80 6784 0732/ 0734

Best Regards,

For Strides Pharma Science Limited Sd/Manjula Ramamurthy Company Secretary ICSI Membership no. A30515

Date: January 10, 2023 Place: Bengaluru, India

Page 2 of 22

==> picture [121 x 50] intentionally omitted <==

STRIDES PHARMA SCIENCE LIMITED

CIN: L24230MH1990PLC057062 Regd. Office: 201, ‘Devavrata’, Sector – 17, Vashi, Navi Mumbai – 400 703. Tel No.: +91 22 2789 2924/ 2789 3199 Corp. Office: ‘Strides House’, Bilekahalli, Bannerghatta Road, Bengaluru – 560 076. Tel No.: +91 80 6784 0000/ 6784 0290 Website: www.strides.com; Email: investors@strides.com

NOTICE OF EXTRAORDINARY GENERAL MEETING

NOTICE is hereby given that Extraordinary General Meeting (EGM) of Shareholders of the Company will be held on Monday, February 6, 2023 at 12:30 hrs IST through Video Conference (VC)/ Other Audio-Visual Means (OAVM) to transact the following Special Businesses:

Item 1: Security/ Corporate Guarantee to be continued for the borrowings of Stelis Biopharma Limited under Section 185 of the Companies Act, 2013

To consider and if thought fit, to pass the following resolution as a Special Resolution :

“ RESOLVED that pursuant to provisions of Section 185 and other applicable provisions of the Companies Act, 2013 read with Rules framed therein, including any statutory modification(s), clarification(s), substitution(s) or re-enactment(s) thereof for the time being in force and subject to such other approvals, permissions and sanctions, as may be necessary, approval of the shareholders of the Company be and is hereby accorded to the Board of Directors of the Company to provide Security and/ or Corporate Guarantee in favour of Banks/ Financial Institutions/ Non-Banking Financial Companies and/ or Security Trustee(s) appointed by them, for securing the proposed borrowings of Stelis Biopharma Limited for an amount not exceeding Rs. 7,000 million (Rupees Seven Thousand million only), for its principal business activities.

RESOLVED FURTHER that the Board of Directors of the Company, be and is hereby authorised, to do and perform all such acts, deeds, matters and things, as may be deemed necessary and expedient, including finalizing the terms and conditions and executing necessary documents, including contract(s), scheme(s), agreement(s) and to take necessary steps as the Board may, in its absolute discretion deem necessary, desirable or expedient, to give effect to this resolution including delegation of all or any of the powers herein conferred to any one or more Directors or Officers of the Company and to do all such acts, matters, deeds and things as may be necessary to give effect to the above resolution.”

Page 3 of 22

==> picture [121 x 50] intentionally omitted <==

Item 2: Security/ Corporate Guarantee to be continued for the borrowings of Stelis Biopharma Limited under Regulation 23 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015

To consider and if thought fit, to pass the following resolution as an Ordinary Resolution :

“ RESOLVED that pursuant to provisions of the Companies Act, 2013 and Rules framed therein, Regulation 23 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, including any statutory modification(s), clarification(s), substitution(s) or re-enactment(s) thereof for the time being in force and subject to such other approvals, permissions and sanctions, as may be necessary, approval of the shareholders of the Company be and is hereby accorded to the Board of Directors of the Company to provide Security and/ or Corporate Guarantee in favour of Banks/ Financial Institutions/ Non-Banking Financial Companies and/ or Security Trustee(s) appointed by them, for securing the proposed borrowings of Stelis Biopharma Limited, a Related Party of the Company for an amount not exceeding Rs. 7,000 million (Rupees Seven Thousand million only).

RESOLVED FURTHER that the Board of Directors of the Company, be and is hereby authorised, to do and perform all such acts, deeds, matters and things, as may be deemed necessary and expedient, including finalizing the terms and conditions and executing necessary documents, including contract(s), scheme(s), agreement(s) and to take necessary steps as the Board may, in its absolute discretion deem necessary, desirable or expedient, to give effect to this resolution including delegation of all or any of the powers herein conferred to any one or more Directors or Officers of the Company and to do all such acts, matters, deeds and things as may be necessary to give effect to the above resolution.”

Date: January 10, 2023 Place: Bengaluru, India

By Order of the Board For Strides Pharma Science Limited Sd/Manjula Ramamurthy Company Secretary ICSI Membership no. A30515

Page 4 of 22

==> picture [121 x 50] intentionally omitted <==

EXPLANATORY STATEMENT FOR THE NOTICE

(Pursuant to Section 102 of the Companies Act, 2013)

The following explanatory statement sets out all the material facts relating to the business mentioned under Item 1 and 2 of the accompanying Notice:

Item 1 and 2: Security/ Corporate Guarantee to be continued for the borrowings of Stelis Biopharma Limited

I. Introduction

Stelis Biopharma Limited (Stelis) is a company incorporated in 2007 and has its registered office in Bengaluru, India. Stelis was incorporated to pursue a global affordable biopharmaceutical business and was acquired by Strides through one of its subsidiaries in 2010. In 2013, Stelis became a wholly owned subsidiary of Strides, and as Stelis built its capabilities and scale, it started to operate independently with its leadership team. Effective March 31, 2017, Stelis became an Associate Company of Strides. As at December 31, 2022, Strides holds 31.54% stake in Stelis on a consolidated & fully diluted basis.

Stelis is seeking to refinance up to Rs. 7,000 million of its existing debt to match the cashflows from Contract Development and Manufacturing Organization (CDMO) business, which is expected to break even in FY24 and deliver free cash flow for all its operations from FY25.

Stelis’ Debt Book and Strides Guarantees

Stelis’ total debt stood at ~Rs. 11,700 million and Rs. 9,098 million, respectively, as at the end of March 31, 2022, and December 31, 2022. Post the refinancing arrangement, Stelis’ Debt Book is expected to be at ~ Rs. 9,098 million.

Strides has provided Security and/ or Corporate Guarantee for Stelis’ existing borrowings to the extent of ~Rs. 11,800 million as at December 31, 2022. Some of the Stelis’ borrowings are also backed by Promoters' personal guarantees.

Further, Promoters and other Investors of Stelis are committed to investing up to Rs. 6,451 million in Stelis to meet its debt obligations. Stelis has already received Rs. 4,738 million of capital until December 2022.

With the refinancing proposal, while in the interim there will be hike in the security/ corporate guarantee provided by Strides, the same is expected to get stabilized by the end of the refinancing arrangement at ~Rs. 11,000 million.

As a leading shareholder of Stelis, and a security provider/ corporate guarantor for its existing facilities, Stelis has requested the Company to support the proposed refinancing arrangement by providing Security and/ or Corporate Guarantee, in addition to the security Stelis and its Promoters would provide for availing the facilities.

Board of Directors of the Company, at their meeting held on January 10, 2023, based on the recommendation and approval of the Audit Committee, have approved providing Security and/ or Corporate Guarantee of an amount upto Rs. 7,000 million for the proposed borrowing by Stelis, which shall be in the nature of refinancing of its current debts.

Approval of shareholders of the Company is being sought for the said proposal in line with the applicable provisions of the Companies Act, 2013 and the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (SEBI Listing Regulations).

Page 5 of 22

==> picture [121 x 50] intentionally omitted <==

II. About Stelis and its business

Stelis was acquired to pursue a global affordable biopharmaceutical business as a division of Strides Pharma Science Limited (Strides or the Company). It was initially a subsidiary of Strides, and as Stelis built its capabilities and scale, it started to operate independently with its leadership team. Stelis has over USD 300 million of capital invested, of which the majority has been funded as equity from Strides, the promoter group, and global marquee investors such as TPG Growth, Think Investment Group, Route One Investments, the GMS group of Jordan and the family office of Mr. Mankekar. The last round of financing valued Stelis at a post-money valuation of USD 388 million, significantly higher than the entry valuation for Strides in 2013-14.

Stelis operates two independent divisions, viz.,

• A) A global pure-play biological CDMO business; &

• B) A product division with a biosimilar pipeline for international markets.

A) CDMO Business

Stelis is an emerging global biopharmaceutical CDMO with a complete, integrated, end-to-end offering. It is equipped with world-class Process Development (PD) and manufacturing infrastructure for both drug substances (mammalian and microbial-based therapeutic proteins and other emerging modalities) and drug products (lyophilized vials, liquid vials, pre-filled syringes, cartridges, and devices). It has three state-of-the-art facilities, with ~85,000 square meters of PD and manufacturing space and over 500 highly talented professionals.

Since the beginning of the commercial operations, Stelis’ CDMO division has had encouraging set of developments. Over the last 20 months, Stelis has received considerable new orders for the drug product plant; demand for cartridges, high-speed vial fill-finish and lyophilized vials remained strong. Through the Manufacturing Services Agreement (MSA), the pre-revenue component of the CDMO contract, Stelis generated ~USD 17 million in revenues in FY22, which was the first year of operations.

MSAs are the first part of the CDMO contract, which typically includes the technology transfer, process development, process scale, and execution of Performance Qualification (PPQ) batches. It consists of the base work required for securing the regulatory approval and, consequently, a contract for commercial manufacturing. Stelis MSAs executed in FY22 and H1FY23 will drive a secured Commercial Services Agreement (CSA) of ~USD 120 million starting as early as FY24.

CSA is the second part of the CDMO contract that includes the value of business, which is secured through commercial supplies of products developed for the partner under the MSA. Typically, the duration of CSA would be 3-5 years and is secured by capacity commitment ensuring annuity of revenues.

While significant order wins have been concluded, the onboarding cycle takes longer for the CDMO business. The new business would result in operating inflow; however, the revenue recognition will follow the operational milestones and would be steady only after the CSAs exceed the MSAs. Consequently, Stelis will report a modest operating revenue performance with negative PAT in FY23. As CSA-led revenues kick in, Stelis expects to demonstrate a positive operating margin and generate enough cash flow to meet its obligations in 12 to 18 months.

Stelis also had an excellent regulatory outcome this year with the approval of its flagship facility by the European Medicine Agency (EMA) and USFDA. This has undoubtedly been a defining moment for Stelis as it has endorsed its capabilities and will also accelerate its business development efforts.

Page 6 of 22

==> picture [121 x 50] intentionally omitted <==

B) Product Business

Stelis is building a portfolio of leading biosimilar products with cost leadership through efficient processes and low-cost devices. Stelis has a pipeline of several biosimilars in development. Its first biosimilar product, STLP001 (PTH or brand name Kauliv[TM] ), received a positive recommendation from the European Medicine Agency (EMA) on November 11, 2022. Kauliv[TM] is a biosimilar to Forteo® (innovator with >USD 800 million in Global sales), indicated for both men and post-menopausal women with osteoporosis who are at high risk for having broken bones or fractures. Kauliv[TM] is developed on a recombinant Escherichia coli host platform, similar to the innovator. Stelis has already licensed Kauliv[TM] across 20 countries, and the commercialization of the product will generate incremental revenues with significant EBITDA for Stelis starting in FY24.

III. Background to Stelis’ borrowing

With the base CDMO and product strategy fructifying to plan, Stelis, in March 2021, decided to initiate investments for Phase 2 growth and expansion. This strategy concurred with the large contract manufacturing business Stelis secured from Russia for manufacturing the Sputnik Light Vaccine (Vaccine) in a take-or-pay arrangement. Stelis has invested over USD 100 million towards this, including constructing a new state-of-the-art multi-modal manufacturing facility in Bengaluru, India. The facility was completed in less than 200 days. Besides manufacturing the vaccines, it is equipped with 40,000 Litres(L) of drug substance capacity (The largest in India and amongst the highest in the World) to manufacture several categories of biological products in great demand globally.

Stelis became the only company in the World to manufacture vaccines at a 2,000L commercial scale. Consequently, Stelis received the first confirmed purchase order of 50 million doses for exports to Russia, against which Stelis produced over ~23 million doses (Contracted Sale value of USD 58 million) . While Stelis was ready with the vaccine, the geopolitical situation due to the Ukraine-Russia conflict led to its inability to export the vaccines. This temporarily impacted the cash flow situation at Stelis as new financing for the vaccine program had an accelerated cashflow-backed repayment from the proceeds of the vaccine sales starting March 2021.

IV. Fund Requirements at Stelis

Stelis is poised to build a robust business with high margins & promising returns, delivering significant value for the shareholders of Strides. With the pick-up in revenues and operating profits (expected to break even in FY24), Stelis would have generated sufficient cash from operations to meet its business and financing requirements (free cashflow generation from FY25). However, given the unprecedented challenges in vaccine sales due to the geo-political situation and accelerated repayments of its existing loans, Stelis is seeking to refinance its current debt of up to Rs. 7,000 million from Banks/ Financial Institutions/ Non-Banking Financial Companies to meet its near-term obligations.

Stelis’ total debt stood at ~Rs. 11,700 million and Rs. 9,098 million, respectively, as at the end of March 31, 2022, and December 31, 2022. Post the refinancing arrangement, Stelis’ Debt Book is expected to be at ~ Rs. 9,098 million. Strides has provided Security and/ or Corporate Guarantee for Stelis’ existing borrowings to the extent of ~Rs. 11,800 million as at December 31, 2022. Some of the Stelis’ borrowings are also backed by Promoters' personal guarantees.

Further, Promoters and other Investors of Stelis are committed to investing up to Rs. 6,451 million in Stelis to meet its debt obligations. Stelis has already received Rs. 4,738 million of capital until December 2022.

Page 7 of 22

==> picture [121 x 50] intentionally omitted <==

With the refinancing proposal, while in the interim there will be hike in the security/ corporate guarantee provided by Strides, the same is expected to get stabilized by the end of the refinancing arrangement at ~Rs. 11,000 million.

As a leading shareholder of Stelis, and a security provider/ corporate guarantor for its existing facilities, the Company would be required to support the proposed refinancing arrangement by providing Security and/ or Corporate Guarantee, in addition to the security Stelis and its Promoters would provide for availing the facilities.

Since Stelis is meeting its financial obligations, and the Board believes that it will continue to do so, the total value of the securities/ guarantees post the refinancing arrangement which can be enforced against the Company for the borrowings of Stelis would be at ~Rs. 11,000 million.

V. Regulatory Requirements for the Proposed Transaction

a) Companies Act, 2013

Section 185 of the Companies Act, 2013 provides that a Company may advance any loan, including any loan represented by a book debt, or give any guarantee or provide any security in connection with any loan taken by any person in whom any of the directors of the company is interested, subject to the condition that a special resolution is passed by the Company in general meeting.

Mr. Arun Kumar, Executive Chairperson & Managing Director of the Company, also holds a directorship in Stelis and indirectly controls more than 25% of the voting power in Stelis.

Accordingly, approval of shareholders of the Company by means of a Special Resolution is required for the proposed Security and/ or Corporate Guarantee to be provided on behalf of Stelis.

Further, in terms of Section 186 of the Companies, 2013, the proposed Security and/ or Corporate Guarantees shall be within the overall limits approved by the shareholders vide special resolution passed through Postal Ballot in July 2015.

b) SEBI (Listing Obligations and Disclosure Requirements) Regulation, 2015

In terms of the Regulation 23 of the SEBI Listing Regulations and the Company’s policy on dealing with Related Party Transactions, all Material Related Party Transactions (Material RPT) with an aggregate value exceeding Rs.1,000 Crore or 10% of the annual consolidated turnover of the Company as per the last audited financial statements of the Company, whichever is lower, require prior approval of shareholders by means of an ordinary resolution

Based on the Audited Financial Statements of March 31, 2022, the threshold limit for Material RPT is ~Rs. 3,200 million.

The proposed Security and/ or Corporate Guarantee to Stelis (along with the existing transactions during FY2023) shall exceed the materiality threshold limit for the current financial year, under the SEBI Listing Regulation and accordingly, requires approval of shareholders by means of an Ordinary Resolution.

Page 8 of 22

==> picture [121 x 50] intentionally omitted <==

VI. Recommendations of the Board

Based on the above information provided by Management, Audit Committee of the Company in its meeting held on January 10, 2023, approved providing Security and/ or Corporate Guarantee of an amount upto Rs. 7,000 million for the proposed borrowing by Stelis, which shall be in the nature of refinancing.

Pursuant to the recommendation of the Audit Committee and considering the information provided by the management, Board of Directors of the Company at their meeting held on January 10, 2023, approved the above proposal and have recommended the said proposal for shareholders’ approval in terms of the applicable provisions of the Companies Act, 2013 and SEBI Listing Regulations.

Summary of the information provided by Management to Audit Committee pursuant to SEBI circular no. SEBI/ HO/ CFD/ CMD1/ CIR/ P/ 2021/ 662 dated November 22, 2021, are as under:

#	Particulars	Remarks
1	Name of related party and its relationship with the listed entity or its subsidiary including nature of its concern or interest (financial or otherwise);	Stelis Biopharma Limited (Stelis) is an Associate Company and a related party of the Company. As at December 31, 2022, Company holds 31.54% stake in Stelis on a consolidated & fully diluted basis. Further, Mr. Arun Kumar, Executive Chairperson & Managing Director of the Company, also holds a directorship in Stelis and indirectly controls more than 25% of the voting power in Stelis.
2	Type, material terms and particulars of the proposed transaction	Proposed transaction relates to providing Security and/ or Corporate Guarantee for an amount not exceeding Rs. 7,000 million for the proposed borrowings of Stelis, which is in the nature of refinancing. Security and/ or Corporate Guarantee shall be valid till repayment of loan by Stelis
3	Tenure of proposed transaction
4	Value of the proposed transaction
5	Percentage of the listed entity’s annual consolidated turnover, for the immediately preceding financial year, that is represented by the value of the proposed transaction	Annual Consolidated Turnover of the Company based on the Audited Financial Statements for FY2022 is ~Rs. 32,022 million. Proposed Security/ Corporate Guarantee shall constitute ~22% of the annual consolidated turnover of the Company.
6	Justification as to why the proposed transaction is in the interest of the listed entity	Please refer para III & IV of the Explanatory Statement of this Notice

Page 9 of 22

==> picture [121 x 50] intentionally omitted <==

7	A copy of the valuation or other external party report, if any such report has been relied upon	Not Applicable
8	Any other relevant information	All important information forms part of the Explanatory Statement of this Notice.

VIII. Approval Sought

Approval of the shareholders of the Company is sought for providing Security and/ or Corporate Guarantee in favour of Banks/ Financial Institutions/ Non-Banking Financial Companies and/ or Security Trustee(s) appointed by them for securing the proposed borrowings of Stelis, which is in the nature of refinancing for an amount not exceeding Rs. 7,000 million as under:

• 1) Special Resolution as per Item 1 under Section 185 of the Companies Act, 2013; &

• 2) Ordinary Resolution as per Item 2 under Regulation 23 of the SEBI Listing Regulations

Your Directors recommend passing of the above resolutions as set out at Item 1 and Item 2 of the Notice for your approval.

Shareholders may further note that in terms of the SEBI Listing Regulations, the related parties as defined thereunder (whether such related party(ies) is a party to the aforesaid transactions or not), shall not vote to approve resolution as set out at Item No. 2 of this Notice.

Mr. Arun Kumar, Executive Chairperson & Managing Director and his relatives may be deemed to be concerned or interested in the said resolutions, to the extent of their directorship / shareholding interest, in the Company and Stelis. Except as above, none of the other Director(s), Key Managerial Personnel(s) of the Company or their relatives is, in any way, concerned or interested, financially or otherwise in the said resolution.

Date: January 10, 2023 Place: Bengaluru, India

By Order of the Board For Strides Pharma Science Limited Sd/Manjula Ramamurthy Company Secretary ICSI Membership no. A30515

---

Page 10 of 22

==> picture [121 x 50] intentionally omitted <==

NOTES

1. Explanatory Statement pursuant to Section 102 of the Companies Act, 2013 with respect to the special businesses’ forms part of the Notice.

• Board of Directors of the Company on January 10, 2023, considered the special business under Item No. 1 & 2 as unavoidable and to be transacted at EGM of the Company.

2. In view of continuing COVID-19 pandemic, the Ministry of Corporate Affairs (MCA), Government of India, vide its General Circular No. 14/ 2020 dated April 8, 2020, General Circular No. 17/ 2020 dated April 13, 2020, General Circular No. 22/ 2020 dated June 15, 2020, General Circular No. 33/ 2020 dated September 28, 2020, General Circular No. 39/ 2020 dated December 31, 2020, General Circular No. 10/ 2021 dated June 23, 2021, General Circular No. 20/ 2021 dated December 8, 2021, General Circular No. 3/ 2022 dated May 5, 2022, and General Circular No. 11/ 2022 dated December 28, 2022, (collectively “ General Circulars ”) issued by the Ministry of Corporate Affairs (the “ MCA ”) and Securities Exchange Board of India (SEBI) vide its circular no. SEBI/ HO/ CFD/ CMD1/ CIR/ P/ 2020/ 79 dated May 12, 2020, circular no. SEBI/ HO/ CFD/ CMD 2/ CIR/ P/ 2021/ 11 dated January 15, 2021, circular no. SEBI/ HO/ CFD/ CMD2/ CIR/ P/ 2022/ 62 dated May 13, 2022 and circular no. SEBI/ HO/ CFD/ PoD-2/P/ CIR/ 2023/ 4 dated January 5, 2023 (collectively “ SEBI Circulars ”) have permitted companies to conduct General Meetings through Video Conference (VC) or Other Audio-Visual Means (OAVM), subject to compliance of various conditions mentioned therein.

3. In compliance with the provisions of the Companies Act, 2013 (“Act”), SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“ SEBI Listing Regulations ”) and General Circulars and SEBI Circulars, EGM of the Company is being held through VC/ OAVM. Shareholders can attend and participate in the EGM through VC/ OAVM only.

In compliance with the MCA Circulars, Notice of EGM is sent only through electronic mode to those Shareholders whose email ids are registered with the Company/ Depositories/ Depository Participants/ RTA. Communication of assent/ dissent of Shareholders shall only take place through remote e-voting system.

Shareholders may note that Notice of EGM shall also be available on the Company’s website www.strides.com and 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 KFin Technologies Limited (Formerly known as KFin Technologies Private Limited) (“ KFintech/ RTA” ) at https://evoting.kfintech.com.

Deemed venue for the EGM shall be Corporate Office of the Company at Bengaluru.

Company has appointed M/s. KFin Technologies Limited (Formerly known as KFin Technologies Private Limited), Registrars and Transfer Agents of the Company, to provide VC/ OAVM facility for EGM of the Company.

General instructions for accessing and participating in the EGM through VC/ OAVM Facility and voting through electronic means including remote e-voting is enclosed as Annexure 1.

4. EGM Live Webcast and two-way conference Facility

Pursuant to Regulation 44 of SEBI Listing Regulations and para 3 Clause A (III) of General Circular No. 14/ 2020 dated April 8, 2020 issued by MCA, Government of India, the Company has made arrangements for two-way live webcast of the proceedings of EGM.

Page 11 of 22

==> picture [121 x 50] intentionally omitted <==

Details of the webcast link shall be made available on the website of the Company at www.strides.com.

Facility for joining the EGM through VC/ OAVM shall be open 30 minutes before the scheduled time for commencement of EGM and shall be closed 30 minutes after such scheduled time.

5. In view of EGM being held by VC/ OAVM

• i) route map for the location of the meeting is also not provided;

• ii) physical attendance of Shareholders has been dispensed with;

• iii) facility for appointment of proxies by Shareholders shall not be available for the EGM and hence Proxy Form and Attendance Slip are not annexed to this Notice; and

• iv) Shareholders attending the EGM through VC shall be counted for the purpose of reckoning quorum under Section 103 of the Act.

6. E-voting

In compliance with the provisions of Section 108 of the Act read with Relevant Rules, Secretarial Standard on General Meetings (“SS-2”), Regulation 44 of the SEBI Listing Regulations and MCA General Circulars, the facility for remote e-voting and e-voting in respect of the businesses to be transacted at the EGM is being provided by the Company through KFintech.

General instructions for accessing and participating in the EGM through VC/ OAVM Facility and voting through electronic means including remote e-voting is enclosed as Annexure 1 .

7. KYC Updation

To prevent fraudulent transactions, Shareholders are advised to exercise due diligence and notify the Company of any change in address or demise of any Shareholder as soon as possible.

Shareholders are also advised to not leave their demat account(s) dormant for long. Periodic statement of holdings should be obtained from the concerned Depository Participant(s) and holdings should be verified from time to time.

Non-Resident Indian Shareholders are requested to inform RTA/ respective Depository participants, immediately of any:

• a) Change in their residential status on return to India for permanent settlement; and

• b) Particulars of their bank account maintained in India with complete name, branch, account type, account number and address of the bank with pin code number, if not furnished earlier.

Furnishing of PAN, KYC details and Nomination by holders of physical securities

SEBI has mandated the submission of the Permanent Account Number (PAN) by every participant in the securities market.

Shareholders holding shares in electronic form are, therefore, requested to submit their PAN to their Depository Participant(s).

Page 12 of 22

==> picture [121 x 50] intentionally omitted <==

Further, SEBI vide their Circular dated November 3, 2021 and December 14, 2021 has mandated furnishing of PAN, email address, mobile number, bank account details and nomination by holders of physical securities.

Effective January 1, 2022, RTA/ Company shall consider any service request such as transfer, transmission, issue of duplicate share certificates, renewal/ exchange of share certificates, consolidation of folios etc., only upon registration of the PAN, Bank details and Nomination.

Freezing of Folios without PAN, KYC details and Nomination

• a. From April 1, 2023 - Folios wherein any one of the said document/ details are not available shall be frozen and such folios shall not be eligible to lodge grievance or avail service request from the RTA and for receipt of dividend in physical mode. However, upon updation of documents/ details as detailed above, services from RTA shall resume.

• b. After December 31, 2025, frozen folios shall be referred by RTA/ Company to the administering authority under the Benami Transactions (Prohibitions) Act, 1988 and/ or Prevention of Money Laundering Act, 2002.

Shareholders who have not updated their details as above are requested to furnish the documents/ details, as per the table below, to the Registrars & Transfer Agents M/s KFin Technologies Limited (Formerly known as KFin Technologies Private Limited) at their earliest convenience:

#	Particulars	Please furnish details in
1	PAN	Form No. ISR-1
2	Address
3	Email address
4	Mobile Number
5	Demat account details
6	Bank account details
7	Nomination details	Form: SH-13
8	Declaration to opt out nomination	Form: ISR-3

The aforesaid forms can be downloaded from the website of the Company and RTA at: https://www.strides.com/Shareholders_service_request.html and https://ris.kfintech.com/clientservices/isc/default.aspx#isc_download_hrd

You are requested to forward the duly filled in and executed documents along with the related proofs as mentioned in the respective forms to the following address:

KFin Technologies Limited (Formerly known as KFin Technologies Private Limited) , Unit: Strides Pharma Science Limited Selenium Tower B, Plot 31-32, Gachibowli, Financial District, Nanakramguda, Hyderabad – 500 032 E-mail: einward.ris@kfintech.com

8. Transfer of Shares

In terms of the SEBI Listing Regulations, securities of listed companies can only be transferred in dematerialized form with effect from April 1, 2019.

Page 13 of 22

==> picture [121 x 50] intentionally omitted <==

Further, as an ongoing measure to enhance ease of dealing in securities by investors, SEBI vide its Circular of January 25, 2022, has mandated listed companies to issue securities in demat form only while processing service requests such as transfer, transmission, issue of duplicate share certificates, renewal/ exchange of share certificates, consolidation of folios etc.

In terms of the Circular,

1. Claimant/ Securities Holder shall submit their request in Form ISR-4 (hosted on website of Company and RTA) along with requisite documents and details;

2. RTA shall verify the request and documents submitted and thereafter issue a Letter of Confirmation (LoC) in lieu of physical securities certificates to the Claimant/ Securities Holder within 30 days of receipt of such request;

3. LoC shall be valid for a period of 120 days from the date of its issuance;

4. Claimant/ Securities Holder to make a request to the Depository Participant for dematerializing the said securities;

5. In case the Claimant/ Securities Holder fails to submit the demat request within the prescribed period, such shares shall be credited to the Suspense Escrow Demat Account of the Company;

6. Claimant/ Securities Holder to reinitiate the process for claiming shares from the Suspense Escrow Demat Account of the Company.

9. Email Registration

Shareholders who have not registered their email IDs with the Depository Participants, are requested to register their email IDs with their Depository Participants in respect of shares held in electronic form and in respect of shares held in physical form, are requested to submit their request with their valid e- mail address to RTA in Form ISR-1 (form available on the website of the Company and RTA) to einward.ris@kfintech.com or investors@strides.com for receiving all the communications including notices, letters etc., in electronic mode from the Company.

10. Scrutinizer for the EGM

Mr. Preetham Hebbar, Practicing Company Secretary (Membership No. ACS: 31909 and CP: 21431) of M/s. Preetham Hebbar & Co., Company Secretaries, Bengaluru, has been appointed as the Scrutinizer to scrutinize the remote e-voting process and e-voting at the EGM in a fair and transparent manner.

Scrutinizer shall submit his report to the Chairperson or the Company Secretary of the Company after the completion of scrutiny. Results of the Meeting along with Scrutinizer Report shall be declared by the Chairperson or the Company Secretary of the Company on or before Wednesday, February 8, 2023 and shall also be placed on the Company’s website and on the website of KFintech at https://evoting.kfintech.com.

---

Page 14 of 22

Annexure 1

==> picture [121 x 50] intentionally omitted <==

General instructions for accessing and participating in the EGM through Video Conference/ Other Audio-Visual Means (VC/ OAVM) Facility and voting through electronic means including remote e-voting

I PROCEDURE FOR REMOTE E-VOTING

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

Instructions for e-voting is provided in Note 5 below.

• 2) Remote e-voting period commences on Thursday, February 2, 2023 at 09:00 hrs IST and ends on Sunday, February 5, 2023 at 17:00 hrs IST.

Voting rights of the Shareholders shall be in proportion to their shares in the paid-up equity share capital of the Company as on the cut-off date, Monday, January 30, 2023 .

• 3) 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 for all the individual demat account holders , by way of single login credential, through their demat accounts/ websites of Depositories/ Depository Participants in order to increase the efficiency of the voting process. Shareholders are advised to update their mobile number and e-mail ID with their Depository Participants to access e-voting facility.

Individual Shareholders holding shares of the Company in physical form may obtain the login ID and password by sending a request at evoting@kfintech.com or einward.ris@kfintech.com.

However, if they are already registered with KFintech for remote e-voting, then they can use their existing User ID and password for casting the vote.

Non-individual Shareholders who are already registered with KFintech for remote e-voting, can use their existing User ID and password for casting their vote.

• 4) Cut-off date for dispatch of EGM Notice to the Shareholders is Friday, January 6, 2023.

In case of Individual Shareholders holding securities in demat mode and who acquires shares of the Company and becomes a shareholder of the Company after sending of the Notice and holding shares as of the cut-off date may follow steps mentioned in Item 5.1 below under “Login method for remote e-voting and joining virtual meetings for Individual Shareholders holding securities in demat mode.”

Non-individual Shareholders , who acquires shares of the Company and becomes a shareholder after sending of the Notice, may obtain the login ID and password by sending a request at einward.ris@kfintech.com or evoting@kfintech.com.

Page 15 of 22

==> picture [121 x 50] intentionally omitted <==

However, if they are already registered with KFintech for remote e-voting, then they can use their existing User ID and password for casting the vote.

• 5) Details of the process and manner for remote e-voting and e-EGM are explained herein below:

Step 1: Access to Depositories e-voting system in case of individual Shareholders holding shares in demat mode.

Step 2: Access to KFintech e-voting system in case of Shareholders holding shares in physical form and non-individual Shareholders in demat mode.

Step 3: Access to join virtual meetings (e-EGM) of the Company on KFintech system to participate e-EGM and vote at the EGM.

5.1) Details on Step 1 are mentioned below:

Login method for remote e-voting for Individual Shareholders holding securities in demat mode.

Individual Shareholders holding securities in demat mode with NSDL

1.	Users already registered for IDeAS facility (i) Visit URL: https://eservices.nsdl.com (ii) Click on the “Beneficial Owner” icon under “Login” under ‘IDeAS’ section. (iii) On the new page, enter User ID and Password. Post successful authentication, click on “Access to e-voting” (iv) Click on company name or e-voting service provider and you will be re-directed to e-voting service provider website for casting the vote during the remote e- voting period.
2.	Users not registered for IDeAS e-Services (i) To register click on link:https://eservices.nsdl.com (ii) Select “Register Online for IDeAS” or click at https://eservices.nsdl.com/SecureWeb/IdeasDirectReg.jsp (iii) Proceed with completing the required fields. (iv) Follow steps given in point no. 1 above.
3.	Users may alternatively vote by directly accessing the e-voting website of NSDL (i) Open URL:https://www.evoting.nsdl.com/ (ii) Click on the icon “Login” which is available under ‘Shareholder/ Member’ section.

Page 16 of 22

==> picture [121 x 50] intentionally omitted <==

• (iii) A new screen will open. You will have to enter your User ID (i.e. your sixteendigit demat account number held with NSDL), Password / OTP and a Verification Code as shown on the screen.

• (iv) Post successful authentication, you will be requested to select the name of the company and the e-voting Service Provider name, i.e., KFintech.

• (v) On successful selection, you will be redirected to KFintech e-voting page for casting your vote during the remote e-voting period.

Individual Shareholders holding securities in demat mode with CDSL

1.	Users who have opted for Easi / Easiest (i) Visit URL: https://web.cdslindia.com/myeasinew/home/login or URL: www.cdslindia.com (ii) Click on New System Myeasi (iii) Login with your registered user id and password. (iv) The user will see the e-voting Menu. The Menu will have links of ESP i.e. KFintech e-voting portal. (v) Click on e-voting service provider name to cast your vote.
2.	Users not registered for Easi/ Easiest (i) Option to register is available at https://web.cdslindia.com/myeasinew/Registration/EasiRegistration https://web.cdslindia.com/myeasinew/Registration/EasiestRegistration (ii) Proceed with completing the required fields. (iii) Follow the steps given in point no. 1 above.
3.	Users may alternatively vote, by directly accessing the e-voting website of CDSL (i) Visit URL: www.cdslindia.com (ii) Provide your demat Account Number and PAN No. (iii) System will authenticate user by sending OTP on registered Mobile & Email as recorded in the demat Account. (iv) After successful authentication, user will be provided links for the respective ESP, i.ee., KFintech where the e- Voting is in progress.

Page 17 of 22

==> picture [121 x 50] intentionally omitted <==

Individual Shareholders login through their demat accounts/ Website of Depository Participant

• (i) Shareholders may login using the login credentials of the demat account through their Depository Participants registered with NSDL /CDSL for e-voting facility.

• (ii) Once logged-in, Shareholders will be able to see e-voting option.

On clicking e-voting option, Shareholders will be redirected to NSDL / CDSL Depository site after successful authentication, wherein Shareholders can see e-voting feature.

• (iii) Click on options available against company name or e-voting service provider – KFintech and Shareholders will be redirected to e-voting website of KFintech for casting their vote during the remote e-voting period without any further authentication.

Important note

Shareholders who are unable to retrieve User ID / Password are advised to use Forgot user ID and Forgot Password option available at above mentioned 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 at evoting@nsdl.co.in;OR Call at toll free no.: 1800 1020 990and1800 22 44 30
Securities held with CDSL		Please contact CDSL helpdesk by sending a request at helpdesk.evoting@cdslindia.com;OR Call at022-23058738or022-23058542-43

5.2) Details on Step 2 are mentioned below:

Login method for Shareholders holding shares in physical form and non-individual Shareholders in demat mode

• (A) Shareholders whose email IDs are registered with the Company/ Depository Participants (s), will receive an email from KFintech which will include details of E-Voting Event Number (EVEN), USER ID and password. They will have to follow the following process:

• i) Launch internet browser by typing the URL: https://evoting.kfintech.com/

• ii) Enter the login credentials (i.e. User ID and password). In case of physical folio, User ID will be EVEN (E-Voting Event Number) xxxx, followed by folio number. In case of Demat account, User ID will be your DP ID and Client ID. However, if you are already registered with KFintech for e-voting, you can use your existing User ID and password for casting the vote.

Page 18 of 22

==> picture [121 x 50] intentionally omitted <==

iii) After entering these details appropriately, click on “LOGIN”.

• iv) You will now reach password change Menu wherein you are required to mandatorily change your password. The new password shall comprise of minimum 8 characters with at least one upper case (A- Z), one lower case (a-z), one numeric value (0-9) and a special character (@,#,$, etc.,). The system will prompt you to change your password and update your contact details like mobile number, email ID etc. on first login. You may also enter a secret question and answer of your choice to retrieve your password in case you forget it. It is strongly recommended that you do not share your password with any other person and that you take utmost care to keep your password confidential.

• v) You need to login again with the new credentials.

• vi) On successful login, the system will prompt you to select the “EVEN” i.e., “STRIDES PHARMA SCIENCE LIMITED - EGM” and click on “Submit”

• vii) On the voting page, enter the number of shares (which represents the number of votes) as on the Cut-off Date under “FOR/ AGAINST” or alternatively, you may partially enter any number in “FOR” and partially “AGAINST” but the total number in “FOR/ AGAINST” taken together shall not exceed your total shareholding as mentioned herein above. You may also choose the option ABSTAIN. If the Shareholders does not indicate either “FOR” or “AGAINST” it will be treated as “ABSTAIN” and the shares held will not be counted under either head.

• viii) Shareholders holding multiple folios/ demat accounts shall choose the voting process separately for each folio/ demat accounts.

• ix) Voting has to be done for each item of the notice separately. In case you do not desire to cast your vote on any specific item, it will be treated as abstained.

• x) You may then cast your vote by selecting an appropriate option and click on “Submit”.

• xi) A confirmation box will be displayed. Click “OK” to confirm else “CANCEL” to modify. Once you have voted on the resolution (s), you will not be allowed to modify your vote. During the voting period, Shareholders can login any number of times till they have voted on the Resolution(s).

• xii) Corporate/ Institutional Shareholders (i.e. other than Individuals, HUF, NRI etc.) are also required to send scanned certified true copy (PDF Format) of the Board Resolution/ Authority Letter etc., authorizing its representative to attend the EGM through VC/ OAVM on its behalf and to cast its vote through remote e-voting. Together with attested specimen signature(s) of the duly authorised representative(s), to the Scrutinizer at email id: info@phnaffiliates.in with a copy marked to evoting@kfintech.com.

  • The scanned image of the above-mentioned documents should be in the naming format “Corporate Name_EVEN No.”

• (B) Shareholders whose email IDs are not registered with the Company/ Depository Participants(s), and consequently the Notice of EGM and e-voting instructions cannot be serviced, will have to follow the following process:

Page 19 of 22

==> picture [121 x 50] intentionally omitted <==

• i) Shareholders who have not registered their email address and in consequence, the Notice of EGM and e-voting instructions cannot be serviced, may temporarily get their email address and mobile number provided with KFintech, by accessing the link: https://ris.kfintech.com/clientservices/mobilereg/mobileemailreg.aspx

Shareholders are requested to follow the process as guided to capture the email address and mobile number for sending the soft copy of the notice and e-voting instructions along with the User ID and Password. In case of any queries, Shareholders may write to einward.ris@kfintech.com.

• ii) Alternatively, Shareholders may send an e-mail request at the email id einward.ris@kfintech.com along with scanned copy of the signed copy of the request letter providing the email address, mobile number, self-attested PAN copy and Client Master copy in case of electronic folio and copy of share certificate in case of physical folio for sending the Notice of EGM and the e-voting instructions.

• iii) After receiving the e-voting instructions, please follow all steps above to cast your vote by electronic means.

5.3) Details on Step 3 are mentioned below:

Instructions for attending the EGM of the Company through VC/ OAVM and e-voting during the meeting.

• i) Shareholders shall be provided with a facility to attend the EGM through VC/ OAVM platform provided by KFintech. Shareholders may access the same at https://emeetings.kfintech.com/ by using the e-voting login credentials provided in the email received from the Company/ KFintech.

After logging in, click on the Video Conference tab and select the EVEN of the Company.

Click on the video symbol and accept the meeting etiquettes to join the meeting. Please note that the Shareholders 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 above.

• ii) Facility for joining the EGM through VC/ OAVM will be open 30 minutes before the scheduled time for commencement of EGM and shall be closed 30 minutes after such scheduled time.

• iii) Shareholders are encouraged to join the Meeting through Laptops/ Desktops with Google Chrome (preferred browser), Safari, Internet Explorer, Microsoft Edge, Mozilla Firefox 22.

• iv) Shareholders will be required to grant access to the webcam to enable VC/ OAVM. Further, Shareholders 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.

• v) Shareholders who have not cast their vote through remote e-voting shall be eligible to cast their vote through e-voting system available during the EGM. E-voting during the EGM is integrated with the VC/ OAVM platform. The Shareholders may click on the voting icon displayed on the screen to cast their votes.

Page 20 of 22

==> picture [121 x 50] intentionally omitted <==

vi) A shareholder can opt for only single mode of voting i.e., through remote e-voting or e-voting at the EGM.

If a shareholder cast votes by both modes, then voting done through remote e-voting shall prevail and voting at the EGM shall be treated as invalid.

vii) Facility of joining the EGM through VC/ OAVM shall be available for at-least 1,000 Shareholders on first come first served basis.

• viii) However, the above restriction shall not be applicable to Shareholders holding 2% or more shareholding, Promoters, Institutional Investors, Directors, Key Managerial Personnel(s), the Chairpersons of the Audit Committee, Nomination and Remuneration Committee and Stakeholders Relationship Committee, Auditors, Scrutinizers etc.

• ix) Institutional Shareholders are encouraged to attend and vote at the EGM through VC/ OAVM.

II OTHER INSTRUCTIONS

1) Speaker Registration

Shareholders who wish to speak during the meeting may register themselves as speakers for the EGM to express their views. They can visit https://emeetings.kfintech.com and login through the user id and password provided in the mail received from Kfintech.

On successful login, select ‘Speaker Registration’ which will be open from Thursday, February 2, 2023 upto Friday, February 3, 2023.

Shareholders shall be provided a ‘queue number’ before the meeting. The Company reserves the right to restrict the speakers at the EGM to only those Shareholders who have registered themselves, depending on the availability of time for the EGM.

2) Post your Question

Shareholders who wish to post their questions prior to the meeting can do the same by visiting https://emeetings.kfintech.com.

Please login through the user id and password provided in the mail received from Kfintech.

On successful login, select ‘Post Your Question’ option.

• 3) In case of any query and/ or grievance, in respect of voting by electronic means, Shareholders may refer to the Help & Frequently Asked Questions (FAQs) and e-voting user manual available at the ‘Download’ section of https://evoting.kfintech.com or may contact to Mr. Raju S.V, Deputy Vice President/ Mr. Mohan Kumar A, Manager of KFin Technologies Limited, Selenium Building, Tower B, Plot No. 31 & 32, Financial District, Nanakramguda, Serilingampally Mandal, Hyderabad – 500032 or Email at einward.ris@kfintech.com or evoting@kfintech.com or call KFintech’s toll free No. 1-800-309-4001 for any further clarifications.

• 4) Only bonafide Shareholders of the Company whose names appear on the Register of Shareholders, will be permitted to attend the meeting through VC/ OAVM.

Page 21 of 22

==> picture [121 x 50] intentionally omitted <==

The Company reserves its right to take all necessary steps as may be deemed necessary to restrict non-Shareholders from attending the meeting.

• 5) Shareholders whose names appear in the Register of Shareholders/ list of Beneficial Owners as on Monday, January 30, 2023, being the cut-off date, are entitled to vote on the Resolutions set forth in this Notice.

In case of Joint Holders attending the EGM, only such Joint Holder who is named first in the order of names will be entitled to vote.

A person who is not a shareholder as on the cut-off date should treat this Notice for information purposes only.

Once the vote on a Resolution(s) is cast by the shareholder, the shareholder shall not be allowed to change it subsequently.

• 6) In case a person has become a Member of the Company after dispatch of EGM Notice but on or before the cut-off date for E-voting, he/ she may obtain the User ID and Password in the manner as mentioned below:

If the mobile number of the member is registered against Folio No./ DP ID Client ID, the member may send SMS: MYEPWD E-Voting Event Number + Folio No. or DP ID Client ID to 9212993399

Example for NSDL:

MYEPWD IN12345612345678

Example for CDSL:

MYEPWD 1402345612345678

Example for Physical:

MYEPWD XXXX1234567890

If e-mail address or mobile number of the member is registered against Folio No./ DP ID Client ID, then on the home page of https://evoting.kfintech.com /, the member may click “Forgot Password” and enter Folio No. or DP ID Client ID and PAN to generate a password.

Members who may require any technical assistance or support before or during the EGM are requested to contact KFintech at toll free number 1-800-309-4001 or write to them at evoting@kfintech.com.

• 7) Shareholders are requested to apply for consolidation of folios, in case their holdings are maintained in multiple folios.

---

Page 22 of 22