Supriya Lifescience Limited — Proxy Solicitation & Information Statement 2025

Mar 24, 2025

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March 24, 2025

To,

BSE Limited National Stock Exchange of India Limited Phiroze Jeejeebhoy Towers, Exchange Plaza, Plot no. C/1, G Block, Dalal Street, Bandra-Kurla Complex Mumbai- 400 001. Bandra (E), Mumbai - 400 051. Scrip Code: 543434 NSE Symbol: SUPRIYA

Dear Sir/Madam,

Subject: Intimation of Notice of Postal Ballot

Pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, we are enclosing herewith a copy of the Notice of Postal Ballot dated March 15, 2025, along with the explanatory statement pursuant to Section 102 of the Companies Act, 2013 (Notice’) of Supriya Lifescience Limited (‘the Company’) seeking approval of the Members of the Company on the following resolutions, through postal ballot:-

Sr. No.	Particulars	Resolution Type
1.	Appointment of Dr. Ganapati Dadasaheb Yadav (DIN: 02235661) as Non- Executive Independent Director of the Company for a term of five (5) consecutive years from January 24, 2025, to January 23, 2030.	Special
2.	Appointment of Dr. Sunil Subhash Bhagwat (DIN: 10178976) as Non-Executive Independent Director of the Company for a term of five (5) consecutive years from January 24, 2025, to January 23, 2030.	Special

In accordance with various Circulars issued by Ministry of Corporate Affairs, from time to time, the Postal Ballot Notice indicating, inter alia, the process and manner of remote e-voting, is being sent only through electronic mode to the members whose names appear on the Register of Members / List of Beneficial Owners as on Friday, March 21, 2025 (‘cut-off date’) received from the Depositories and whose e-mail address are registered with the Company/ Registrar and Transfer Agent (‘RTA’)/ Depositories. Members are required to communicate their assent or dissent through the remote e-voting system only.

In compliance with Regulation 44 of the SEBI Listing Regulations and pursuant to the provisions of Section 108 and Section 110 of the Act read with the Rules, the Company has engaged the services of National Securities Depository Limited (NSDL’) for the purpose of providing remote e-voting facility to its Members. The instructions for remote e-voting are appended to this Notice. The Notice is also available on the website of the Company www.supriyalifescience.com and on the website of NSDL at www.evoting.nsdl.com.

Corporate office : 207/208, Udyog Bhavan, Sonawala Road, Goregaon (East), Mumbai – 400 063. Maharashtra, India. Tel: +91 22 40332727 / 66942507 Fax : +91 22 26860011 GSTIN: 27AALCS8686A1ZX CIN: L51900MH2008PLC180452 E-mail: supriya@supriyalifescience .com Website: www.supriyalifescience.com

Factory : A-5/2, Lote Parshuram Industrial Area, M.I.D.C. Tal.– Khed, Dist. – Ratnagiri, Pin :415 722, Maharashtra, India. Tel: +91 2356 272299 Fax: +91 2356 272178 E-mail: factory@supriyalifescience.com

GOVT. RECOGNISED EXPORT HOUSE

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The remote e-voting period commences on Tuesday, March 25, 2025 at 9.00 a.m. IST and ends on Wednesday, April 23, 2025 at 5.00 p.m. IST .

Request you to kindly take the same on record.

Thanking you,

For Supriya Lifescience Limited

Digitally signed by Prachi Suhas Sathe DN: c=IN, o=Personal, title=6500, pseudonym=i8xbso2w0njgy41ha7fpd6tzmkv5ce3r, 2.5.4.20=8c6c44b01fc75bea451a73cef871a80d558bd455aa2e8e38e754 dda6471f912e, postalCode=400042, st=Maharashtra, serialNumber=fab159d2eb19527730516d5f410e1dafbfbef5fdcff5e3e7d dddad896be9a9a3, cn=Prachi Suhas Sathe Date: 2025.03.24 15:54:24 +05'30' Date: 2025.03.24 15:54:24 +05'30'

DN: c=IN, o=Personal, title=6500, Prachi Suhas pseudonym=i8xbso2w0njgy41ha7fpd6tzmkv5ce3r, dda6471f912e, postalCode=400042, st=Maharashtra, Sathe dddad896be9a9a3, cn=Prachi Suhas Sathe Date: 2025.03.24 15:54:24 +05'30' Prachi Sathe Company Secretary & Compliance Officer

Corporate office : 207/208, Udyog Bhavan, Sonawala Road, Goregaon (East), Mumbai – 400 063. Maharashtra, India. Tel: +91 22 40332727 / 66942507 Fax : +91 22 26860011 GSTIN: 27AALCS8686A1ZX CIN: L51900MH2008PLC180452 E-mail: supriya@supriyalifescience .com Website: www.supriyalifescience.com

Factory : A-5/2, Lote Parshuram Industrial Area, M.I.D.C. Tal.– Khed, Dist. – Ratnagiri, Pin :415 722, Maharashtra, India. Tel: +91 2356 272299 Fax: +91 2356 272178 E-mail: factory@supriyalifescience.com

GOVT. RECOGNISED EXPORT HOUSE

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SUPRIYA LIFESCIENCE LIMITED

CIN: L51900MH2008PLC180452

Registered Office : 207/208, Udyog Bhavan, Sonawala Road, Goregaon (East), Mumbai – 400063, India. E-mail ID: cs@supriyalifescience.com; Tel: +91 22 40332727; Website: www.supriyalifescience.com ;

NOTICE OF POSTAL BALLOT

[Pursuant to Section 110 of the Companies Act, 2013 read with the Companies (Management and Administration) Rules, 2014, each as amended.]

Voting Starts on Voting Ends on Tuesday, March 25, 2025 at 9.00 a.m. IST Wednesday, April 23, 2025 at 5.00 p.m. IST

Dear Member(s),

NOTICE is hereby given pursuant to Section 110 read with Section 108 and other applicable provisions, if any, of the Companies Act, 2013, (‘Act’) (including any statutory modification or re-enactment thereof for the time being in force), read with Rule 20 and 22 of the Companies (Management and Administration) Rules, 2014, (‘Rules’), Regulation 44 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI Listing Regulations”) and the Secretarial Standard on General Meetings issued by The Institute of Company Secretaries of India (‘SS-2’), read with General Circular No.14/2020 dated 8[th] April, 2020, General Circular No.17/2020 dated 13[th] April, 2020, General Circular No.11/2022 dated 28[th] December, 2022, General Circular No.9/2023 dated 25[th] September, 2023 and Circular No. 09/2023 dated September 19, 2024 issued by the Ministry of Corporate Affairs, Government of India (hereinafter collectively referred to as ‘MCA Circulars’) and all/or any other applicable law, rules or regulations for the time being in force, to transact the special business as set out hereunder by passing Special Resolution, as applicable, by way of postal ballot / electronic voting.

Pursuant to Section 102 and Section 110 and other applicable provisions of the Act, the Explanatory Statement pertaining to the said Resolution setting out the material facts and the reasons/ rationale thereof are annexed to this Postal Ballot Notice (Notice’) for your consideration and forms part of this Notice.

Supriya Lifescience Limited (the “Company”) is sending this Notice in electronic form to those Members whose e-mail addresses are registered with the Company/ Registrar and Transfer Agent (‘RTA’) / Depositories. Accordingly, physical copy of the Notice along with Postal Ballot Form and pre-paid business reply envelope are not being sent to the Members for this Postal Ballot. The communication of the assent or dissent of the Members would take place through the remote e-voting system. The details of the procedure to cast the vote forms part of the ‘Notes’ to this Notice.

In compliance with Regulation 44 of the SEBI Listing Regulations and pursuant to the provisions of Section 108 and Section 110 of the Act read with the Rules, the Company has engaged services of National Securities Depository Limited (NSDL’) for the purpose of providing remote e-voting facility to its Members. The instructions for remote e-voting are appended to this Notice.

The Board of Directors of the Company have appointed CS Sanam Umbargikar (FCS 11777), Partner of M/s. DSM & Associates, Company Secretaries, (hereinafter referred to as the “Practicing Company Secretary” or “PCS”) as the Scrutinizer for conducting the e-voting process in a fair and transparent manner. Members have to vote through e-voting. Members desiring to opt for e-voting as per the facilities arranged by the Company are requested to read the instructions in the ‘Notes’. References to postal ballot(s) in this Postal Ballot Notice include

votes received electronically. The Scrutinizer will submit his report to the Chairman of the Company, or any other person duly authorized by him, after completion of scrutiny of the postal ballots (including e-voting). The results shall be declared on or before Thursday, April 24, 2025, at the Registered Office of the Company at 207/208, Udyog Bhawan, Sonawala Road, Goregaon (East), Mumbai – 400 063, Maharashtra, India. The voting results along with the Scrutinizer’s Report shall also be intimated to the National Stock Exchange of India Limited (‘NSE’) and BSE Limited (‘BSE’) (hereinafter collectively referred to as ‘Stock Exchanges’) where the Equity Shares of the Company are listed and will also be displayed on the notice board of the Company and the Company’s website at www.supriyalifescience.com as well as on the website of NSDL at www.evoting.nsdl.com. The last date for e- Voting i.e. Wednesday, April 23, 2025, shall be deemed to be the effective date of passing of the Resolutions as per SS-2.

SPECIAL BUSINESS:

1. APPOINTMENT OF DR. GANAPATI DADASAHEB YADAV (DIN: 02235661) AS NON-EXECUTIVE INDEPENDENT DIRECTOR OF THE COMPANY FOR A TERM OF FIVE (5) CONSECUTIVE YEARS FROM JANUARY 24, 2025 TO JANUARY 23, 2030.

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

“RESOLVED THAT Dr. Ganapati Dadasaheb Yadav (DIN: 02235661), who was appointed as an Additional Director of the Company by the Board of Directors with effect from January 24, 2025 and who holds office up to the date of the forthcoming Annual General Meeting, under Section 161 of the Companies Act, 2013, (“the Act”) and Articles of Association of the Company, and who is eligible for appointment and has consented to act as a Director of the Company and in respect of whom the Company has received a notice in writing under Section 160 of the Act from a shareholder proposing his candidature for the office of Director, be and is hereby appointed as a Director of the Company.

RESOLVED FURTHER THAT pursuant to the provisions of Sections 149, 152 and other applicable provisions of the Companies Act, 2013 read with Schedule IV to the Companies Act, 2013, the Companies (Appointment and Qualification of Directors) Rules, 2014 (including any statutory modification(s) or re-enactment thereof for the time being in force), and Regulation 16 (1) (b) and other relevant provisions of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 as amended from time to time, Dr. Ganapati Dadasaheb Yadav (DIN: 02235661), who has submitted a declaration that he meets the criteria for independence as provided in Section 149(6) of the Act and who is eligible for appointment, be and is hereby appointed as an Non Executive Independent Director of the Company, not liable to retire by rotation, to hold office for a term of 5 (five) consecutive years from January 24, 2025 to January 23, 2030 as well as to continue to hold the position of NonExecutive Independent Director beyond 75 years of age.

RESOLVED FURTHER THAT Dr. Satish Wagh, Chairman and Managing Director, or Dr. Saloni Wagh, Managing Director and/or and/ or the Company Secretary of the Company, be and are hereby severally authorized to make necessary entries in the Register of Members, to sign and submit all the necessary documents and papers, to execute and enter all the necessary agreements and arrangements, to take all the necessary steps and actions, for and on behalf of the Company, in the matter of appointment of Dr. Ganapati Dadasaheb Yadav (DIN:02235661), as Non-Executive Independent Director of the Company and to give effect to above resolution.”

2. APPOINTMENT OF DR. SUNIL SUBHASH BHAGWAT (DIN: 10178976) AS NON-EXECUTIVE INDEPENDENT DIRECTOR OF THE COMPANY FOR A TERM OF FIVE (5) CONSECUTIVE YEARS FROM JANUARY 24, 2025, TO JANUARY 23, 2030.

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

“RESOLVED THAT Dr. Sunil Subhash Bhagwat (DIN: 10178976), who was appointed as an Additional Director of the Company by the Board of Directors with effect from January 24, 2025 and who holds office up to the date of the forthcoming Annual General Meeting, under Section 161 of the Companies Act, 2013, (“the Act”) and Articles of Association of the Company, and who is eligible for appointment and has consented to act as a Director

of the Company and in respect of whom the Company has received a notice in writing under Section 160 of the Act from a shareholder proposing his candidature for the office of Director, be and is hereby appointed as a Director of the Company.

RESOLVED FURTHER THAT pursuant to the provisions of Sections 149, 152 and other applicable provisions of the Companies Act, 2013 read with Schedule IV to the Companies Act, 2013, the Companies (Appointment and Qualification of Directors) Rules, 2014 (including any statutory modification(s) or re-enactment thereof for the time being in force), and Regulation 16 (1) (b) and other relevant provisions of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 as amended from time to time, Dr. Sunil Subhash Bhagwat (DIN: 10178976), who has submitted a declaration that he meets the criteria for independence as provided in Section 149(6) of the Act and who is eligible for appointment, be and is hereby appointed as a Non Executive Independent Director of the Company, not liable to retire by rotation, to hold office for a term of 5 (five) consecutive years from January 24, 2025 to January 23, 2030.

RESOLVED FURTHER THAT Dr. Satish Wagh, Chairman and Managing Director, or Dr. Saloni Wagh, Managing Director and/or the Company Secretary of the Company, be and are hereby severally authorized to make necessary entries in the Register of Members, to sign and submit all the necessary documents and papers, to execute and enter all the necessary agreements and arrangements, to take all the necessary steps and actions, for and on behalf of the Company, in the matter of appointment of Dr. Sunil Subhash Bhagwat (DIN: 10178976), as a Non-Executive Independent Director of the Company and to give effect to above resolution.”

For and on behalf of the Board of Supriya Lifescience Limited Sd/Prachi Sathe Company Secretary and Compliance Officer

Date: March 15, 2025 Place: Mumbai

Registered Office Address : 207/208, Udyog Bhawan, Sonawala Road, Goregaon (East), Mumbai – 400 063, Maharashtra, India

Notes:

1. The Explanatory Statement pursuant to the provisions of Section 102 of the Companies Act, 2013 (‘Act’) read with Section 110 of the Act and Rule 22 of the Companies (Management and Administration) Rules, 2014 (‘Rules’), SEBI Listing Regulations, each as amended, setting out the material facts relating to the aforesaid Resolutions and the reasons thereof is annexed hereto and forms part of this Notice. Further, brief resume of the Directors seeking appointment, in terms of Reg. 36 of the SEBI Listing Regulations and Secretarial Standard-2, are also annexed hereto.

2. Pursuant to the provisions of Section 110 of the Companies Act, 2013 read with the Companies (Management and Administration) Rules, 2014 (the “Rules”) and in compliance with the MCA Circulars, the Company is permitted to conduct the postal ballot process through electronic form.

3. In compliance with the MCA Circulars referred above, Reg.44 of the SEBI Listing Regulations read with SEBI Circular dated 9[th] December, 2020 on e-voting facility by listed entities and section 108 of the Act read with rule 20 of the Companies (Management and Administration) Rules, 2014, as amended, the Company is providing the facility of remote e-voting to its members, to enable them to cast their votes electronically on the resolution set out in this postal ballot notice. For this purpose, the Company has engaged services of National Securities Depositories Limited (hereinafter the “NSDL”).

4. The Company is sending this Notice to those Members, whose names appear in the Register of Members/List of Beneficial Owners as received from the Depositories/MUFG Intime India Private Limited, the Company’s Registrars and Transfer Agent (‘RTA’) as on Friday, March 21, 2025 (‘Cut-Off Date’). The voting rights of the Members shall be in proportion to their share of the paid-up equity share capital of the Company as on the Cut-Off Date i.e. Friday, March 21, 2025.

5. Members whose e-mail addresses are registered with the Company/RTA/Depositories will receive the notice of postal ballot in electronic form. In case your email address is not registered, please follow the process mentioned in the Notes to this Postal Ballot Notice for procuring login credentials and e-voting on the proposed resolution.

6. Only those Members whose names are appearing in the Register of Members / List of Beneficial Owners as on the Cut-Off Date shall be eligible to cast their votes by remote e-voting. A person who is not a Member on the Cut-Off Date should treat this Notice for information purposes only.

7. The voting shall commence on Tuesday, March 25, 2025, at 9.00 AM (IST) and shall end on Wednesday, April 23, 2025, at 5.00 PM (IST), both days inclusive. During this period, Members of the Company holding shares as on the Cut-Off date may cast their vote electronically. The remote e-voting module shall be disabled by NSDL for voting thereafter.

8. The Board of Directors has appointed CS Sanam Umbargikar (Membership No. 11777, CP No.9394), Partner of M/s. DSM & Associates, Practicing Company Secretaries as the Scrutinizer to scrutinize the postal ballot process in a fair and transparent manner.

9. The Scrutinizer will submit his consolidated report to the Chairman, or any other person authorised by him, after completion of scrutiny of the votes cast, and the result of the voting by Postal Ballot will be announced by the Chairman or any other person authorized by him, on or before Thursday, April 24, 2025. The Scrutinizer’s decision on the validity of votes cast will be final.

10. The Results declared along with the Scrutinizer’s Report shall be placed on the Company’s website www.supriyalifescience.com and on the website of NSDL www.evoting.nsdl.com immediately after the result is declared by the Company and the same shall be communicated to the Stock Exchanges, where the equity shares of the Company are listed viz. BSE Limited (‘BSE’) and National Stock Exchange of India Limited (‘NSE’) and be made available on their respective websites viz. www.bseindia.com and www.nseindia.com.

11. The Resolutions, if passed by the requisite majority through Postal Ballot, will be deemed to have been passed on the last date specified for voting i.e. Wednesday, April 23, 2025. Further, Resolutions passed by the members through postal ballot are deemed to have been passed as if they are passed at a General Meeting of the Members.

12. Members may download the Notice from the Company’s website at www.supriyalifescience.com or from NSDL’s website at www.evoting.nsdl.com . A copy of the Notice is also available on the website of BSE at www.bseindia.com and NSE at www.nseindia.com.

13. All the material documents referred to in the explanatory statement will be available for inspection at the Registered Office of the Company during office hours on all working days from the date of dispatch until the last date for receipt of votes by Postal Ballot/e-voting. Alternately, Members may also send their requests to cs@supriyalifescience.com from their registered e-mail addresses mentioning their names, folio numbers, DP ID and Client ID during the voting period of the postal ballot.

14. Process to cast votes through remote e-voting systems :

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

- Step 1: Access to NSDL e Voting system

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

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

Type of shareholders

Login Method

Individual Shareholders holding securities in demat mode with NSDL.

1. ExistingIDeASuser can visit the e-Services website of NSDL Viz.https://eservices.nsdl.comeither on a Personal Computer or on a mobile. On the e-Services home page click on the “Beneficial Owner”icon under“Login”which is available under‘IDeAS’section, this will prompt you to enter your existing User ID and Password. After successful authentication, you will be able to see e-Voting services under Value added services. Click on“Access to e-Voting”under e-Voting services and you will be able to see e-Voting page. Click on company name ore-Voting service provider i.e. NSDLand you will be re-directed to e-Voting website of NSDL for casting your vote during the remote e-Voting period. 2. If you are not registered for IDeAS e-Services, option to register is available athttps://eservices.nsdl.com.Select“Register Online for IDeAS Portal” or click at https://eservices.nsdl.com/SecureWeb/IdeasDirectReg.jsp 3. Visit the e-Voting website of NSDL. Open web browser by typing the following URL:https://www.evoting.nsdl.com/either on a Personal Computer or on a mobile. Once the home page of e- Voting system is launched, click on the icon “Login” which is available under ‘Shareholder/Member’ section. A new screen will open. You will have to enter your User ID (i.e. your sixteen- digit demat account number hold with NSDL), Password/OTP and a Verification Code as shown on the screen. After successful authentication, you will be redirected to NSDL Depository site wherein you can see the e-Voting page. Click on company name ore-Voting service provider i.e. NSDLand you will be redirected to the e-Voting website of NSDL for casting your vote during the remote e-Voting period. 4. Shareholders/Members can also download NSDL Mobile App “NSDL Speede” facility by scanning the QR code mentioned below for seamless votingexperience.

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Individual Shareholders holding securities in demat mode with CDSL	1. Users who have opted for CDSL Easi / Easiest facility, can login through their existing user id and password. The option will be made available to reach e-Voting page without any further authentication. The users to login Easi / Easiest are requested to visit CDSL websitewww.cdslindia.comand click on login icon & New System Myeasi Tab and then user your existing my easi username & password. 2. After successful login the Easi / Easiest user will be able to see the e-Voting option for eligible companies where the e-voting is in progress as per the information provided by company. On clicking the e-voting option, the user will be able to see the e- Voting page of the e-Voting service provider for casting your vote during the remote e-Voting period. Additionally, there is also links provided to access the system of all e-Voting Service Providers, so that the user can visit the e-Voting service providers’ website directly. 3. If the user is not registered for Easi/Easiest, option to register is available at CDSL websitewww.cdslindia.comand click on login & New System Myeasi Tab and then click on registration option. 4. Alternatively, the user can directly access e-Voting page by providing Demat Account Number and PAN No. from a e-Voting link available onwww.cdslindia.comhome page. The system will authenticate the user by sending OTP on registered Mobile & Email as recorded in the Demat Account. After successful authentication, user will be able to see the e-Voting option where the e-voting is in progress and also able to directly access the systemofalle-Voting ServiceProviders.
Individual Shareholders (holding securities in demat mode) login through their depository participants	You can also login using the login credentials of your demat account through your Depository Participant registered with NSDL/CDSL for e- Voting facility. upon logging in, you will be able to see e-Voting option. Click on e-Voting option, you will be redirected to NSDL/CDSL Depository site after successful authentication, wherein you can see e-Voting feature. Click on company name or e-Voting service provider i.e. NSDL and you will be redirected to e-Voting website of NSDL for casting your vote during the remote e-Voting period.

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

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

		Login type	Helpdesk details	Helpdesk details
		Individual Shareholders holding securities in demat mode with NSDL	Members facing any technical issue in login can contact NSDL helpdesk by sending a request atevoting@nsdl.comor call at 022 - 4886 7000
		Individual Shareholders holding securities in demat mode with CDSL	Members facing any technical issue in login can contact CDSL helpdesk by sending a request at helpdesk.evoting@cdslindia.comor contact at toll free no. 1800-21-09911
	B) Login Method 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. 2. Once the home page of e-Voting system is launched, click on the icon “Login” which is available under ‘Shareholder/Member’ section. 3. A new screen will open. You will have to enter your User ID, your Password/OTP and a Verification Code as shown on the screen. Alternatively, if you are registered for NSDL eservices i.e. IDEAS, you can log-in at https://eservices.nsdl.com/with your existing IDEAS login. Once you log-in to NSDL eservices after using your log-in credentials, click on e-Voting and you can proceed to Step 2 i.e. Cast your vote electronically. 4. Your User ID details are given below: Manner of holding shares i.e. Demat (NSDLor CDSL) or Physical Your User ID is: a) For Members who hold shares in demat account with NSDL. 8 Character DP ID followed by 8 Digit Client ID For example if your DP ID is IN300 and Client ID is 12 then your user ID is IN30012**. b) For Members who hold shares in demat account with CDSL. 16 Digit Beneficiary ID For example if your Beneficiary ID is 12** then your user ID is 12** c) For Members holding shares in Physical Form. EVEN Number followed by Folio Number registered with the company For example if folio number is 001 and EVEN is 101456 then user ID is 101456001** 5. Password details for shareholders other than Individual shareholders are given below: a) If you are already registered for e-Voting, then you can user 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. 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 email ID is registered in your demat account or with the company, your ‘initial password’ is communicated to you on your email ID. Trace the email sent to you from NSDL from your mailbox. Open the email and open the attachment i.e. a .pdf file. Open the .pdf file. The password to open the .pdf file is your 8-digit client ID for
	1. 2. 3. 4. 5.

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

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

2. 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.

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

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

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

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

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

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

- Step 2: Cast your vote electronically on NSDL e Voting system.

- How to cast your vote electronically 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.

2. Select “EVEN” of company for which you wish to cast your vote during the remote e-Voting period.

3. Now you are ready for e-Voting as the Voting page opens.

4. 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.

5. Upon confirmation, the message “Vote cast successfully” will be displayed.

6. You can also take the printout of the votes cast by you by clicking on the print option on the confirmation page.

7. Once you confirm your vote on the resolution, you will not be allowed to modify your vote.

General Guidelines for shareholders

1. Institutional shareholders (i.e. other than individuals, HUF, NRI etc.) are required to send scanned copy (PDF/JPG Format) of the relevant Board Resolution/ Authority letter etc. with attested specimen signature of the duly authorized signatory(ies) who are authorized to vote, to the Scrutinizer by e-mail to sanam.u@dsmcs.in > with a copy marked to evoting@nsdl.com. Institutional shareholders (i.e. other than individuals, HUF, NRI etc.) can also upload their Board Resolution / Power of Attorney / Authority Letter etc. by clicking on "Upload Board Resolution / Authority Letter" displayed under "eVoting" tab in their login.

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

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

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 (selfattested scanned copy of Aadhar Card) by email to cs@supriyalifescience.com.

2. In case shares are held in demat mode, please provide DPID-CLID (16 digit DPID + CLID or 16 digit beneficiary ID), Name, client master or copy of Consolidated Account statement, PAN (self-attested scanned copy of PAN card), AADHAR (self-attested scanned copy of Aadhar Card) to cs@supriyalifescience.com.. If you are an Individual shareholder holding securities in demat mode, -

you are requested to refer to the login method explained at step 1 (A ) i.e. Login method for e Voting for Individual shareholders holding securities in demat mode .

1. Alternatively, shareholder/members may send a request to evoting@nsdl.com for procuring user id and password for e-voting by providing above mentioned documents.

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

Annexure to the Notice Explanatory Statement pursuant to the provisions of section 102 of the Companies Act, 2013

Item Nos. 1 & 2

Pursuant to recommendation of the Nomination and Remuneration Committee, the Board of Directors at its meeting held on January 24, 2025 appointed Dr. Ganapati Dadasaheb Yadav (DIN: 02235661) and Dr. Sunil Subhash Bhagwat (DIN: 10178976) as Additional Directors who shall hold their respective offices on the Board of the Company till the date of the ensuing Annual General Meeting pursuant to the provisions of Section 161 of the Companies Act, 2013 (“the Act”) and rules made thereunder and the Articles of Association of the Company.

The Company has received declarations from the aforesaid Directors confirming that they meets the criteria for independence under Section 149(6) and Section 164 of the Act and Regulation 16(1)(b) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“Listing Regulations”) and they also hold valid registration under the Independent Director’s Databank pursuant to MCA notification dated October 22, 2019 and that they are eligible to be appointed as an “Independent Director” of the Company and that they are not disqualified from being appointed as Independent Director. The Company has also received notices from a shareholder under Section 160 of the Act proposing their respective appointment as Non-Executive Independent Director.

Pursuant to Regulation 17(1A) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 Dr. Ganapati Dadasaheb Yadav will be attaining the age of 75 years on September 14, 2027 i.e. during his aforesaid term. Mr. Yadav has given his consent for continuing on the Board of the Company as an Independent Director even after attaining the age of 75 years.

In the opinion of the Board, Dr. Yadav and Dr. Bhagwat fulfills the criteria specified in the Act read with the rules made thereunder and Listing Regulations for being appointed as Non-Executive Independent Director of the Company and are independent of the management. They do not hold any share in the Company.

The brief profile of the Independent Directors is provided separately in this Notice.

Accordingly, it is proposed to appoint Dr. Yadav and Dr. Bhagwat as Non-Executive Independent Director for a term of 5 (five) consecutive years effective from January 24, 2025, to January 23, 2030, not being liable to retire by rotation, respectively.

In view of Dr. Yadav and Dr. Bhagwat meeting with the skills, expertise, experience and capabilities required for the role as an Independent Director as per Regulation 36(3) of the SEBI (LODR) Regulations, 2015 and upon recommendation of Nomination and Remuneration Committee, the Board recommends the special resolution, as set out at item Nos. 1 to 2 of the accompanying Notice, for approval by the shareholders.

None of the Directors and Key Managerial Personnel of the Company and their relatives, except Dr. Yadav and Dr. Bhagwat and their relative(s), is in any way concerned or interested, financially or otherwise, in the proposed special resolution set out at item nos. 1 to 2 of the Notice.

For and on behalf of the Board of Supriya Lifesciences Limited Sd/Prachi Sathe Company Secretary and Compliance Officer

Date: March 15, 2025 Place: Mumbai.

Registered Office Address :

207/208, Udyog Bhawan, Sonawala Road, Goregaon (East), Mumbai – 400 063, Maharashtra, India.

BRIEF RESUME OF THE DIRECTOR SEEKING APPOINTMENT, IN TERMS OF REG.36 OF THE SEBI LISTING REGULATIONS AND SECREARIAL STANDARD-2:

Sr. No.	Particulars	Dr. Ganapati Dadasaheb Yadav (DIN: 02235661)	Dr. Sunil Subhash Bhagwat (DIN: 10178976)
1.	Date of first Appointment on the Board	January 24, 2025	January 24, 2025
2.	Age	72 years	61 years
3.	Qualification	Dr. Yadav is B. Chem. Eng., Ph.D. (Tech)., D.Sc. (DYP Uni, Kolhapur, hon. causa), D.Eng. (NIT-A, hon. causa)	Dr. Bhagwat is B.Chem.Engg., M.Chem.Engg., Ph.D.(Tech)
4.	Brief Resume of the Director	Dr. Ganapati D. Yadav is one of the topmost, highly prolific, and accomplished engineering-scientists in India. He currently holds the titles of National Science Chair (SERB/DST/GOI) and Emeritus Professor of Eminence and is the former Vice Chancellor, Institute of Chemical Technology, Mumbai. He has personally won over 150 national and international honours, awards, fellowships, editorships, and several Lifetime Achievement Awards by prestigious industrial organizations, professional bodies and societies. He was conferred with the prestigious Bhatnagar Fellowship of CSIR on 7th January 2025. He was conferred Padma Shri, the fourth highest civilian honour, by the President of India in 2016 for his outstanding contributions to Science and Engineering. His research productivity is phenomenal with supervision of 110 Doctoral and 147 Masters theses as a single supervisor, which is a national record for any Engineering Professor in India.	Dr. Sunil S Bhagwat is the Director, Indian Insititute of Science Education and Research, Pune and Professor of Chemical Engineering at the Institute of Chemical Technology (fka UDCT/UICT). Earlier, he was a Professor of Chemical Engineering in the Institute of Chemical Technology (earlier known as UDCT/UICT), Mumbai. His research group won the first prize in the Bry-Air asia awards for the HVAC for his work in the area of heat based refrigeration. Dr. Bhagwat is on the Editorial Board of the Journal of Surface Science and Technology, India and was on the Editorial Advisory Board of the Industrial & Engineering Chemistry Research of the American Chemical Society. He is also on the editorial board of Journal Surface Science and Technology. Besides at the ICT, Dr. Bhagwat has also spent one year at the University of Florida, USA and a semester at Texas Tech University, USA where he contributed to research and teaching.
5.	Nature of expertise in specified functional areas	Dr. Yadav has supervised 48 post-doctoral fellows, several summer fellows, and research staff. He has published 551 original research papers, 123 granted national and PCT patents, 8 new patent applications; 3 books; h-index of 69, i10 index of 346; 17,800+citations in journals, patents,	Dr. Bhagwat’s area of Specialization is Interfacial Science and Engineering, Artificial Neural Networks, Energy and Exergy Engineering. He is a Fellow of the Indian National Academy of Engineering and

		books, and monographs, and 950+ specials lectures/orations/seminars over the years. Dr. Yadav is an elected Fellow of Indian National Science Academy, Indian Academy of Sciences, National Academy of Sciences, India, Indian National Academy of Engineering as well as The World Academy of Sciences, Trieste (TWAS). He is a Fellow of Royal Society of Chemistry, UK, Institution of Chemical Engineers, UK, Indian Institute of Chemical Engineers, Indian Chemical Society, and is an honorary Fellow of Indian Society for Technical Education and Biotech Research Society, India (BRSI) among others. Dr. Yadav is currently the President of the Indian Chemical Society and Editor-in-Chief, Journal of the ICS being published by Elsevier. He is the President of the Maharashtra Academy of Sciences.	Maharashtra Academy of Sciences. and was also bestowed the INSA Teacher award. Dr. Bhagwat is an active consultant to the chemical industry and the client companies range from pharmaceutical ancillary company to an industrial research company like Tata Research Development and Design Centre to manufacturing companies. Dr. Bhagwat has guided over eighty masters theses, over forty doctoral theses, has more than 100 international publications and over 80 national/ international conference presentations and 11 national and international patents to his credit
6.	Disclosure of Relationship between the directors inter-se	None	None
7.	Names of the listed entities in which the person also holds the directorship and membership of committees of the Board along with listed entities from which the person has resigned in the past three years	1. Godrej Industries Ltd 2. Clean Science & Technology Ltd 3. Meghmani Organics Ltd 4. Bhageria Industries Ltd 5. Dorf Ketal Chemicals India Ltd 6. Astec Lifesciences Ltd 7. Rayat Centenary Innovation and Incubation Foundation 8. Sharp Mint Limited	1. I-HUB Quantum Technology Foundation 2. AIC IISER Pune Seed Foundation
8.	No. of meetings of the Board attended during the year	2	2
9.	No shares held in the Company either by self or as a beneficial owner	Nil	Nil