United Spirits Limited — Proxy Solicitation & Information Statement 2025

Nov 20, 2025

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20[th] November 2025

BSE Limited Listing Department Dalal Street, Mumbai 400 001 Scrip Code: 532432

National Stock Exchange of India Limited Exchange Plaza, C-1 Block G, Bandra Kurla Complex, Bandra East, Mumbai- 400051 Scrip Code: UNITDSPR

Dear Sirs,

Subject: Notice of Postal Ballot - Disclosure under Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015

Further to our stock exchange announcement dated 8[th] October 2025, please find enclosed the Postal Ballot Notice seeking approval of members for the appointment of Mr. Narayan K. Seshadri (DIN: 00053563) as an Independent Director of the Company.

In compliance with the relevant circulars of the Ministry of Corporate Affairs, the aforesaid Postal Ballot Notice is being sent electronically only to those Members, whose e-mail addresses are registered with the Company/Depositories and whose names are recorded in the Register of Members of the Company or in the Register of Beneficial Owners maintained by the Depositories as on the Cut-off date i.e., Friday, 7[th] November 2025.

The Company has engaged the services of Central Depository Services (India) Limited (‘CDSL’) to provide remote e-voting facility to its members.

The voting period commences on Friday, 21[st] November 2025, at 9.00 a.m. IST and ends on Saturday, 20[th] December 2025, at 5.00 p.m. IST. The e-voting module shall be disabled by CDSL for voting thereafter.

The said postal ballot notice may also be accessed on the Company’s website i.e., www.diageoindia.com and on CDSL website at www.evotingindia.com.

The results of the e-voting by Postal Ballot will be announced on or before Tuesday, 23[rd] December 2025.

The above is for your information and records.

Thank you,

For United Spirits Limited

Digitally signed by Pragya Kaul Pragya Kaul Date: 2025.11.20 11:25:34 +05'30'

Pragya Kaul Company Secretary

Encl: as above

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UNITED SPIRITS LIMITED

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UNITED SPIRITS LIMITED

Corporate Identity Number: L01551KA1999PLC024991

Registered Office: “UB Tower”, No. 24, Vittal Mallya Road, Bengaluru – 560 001 Tel: 080-2221 0705; Fax: 080-2224 5253;

Website: www.diageoindia.com e-mail: investor.india@diageo.com

NOTICE OF POSTAL BALLOT

Notice is hereby given to the Members of United Spirits Limited (‘the Company’), pursuant to section 108 and 110 of the Companies Act, 2013 (including any statutory modifications or re- enactment thereof for time being in force) (‘the Act’), read with Rule 20 and Rule 22 of the Companies (Management and Administration) Rules, 2014 as amended (‘the Rules’) and in accordance with the guidelines as prescribed by the Ministry of Corporate Affairs (‘MCA’) for holding of general meeting/postal ballot process through e-voting vide the General Circular No. 03/2025 dated 22[nd] September, 2025 and other applicable circulars issued by the Ministry of Corporate Affairs (‘MCA Circulars’) and Regulation 44 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, (‘LODR Regulations’), Secretarial Standard on General Meetings issued by the Institute of Company Secretaries of India (‘SS-2’) and other applicable provisions of the Act, Rules, Circulars and Notifications issued thereunder (including any statutory modifications or re-enactment thereof for the time being in force and as amended from time to time), that the resolution as set out in this Notice are proposed for consideration by the Members of the Company for passing through Postal Ballot by way of voting through electronic means only.

The Members shall exercise their right to vote on the matters included in the Notice of Postal Ballot by electronic means i.e., through e-voting services provided by Central Depository Services (India) Limited (‘CDSL’). The e-voting period commences on Friday, 21[st] November 2025, at 9.00 a.m. IST and ends on Saturday, 20[th] December 2025, at 5.00 p.m. IST . Members are requested to carefully read the instructions given in this Postal Ballot Notice and record their assent (FOR) or dissent (AGAINST) through the remote e-voting process not later than 5.00 p.m. IST on Saturday, 20[th] December 2025 . Remote e-voting will be blocked by CDSL immediately thereafter and will not be allowed beyond the said date and time.

Special Business

ITEM NO. 1

Appointment of Mr. Narayan K. Seshadri (DIN: 00053563) as an Independent Director of the Company

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

“RESOLVED THAT in accordance with, the provisions of sections 149, 150 and 152, Schedule IV and other applicable provisions, if any, of the Companies Act, 2013 (‘the Act’) and the Rules made thereunder, Regulation 17, 25 and other applicable provisions of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, (“LODR Regulations”) (including any statutory modification or re-enactment thereof for the time being in force) and the Articles of Association of the Company, Mr. Narayan K. Seshadri (DIN: 00053563), who was appointed by the Board of Directors on the recommendation of Nomination and Remuneration Committee as an Additional Director (Independent Director in terms of Section 161 of the Act) with effect from 9[th] October 2025, who meets the criteria for independence under Section 149(6) of the Act and the Rules made thereunder and Regulation 16(1)(b) of the LODR Regulations and who is eligible for appointment as an Independent Director and in respect of whom the Company has received a notice in writing from a member under Section 160 of the Act proposing his candidature for the office of Director of the Company, be and is hereby appointed as an Independent Director of the Company for a period of three consecutive years, effective from 9[th] October 2025 to 8[th] October 2028 and whose office shall not be liable to retire by rotation.

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RESOLVED FURTHER THAT the Board of Directors of the Company be and is hereby authorised to do all acts and take all such steps as may be necessary, proper or expedient to give effect to this resolution and to delegate all or any of its powers herein conferred to any Director, Company Secretary or any other officer(s) of the Company.

By Order of the Board of Directors Pragya Kaul Company Secretary Membership No. – A17167

Place : Bengaluru Date : 8[th] October 2025

Registered Office:

“UB Tower”, No. 24, Vittal Mallya Road, Bengaluru – 560 001 Corporate Identity Number: L01551KA1999PLC024991 Tel: 080-4544 8000; Fax: 080-39856862; Website: www.diageoindia.com E-mail: investor.india@diageo.com

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NOTES:

1. Pursuant to section 102 of the Act, an Explanatory Statement setting out material facts and reasons for the proposed resolution is appended hereto.

2. In compliance with the MCA Circulars, the Notice is being sent only by electronic mode to those members whose names appear in the Register of members / List of Beneficial Owners maintained by the Company and as received from National Securities and Depository Limited (NSDL) and Central Depository Services (India) Limited (CDSL) (‘Depositories’) as on Friday, 7[th] November 2025, being the cut-off date and whose e-mail IDs are registered with the Company / Depositories. A person who is not a member as on the cut-off date should treat this Notice of Postal Ballot for information purpose only.

3. In compliance with provisions of section 108 and section 110 and other applicable provisions of the Act read with the Companies (Management and Administration) Rules, 2014, the Company is pleased to offer e-voting facility to all the members of the Company as on the cut-off date. For this purpose, the Company has entered into an agreement with CDSL for facilitating e-voting to enable the members to cast their votes electronically.

4. The voting rights of Members shall be in proportion to their shares of the paid-up equity share capital of the Company as on the cut-off date fixed for the purpose.

5. Members may please note that the Postal Ballot Notice will also be available on the Company’s website at www.diageoindia.com and on websites of the stock exchanges where equity shares of the Company are listed i.e. BSE Limited and National Stock Exchange of India Limited at www.bseindia.com and www.nseindia.com respectively, and on CDSL website at www.evotingindia.com.

6. All the documents referred to in the Notice and Explanatory statement shall be available for inspection through electronic mode from Friday, 21[st] November, 2025 to Saturday, 20[th] December, 2025, basis the request being sent on investor.india@diageo.com mentioning their name, Folio no. / Client ID and DP ID, and the documents they wish to inspect, with a self-attested copy of their PAN card attached to the email.

7. The postal ballot e-voting schedule is given in the table below:

The postal ballot e-voting schedule is given in	the table below:
Commencement of voting (Start date)	Close of voting (End date)	Results announcement date
Friday, 21stNovember 2025	Saturday, 20thDecember 2025	On or before Tuesday, 23rdDecember 2025

1. Members holding shares in physical mode and who have not updated their email addresses with the Company are requested to update their email addresses by writing to the Company at investor.india@diageo.com or bglsta@integratedindia.in along with the copy of the signed request letter mentioning the name and address of the member, self-attested copy of the PAN card, and self-attested copy of any document (eg.: Driving License, Election Identity Card, Passport) in support of the address of the member. Members holding shares in dematerialised mode are requested to register / update their email addresses with the relevant Depository Participants. In case of any queries / difficulties in registering the e-mail address, members may write to investor.india@diageo.com or bglsta@integratedindia.in

2. The Company has appointed Mr. Sudhir V. Hulyalkar, Company Secretary in Practice (FCS No. 6040 and CP No. 6137) failing him Mr. Sudhindra K S, Practicing Company Secretary (FCS No. 7909 & CP No. 8190) to act as the Scrutinizer, for conducting the Postal Ballot process, in a fair and transparent manner.

3. The Scrutinizer will submit his report to the Chairperson or any other person authorized by him after completion of the scrutiny and the results of the e-voting by Postal Ballot will be announced on or before Tuesday, 23[rd] December, 2025. The resolution, if passed by requisite majority shall be deemed to have been passed on Saturday, 20[th] December 2025 being the last date specified by the Company for e-voting.

4. The declared results along with the report of the Scrutinizer shall be forwarded to the BSE Limited and National Stock Exchange Limited and shall be uploaded on the website of the Company i.e., www.diageoindia.com and website of CDSL at www.evotingindia.com.

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1. The instructions for shareholders for e-voting are as under:

Information and instructions for Remote e-voting by Individual Shareholders holding shares of the Company in demat mode:

In terms of SEBI circular no. SEBI/HO/CFD/CMD/CIR/P/2020/242 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.

• (i) Pursuant to abovesaid SEBI Circular, Login method for e-Voting and joining virtual meetings for Individual shareholders holding securities in Demat mode CDSL/NSDL is given below:

Type of shareholders	Login Method
Individual Shareholders holding securities in Demat mode withCDSL	1) Users who have opted for CDSL Easi / Easiest facility, can login through their existing user id and password. Option will be made available to reach e-Voting page without any further authentication. The URL for users to login to Easi / Easiest arehttps://web.cdslindia.com/ myeasitoken/Home/Loginor visitwww.cdslindia.comand click on Login icon and select New System Myeasi. 2) After successful login the Easi / Easiest user will be able to see the e-Voting option for eligible companies where the evoting is in progress as per the information provided by company. On clicking the evoting option, the user will be able to see e-Voting page of the e-Voting service provider for casting your vote during the remote e-Voting period or joining virtual meeting & voting during the meeting. Additionally, there is also links provided to access the system of all e-Voting Service Providers i.e. CDSL/NSDL/KARVY/LINKINTIME, so that the user can visit the e-Voting service providers’ website directly. 3) If the user is not registered for Easi/ Easiest, option to register is available at CDSL website at www.cdslindia. com and click on login and My Easi New (Token) Tab and then click on registration option. 4) Alternatively, the user can directly access e-Voting page by providing Demat Account Number and PAN No. from a e-Voting link available onwww.cdslindia.comhome page or click onhttps://evoting.cdslindia.com/Evoting/EvotingLoginThe system will authenticate the user by sending OTP on registered Mobile & Email as recorded in the Demat Account. After successful authentication, user will be able to see the e-Voting option where the evoting is in progress and also able to directly access the system of all e-Voting Service Providers.
Individual Shareholders holding securities in demat mode withNSDL	1) If you are already registered for NSDL IDeAS facility, please visit the e-Services website of NSDL. Open web browser by typing the following URL:https://eservices.nsdl.comeither on a Personal Computer or on a mobile. Once the home page of e-Services is launched, click on the “Benefcial Owner” icon under “Login” which is available under ‘IDeAS’ section. A new screen will open. You will have to enter your User ID and Password. After successful authentication, you will be able to see e-Voting services. Click on “Access to e-Voting” under e-Voting services and you will be able to see e-Voting page. Click on company name or e-Voting service provider name and you will be re-directed to e-Voting service provider website for casting your vote during the remote e-Voting period or joining virtual meeting& votingduringthe meeting.

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Type of shareholders	Login Method
	2) If the user is not registered for IDeAS e-Services, option to register is available at https://eservices.nsdl.com. Select “Register Online for IDeAS “Portal or click at https://eservices.nsdl.com/SecureWeb/IdeasDirectReg.jsp 3) Visit the e-Voting website of NSDL. Open web browser by typing the following URL: https://www.evoting.nsdl.com/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 Verifcation Code as shown on the screen. After successful authentication, you will be redirected to NSDL Depository site wherein you can see e-Voting page. Click on company name or e-Voting service provider name and you will be redirected to e-Voting service provider website for casting your vote during the remote e-Voting period or joining virtual meeting & voting during the meeting 4) For OTP based login, you can click onhttps://eservices.nsdl.com/SecureWeb/evoting/ evotinglogin.jsp You will have to enter your 8-digit DP ID, 8-digit Client ID, PAN No., Verifcation code and generate OTP. Enter OTP received on registered email ID/ mobile number and click on login. After successful authentication, you will be redirected to NSDL Depository site wherein you can see e-voting page. Click on company name or e-voting service provider name and you will be re-directed to e-voting service provider website for casting your vote during the remote e-voting period orjoiningvirtual meetingand votingduringthe meeting.
Individual Shareholders (holding securities in demat mode) login through theirDepository Participants	You can also login using the login credentials of your demat account through your Depository Participant registered with NSDL/CDSL for e-Voting facility. After Successful login, you will be able to see e-Voting option. Once you click on e-Voting option, you will be redirected to NSDL/ CDSL Depository site after successful authentication, wherein you can see e-Voting feature. Click on company name or e-Voting service provider name and you will be redirected to e-Voting service provider website for casting your vote during the remote e-Voting period or joining virtual meeting& votingduringthe meeting.

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

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

Login type	Helpdesk details
Individual Shareholders holding securities in Demat mode withCDSL	Members facing any technical issue in login can contact CDSL helpdesk by sending a request athelpdesk.evoting@cdslindia.comor or contact at Toll-free no.: 1800 21 09911
Individual Shareholders holding securities in Demat mode withNSDL	Members facing any technical issue in login can contact NSDL helpdesk by sending a request atevoting@nsdl.co.incall at Toll-free no.: +91 22 4886 7000 or 2499 7000

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• (iii) Login method for e-Voting and joining virtual meetings for Physical shareholders and shareholders other than individual holding in Demat form.

• 1) The shareholders should log on to the e-voting website www.evotingindia.com.

• 2) Click on “Shareholders” module.

• 3) Now enter your User ID

  • a. For CDSL: 16 digits beneficiary ID,

  • b. For NSDL: 8 Character DP ID followed by 8 Digits Client ID,

  • c. Shareholders holding shares in Physical Form should enter Folio Number registered with the Company.

• 4) Next enter the Image Verification as displayed and Click on Login.

• 5) If you are holding shares in demat form and had logged on to www.evotingindia.com and voted on an earlier e-voting of any company, then your existing password is to be used.

• 6) If you are a first-time user follow the steps given below:

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For Physical shareholders and other than individual shareholders holding
shares in Demat.
PAN Enter your 10 digit alpha-numeric PAN issued by Income Tax Department
(Applicable for both demat shareholders as well as physical shareholders)
Shareholders who have not updated their PAN with the Company/Depository
Participant are requested to use the sequence number sent by Company/RTA or
contact Company/RTA.
Dividend Bank Details OR Enter the Dividend Bank Details or Date of Birth (in dd/mm/yyyy format) as recorded
Date of Birth (DOB) in your demat account or in the company records in order to login.
If both the details are not recorded with the depository or company, please enter
the member id / folio number in the Dividend Bank details field.
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• (iv) After entering these details appropriately, click on “SUBMIT” tab.

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

• (vi) For shareholders holding shares in physical form, the details can be used only for e-voting on the resolution contained in this Notice.

• (vii) Click on the EVSN on which you choose to vote.

• (viii) On the voting page, you will see “RESOLUTION DESCRIPTION” and against the same the option “YES/NO” for voting. Select the option YES or NO as desired. The option YES implies that you assent to the Resolution and option NO implies that you dissent to the Resolution.

• (ix) Click on the “RESOLUTIONS FILE LINK” if you wish to view the entire Resolution details.

• (x) After selecting the resolution, you have decided to vote on, click on “SUBMIT”. A confirmation box will be displayed. If you wish to confirm your vote, click on “OK”, else to change your vote, click on “CANCEL” and accordingly modify your vote.

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• (xi) Once you “CONFIRM” your vote on the resolution, you will not be allowed to modify your vote.

• (xii) You can also take a print of the votes cast by clicking on “Click here to print” option on the Voting page.

• (xiii) If a demat account holder has forgotten the login password then Enter the User ID and the image verification code and click on Forgot Password & enter the details as prompted by the system.

• (xiv) Additional Facility for Non – Individual Shareholders and Custodians–For Remote Voting only.

• Non-Individual shareholders (i.e. other than Individuals, HUF, NRI etc.) and Custodians are required to log on to www.evotingindia.com and register themselves in the “Corporates” module.

• A scanned copy of the Registration Form bearing the stamp and sign of the entity should be emailed to helpdesk.evoting@cdslindia.com.

• After receiving the login details a Compliance User should be created using the admin login and password. The Compliance User would be able to link the account(s) for which they wish to vote on.

• The list of accounts linked in the login should be mailed to helpdesk.evoting@cdslindia.com and on approval of the accounts they would be able to cast their vote.

• A scanned copy of the Board Resolution and Power of Attorney (POA) which they have issued in favour of the Custodian, if any, should be uploaded in PDF format in the system for the scrutinizer to verify the same.

• Alternatively Non Individual shareholders are required to send the relevant Board Resolution/ Authority letter etc. together with attested specimen signature of the duly authorized signatory who are authorized to vote, to the Scrutinizer and to the Company at the email address viz; sudhir.compsec@gmail or investor.india@diageo.com, if they have voted from individual tab & not uploaded same in the CDSL e-voting system for the scrutinizer to verify the same.

PROCESS FOR THOSE SHAREHOLDERS WHOSE EMAIL/MOBILE NO. ARE NOT REGISTERED WITH THE COMPANY/DEPOSITORIES.

1. For Physical shareholders- please provide necessary details like Folio No., Name of shareholder, scanned copy of the share certificate (front and back), PAN (self-attested scanned copy of PAN card), AADHAR (self-attested scanned copy of Aadhar Card) by email to bglsta@integratedindia.in / investor.india@diageo.com .

2. For Demat shareholders -, Please update your email id & mobile no. with your respective Depository Participant (DP)

3. If you have any queries or issues regarding attending AGM & e-Voting from the CDSL e-Voting System, you can write an email to helpdesk.evoting@cdslindia.com or contact at Toll-Free no.: 1800 21 09911.

All grievances connected with the facility for voting by electronic means may be addressed to Mr. Rakesh Dalvi, Sr. Manager, (CDSL,) Central Depository Services (India) Limited, A Wing, 25[th] Floor, Marathon Futurex, Mafatlal Mill Compounds, N M Joshi Marg, Lower Parel (East), Mumbai - 400013 or send an email to helpdesk.evoting@cdslindia.com or call on 1800 21 09911

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EXPLANATORY STATEMENT PURSUANT TO SECTION 102 OF THE COMPANIES ACT, 2013

Item No. 1

Appointment of Mr. Narayan K. Seshadri (DIN: 00053563) as an Independent Director of the Company.

Pursuant to section 149, 152 and 161 Schedule IV and other applicable provisions of the Companies Act, 2013, (‘the Act’) Articles of Association of the Company, the Board of Directors at their meeting held on 8[th] October 2025, based on recommendation of the Nomination and Remuneration Committee (‘NRC’) and subject to the approval of Members, approved appointment of Mr. Narayan K. Seshadri (DIN: 00053563) as an Additional Director (Independent Director) of the Company, for a term of three consecutive years commencing from 9[th] October 2025 till 8[th] October 2028 (both days inclusive) not liable to retire by rotation.

The Company has received following statutory disclosures / declarations:

• (i) Form DIR-8 - intimating the Company that he stands free from any disqualification, under section 164(1) and 164(2) of the Act;

• (ii) Declaration under section 149(7) of the Act and regulation 25(8) of LODR Regulations;

• (iii) Declaration that he is not debarred from holding the office of director by virtue of any SEBI Order or any other such authority and given his consent to act as Director of the Company;

• (iv) Confirmation that he is not aware of any circumstance or situation which exists or may be reasonably anticipated that could impair or impact his ability to discharge duties as an Independent Director of the Company;

• (v) A notice in writing by a member proposing his candidature under Section 160(1) of the Act;

• (vi) Confirmation that he is in compliance with Rules 6(1) and 6(2) of the Companies (Appointment and Qualifications of Directors) Rules, 2014, with respect to his registration with the data bank of Independent Directors maintained by the Indian Institute of Corporate Affairs;

• (vii) Form MBP-1 – disclosing his concerns or interests in other company(ies) in terms of section 184(1) of the Act.

Mr. Narayan K. Seshadri brings over four decades of strategic, financial, and transformational leadership experience across multiple sectors and geographies. His deep expertise in advising Boards and CEOs on strategy, risk, capital structuring, and complex business transitions was considered beneficial to the Company. Mr. Narayan K. Seshadri also brings strong governance credentials as Chairperson and member of various committees in listed companies. The Board based on skillset identified by the NRC, considered his appointment as Independent Director.

There is no inter-se relationship between Mr. Narayan K Seshadri and any Directors and Key Managerial Personnel of the Company. The draft appointment letter setting out terms and conditions of appointment of Mr. Narayan K. Seshadri is available for inspection by the Members at the Registered Office of the Company during business hours on all working days, until the last date of remote e-voting.

As per provisions of Regulation 17(1C) of LODR Regulations, approval of the shareholders has to be obtained at the next general meeting or within a time period of three months from the date of appointment, whichever is earlier. Accordingly, the approval for passing this resolution as a Special Resolution is being sought from the members of the Company through this postal ballot.

Except Mr. Narayan K. Seshadri being an appointee, none of the Directors or Key Managerial Personnel or their relatives are concerned or interested, financially or otherwise, in the above resolution, except to the extent of his shareholding, if any.

Brief Profile:

Mr. Narayan K. Seshadri is a business transformation leader with over four decades of experience steering companies through economic, regulatory, and technological change. As the Founder of Tranzmute, he has guided businesses across industrial, retail, financial services, and technology sectors—helping them scale, professionalize, and evolve into multibillion-dollar enterprises. He began his career in manufacturing and gained international exposure across the Middle East, the UK, and Europe before returning to India to join Arthur Andersen, where he built and led its Business Consulting practice. Acknowledged globally, he served on Andersen’s Global CEO Council and later oversaw the successful integration of Andersen’s consulting arm into KPMG Consulting.

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Over the years, he has advised Chairmen, CEOs, and Boards of listed and privately held companies on strategy, global expansion, capital structuring, risk management, and succession planning—often during pivotal phases of transformation. His leadership has shaped major growth journeys and guided organizations through complex cross-border ventures, such as a multimillion-dollar biotech partnership with a global seeds major, as well as crisis situations, including the restructuring of a global bank’s Indian operations following a multibillion-dollar fraud.

As an Independent Director and Chairperson of several large listed companies, he plays a key role in governance and strategic oversight. As Chairperson and member of various committees, he brings fresh perspectives and pragmatic solutions to intricate business challenges. He is a Chartered Accountant based in Mumbai and widely respected for his strategic foresight, boardroom leadership and ability to unlock long-term enterprise value.

The relevant details, pursuant to regulation 36(3) of the LODR Regulations and Secretarial Standard on General Meetings issued by The Institute of Company Secretaries of India, in respect of Director seeking appointment is annexed.

The Board of Directors recommends the resolution as set out as item no.1 in the Notice for approval of Members as a Special Resolution.

Place : Bengaluru Date : 8[th] October 2025

By Order of the Board of Directors Pragya Kaul Company Secretary Membership No. – A17167

Registered Office:

“UB Tower”, No. 24, Vittal Mallya Road, Bengaluru – 560 001 Corporate Identity Number: L01551KA1999PLC024991 Tel: 080-4544 8000; Fax: 080-39856862; Website: www.diageoindia.com E-mail: investor.india@diageo.com

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Annexure

Disclosure relating to Directors pursuant to Regulation 36(3) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and Clause 1.2.5 of the Secretarial Standards on General Meetings:

Name of Director	Mr. Narayan K. Seshadri
DIN	00053563
Age	68 years
Date of frst appointment on the Board	Efective 9thOctober 2025
Expertise in specifc functional Areas/ Experience	Kindly refer the explanatory statement to the resolution.
Brief resume	Kindly refer the explanatory statement to the resolution.
Qualifcations	Chartered Accountant
Terms and conditions of appointment	Appointment as an Independent Director for a period of three consecutive years efective 9thOctober 2025 upto 8thOctober 2028, not liable to retire by rotation
Last drawn remuneration details along with remuneration sought to be paid	Last drawn remuneration: Not Applicable Sitting fees shall be paid for attending Board and Committee meetings, if any, where he is member. Commission as determined by the Board of Directors and approved by the shareholders within permissible threshold limits as per the Act.
No. of Board meeting attended	Not applicable
List of directorships in other Companies (excluding body corporates)	Listed Public Companies: • PI Industries Limited • SBI Life Insurance Company Limited • Max Healthcare Institute Limited • TVS Supply Chain Solutions Limited • Kalpataru Limited Unlisted Public Companies: • Re Sustainability Limited • India Debt Resolution Company Limited • PI Health Sciences Limited • CCIL IFSC Limited Private Limited Companies: • Kritdeep Properties Private Limited • Tranzmute Capital & Management Private Limited • Halcyon Resources & Management Private Limited • A2O Software India Private Limited • Halcyon Enterprises Private Limited Section 8 Companies: • Svasth - Heart India Foundation
Listed entities from which the Director has resigned from Directorship in the past three years	• Kalpataru Projects International Limited • Astrazeneca Pharma India Limited

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UNITED SPIRITS LIMITED

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Memberships / Chairmanships of committees of other companies (excluding body corporates)	Listed Public Companies: Kalpataru Limited • Audit Committee • Nomination and Remuneration Committee • Risk Management Committee • Stakeholders Relationship Committee TVS Supply Chain Solutions Limited • Audit Committee • Nomination and Remuneration Committee Max Healthcare Institute Limited • Risk Management Committee SBI Life Insurance Company Limited • Audit Committee • Nomination and Remuneration Committee • Risk Management Committee • Corporate Social Responsibility Committee PI Industries Limited • Audit Committee • Nomination and Remuneration Committee • Risk Management Committee Unlisted Public Companies: RE Sustainability Limited • Audit Committee • Nomination & Remuneration Committee • ESG Committee • Risk Management Committee* India Debt Resolution Company Limited • Audit Committee • Nomination & Remuneration Committee PI Health Sciences Limited • Nomination and Remuneration Committee
Number of Equity Shares held in the Company (including shareholding as a benefcial owner)	Nil
Inter-se relationship with other Directors and Key Managerial Personnel of the Company	Not related to any director of the Company

*Chairperson

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