Shareholders meeting

GUJARAT THEMIS BIOSYN LIMITED CIN: L24230GJ1981PLC004878 REGD. OFFICE &FACTORY: 69/C GIDC INDUSTRIAL ESTATE, VAPI – 396 195, DIST. VALSAD, GUJARAT, INDIA TEL: 0260-2430027 / 2400639 E-mail:hrm@gtbl.in.net GTBL/BSE/NSE/2026-27/56 04th September 2026 Listing Department Department of Corporate Services National Stock Exchange of India Limited BSE Limited Exchange Plaza, C-1, Block-G Phiroze Jeejeebhoy Towers, Dalal Street Bandra Kurla Complex Mumbai 400001 Bandra East, Mumbai 400051 Symbol: GUJTHEM Scrip Code: 506879 Dear Sir/Madam, Sub:- Notice of 45th Annual General Meeting (AGM) of the Company for the Financial Year ended 31st March, 2026. Ref: Regulation 30 (Listing Obligations & Disclosure Requirements) Regulations, 2015 (SEBI Listing Regulations) Pursuant to Regulation 30 the SEBI Listing Regulations, we attach herewith a copy of the Notice convening the 45th AGM to be held on Wednesday, 30th September, 2026 at 12:30 P.M. at 69/A, GIDC Industrial Estate, Vapi - 396195, Dist. Valsad, Gujarat, to transact the Ordinary and Special Businesses set out in the Notice of AGM. We request you to kindly take the same on record. Thanking you, Yours faithfully, For Gujarat Themis Biosyn Limited Vineet Gawankar Company Secretary & Compliance Officer MUMBAI OFFICE: Themis House, 11/12 Udyog Nagar, S.V Road, Goregaon (West), Mumbai – 400 104 Tel: 91-22-67607080 / 28757836 Fax: 28746621 / 67607019; E-mail: gtblmumbai@gtbl.in Website Address: www.gtbl.in Gujarat Themis Biosyn Limited Regd. Off.: 69/C Gidc Industrial Estate, Vapi – 396 195, Dist. Valsad, Gujarat, India Tel: 0260-2430027 / 2400639, Hrm@Gtbl.In.Net CIN: L24230GJ1981PLC004878 AGM NOTICE NOTICE is hereby given that the Forty Fifth (45th) Annual General Meeting (the “AGM” or the “Meeting”) of the Members of Gujarat Themis Biosyn Limited (the “Company”) will be held on, Wednesday, 30th September, 2026 at 12:30 pm at 69/A, GIDC Industrial Estate, Vapi-396195, Dist. Valsad, Gujarat, to transact the following businesses: ORDINARY BUSINESS 1. To receive, consider and adopt the Audited Financial Statements of the Company for the financial year ended 31st March, 2026 together with Reports of the Board of Directors and Auditors thereon. 2. To appoint a Director in place of Dr. Dinesh S. Patel (DIN: 00033273) who retires by rotation and being eligible, offers himself for re-appointment. 3. To declare dividend on equity shares for the financial year ended 31st March, 2026. SPECIAL BUSINESS 4. Ratification of Remuneration of Cost Auditor for the financial year 2026-27: To consider and if thought fit, to pass with or without modification(s), the following resolution as an Ordinary Resolution. “RESOLVED THAT pursuant to Section 148 and all other applicable provisions of the Companies Act, 2013 read with Rule 14 of the Companies (Audit and Auditors) Rules, 2014 (including any statutory modification(s) or re-enactment thereof, for the time being in force) remuneration of Rs. 50,000 (Rupees Fifty Thousand only) per annum, plus applicable taxes and reimbursement of out of pocket expenses (at actuals), as recommended by the Audit Committee and approved by the Board of Directors of the Company, payable to M/s. Raja Dutta & Co., Cost Accountants, Vapi (Firm Registration No. 101555) for conducting the audit of the cost accounting records maintained by the Company in respect of its fermentation-based pharmaceutical intermediates and API manufacturing activities for the financial year ending 31st March, 2027 be and is hereby ratified. RESOLVED FURTHER THAT the Board of Directors be and is hereby authorised to do all such acts, deeds, matters and things as may be necessary to give effect to this Resolution.” 5. Payment of Commission to Dr. Dinesh S. Patel (DIN: 00033273) Non-Executive Chairman To consider, and if thought fit, to pass with or without modification(s), the following Resolution as a Special Resolution. “RESOLVED THAT pursuant to the provisions of Sections 197, 198 and other applicable provisions of the Companies Act, 2013 read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 and Regulation 17(6)(ca) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, (“Listing Regulations”) as amended, the Articles of Association of the Company, the Company’s Remuneration Policy for Directors, Key Managerial Personnel and other employees and based on performance evaluation and the recommendation of Nomination & Remuneration Committee and approval of the Board of Directors at their respective meetings held on 25th May, 2026, read with the Explanatory Statement relating hereto, approval of the Members be and is hereby accorded for payment of commission of Rs. 42,00,000(Rupees Forty Two Lakhs only) to Dr. Dinesh S. Patel (DIN: 00033273), Non-Executive Chairman of the Company. RESOLVED FURTHER THAT any one of the Directors and/ or Company Secretary of the Company be and is hereby severally authorized to take necessary steps to do all such acts, deeds, matters and things for and on behalf of the Company as may be necessary to give effect to this resolution.” Gujarat Themis Biosyn Limited 6. Payment of Commission to Dr. Sachin D. Patel (DIN: 00033353) To consider, and if thought fit, to pass with or without modification(s), the following Resolution as a Special Resolution: “RESOLVED THAT pursuant to the provisions of Sections 197, 198 and other applicable provisions of the Companies Act, 2013 read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 and Regulation 17(6)(ca) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended, the Articles of Association of the Company, the Company’s Remuneration Policy for Directors, Key Managerial Personnel and other employees and based on performance evaluation and the recommendation of Nomination & Remuneration Committee and approval of the Board of Directors at their respective meetings held on 25th May, 2026, read with the Explanatory Statement relating hereto, approval of the Members be and is hereby accorded for payment of commission of Rs. 65,00,000 (Rupees Sixty Five lakhs only) to Dr. Sachin D. Patel (DIN: 00033353). RESOLVED FURTHER THAT any one of the Directors of the Company and/ or Company Secretary be and is hereby severally authorised to take necessary steps to do all such acts, deeds, matters and things for and on behalf of the Company as may be necessary to give effect to this resolution.” 7. Approval to avail loan and guarantee from Promoters / Promoters Group to finance acquisition / growth opportunities. To consider and, if thought fit, to pass the following resolution, with or without modification, as an Ordinary Resolution. "RESOLVED THAT pursuant to the provisions of Section 188 and all other applicable provisions, if any, of the Companies Act, 2013 ("the Act") read with the Rules made thereunder and Regulation 23 and applicable provisions of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("SEBI Listing Regulations"), and pursuant to the approval of the Audit Committee and the Board of Directors of the Company, approval of the Members be and is hereby accorded to the Company for availing loan / financial assistance from the Promoters / Promoter Group and to avail guarantee from the Promoters / promoters group for the borrowing to be availed by the Company / its subsidiaries from external lenders, inter alia to finance the growth opportunity and/or acquisition in India / outside India, from time to time, and for this purpose to enter into one or more arrangement or transactions, with Pharmaceutical Business Group India Limited, Dr. Sachin Patel and other promoter / promoter group of the Company, on such terms and conditions including tenure, interest rate, and other terms as may be mutually agreed between the parties which is in interest of the Company, and as set out in the Explanatory Statement annexed to this Notice. 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