Shareholders meeting

UPL Limited, Uniphos House, C.D. Marg, 11th Road, Madhu Park, Khar (West), Mumbai – 400052, India w: www.upl-ltd.com e: contact@upl-ltd.com t: +91 22 6856 8000 July 15, 2026 BSE Limited National Stock Exchange of India Ltd Mumbai Mumbai SCRIP CODE: 512070 SYMBOL: UPL Sub.: Notice convening the 42nd Annual General Meeting (“AGM”) and Annual Report for Financial Year 2025-26 Dear Sir/ Madam, We wish to inform you that the 42nd AGM of the Company is scheduled to be held on Thursday, August 6, 2026 at 01:30 p.m.(IST) through Video Conferencing / Other Audio-Visual Means. In terms of the requirements of Regulations 30, 34(1) and 36(1)(b) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI Listing Regulations”), please find enclosed the following documents: - 1. Notice of the 42nd AGM of the Company. 2. Annual Report including the Business Responsibility and Sustainability Report for FY2025-26. 3. A copy of the letter being sent to those Members whose e-mail addresses are not registered with the Company/ MUFG Intime Private Limited- Registrar and share transfer agent/ Depository Participants, containing the weblink where the Annual Report for the Financial Year FY 2025-26 and the Notice of the 42nd AGM can be accessed on the Company’s website. The Annual Report for FY 2025-26 containing the Notice of the AGM has also been uploaded on the website of the Company and can be accessed at https://www.upl-ltd.com/investors/financial-results-and- reports/annual-reports We request you to take the above on record. Thanking you, Yours faithfully, For UPL Limited Sandeep Deshmukh Company Secretary and Compliance Officer (ACS-10946) Encl.: As above Cc: 1) London Stock Exchange 2) Singapore Stock Exchange 3) National Securities Depository Limited 4) Central Depository Services (India) Limited 5) MUFG Intime India Private Limited 6) NSEIX Registered Office: 3-11, GIDC, Vapi, Valsad - 396 195, Gujarat, India. P +91 260 2432716 CIN: L24219GJ1985PLC025132 UPL Limited Annual Report 2025-26 ACCELERATING PROFITABLE GROWTH Contents Scope of the Report Reporting period: April 1, 2025 March 31, 2026 Corporate overview Statutory Reports UPL factsheet 04 Corporate Information 95 Reporting scope and boundary Statutes, frameworks, guidelines and standards Financial highlights 08 Management Discussion and Analysis 96 This report extends beyond financial reporting to include This report has been prepared in accordance with the non-financial performance, opportunities, risks and following statutes, frameworks, guidelines and standards: UPL at a glance 10 Board’s Report 128 outcomes attributable to or associated with our key • Companies Act, 2013 and the rules framed thereunder Global presence 12 Report on Corporate Governance 151 stakeholders, which significantly influence our ability • Indian Accounting Standards Our businesses 16 Business Responsibility and Sustainability Report 176 to create value. • Secretarial Standards issued by the Institute of Company Business model 46 Financial Statements Financial Secretaries of India Global Capability Centre 48 All reported financial numbers pertain to the standalone • National Guidelines on Responsible Business Conduct Strategy 50 Standalone Financial Statements 217 and consolidated operations of UPL Ltd (UPL or UPL Group). (NGRBC) Risk management 52 Consolidated Financial Statements 305 • SEBI (Listing Obligations and Disclosure Requirements) Statement of Form AOC 1 424 Non-financial Regulations, 2015 Management speaks All reported non-financial and operational numbers pertain Message from Chairman Emeritus 60 Notice of AGM 433 to UPL Group performance, unless otherwise specified. Message from the Chairman & Group CEO 62 Message from the CEO, UPL Corp 64 Message from the Group COO 66 Sustainability principles and initiatives Rating agencies Message from the Group CFO 68 Sustainability Integrating sustainability 70 Environment 72 Social 75 You can find more Governance 90 information about UPL at Board of Directors 92 www.upl-ltd.com Leadership team 94 Business divisions The value curve pg32 Profitable growth powered by operational excellence and financial discipline pg14 Crop protection Seeds and post-harvest treatment Specialty chemistries Key concepts ESG commitments Stakeholder engagement and materiality At UPL, long-term sustainability is central to our vision, We recognise that stakeholder engagement is crucial anchored by robust and consistent ESG performance. SPOTLIGHT Agriculture for a food for accelerating corporate change and innovation. Our ESG initiatives are regularly reviewed by the Board, secure future pg44 Our material priorities are derived directly from with the Sustainability Committee overseeing strategy stakeholder input that helps us in driving transformation execution and guiding management. Having secured the and innovation. global #1 rank by DJSI for consecutive years, our ambitious Innovation at scale pg38 2030 targets remain on track. Building on our 2025 achievements, we remain committed to driving meaningful sustainability outcomes through future-ready practices. Read more on pg70 Corporate overview Management speaks Sustainability Statutory Reports Financial Statements Notice Our focus on high-value innovation and continuous product differentiation across our specialised platforms has further Accelerating de-risked the business from legacy commodity price volatility. This structural shift is clearly demonstrated by a robust 220 bps expansion in contribution margins to 41.2% alongside an 18% surge in profitable EBITDA to ₹9,588 crore, driven by optimal plant utilisation capacities and strict cost control. Underpinning this operational recovery is a relentless commitment to absolute financial discipline. Our efficient growth working capital cycles and enhanced risk management frameworks helped generate an operationally resilient free cash flow to equity (adjusted for change in working capital) of ₹4,450 crore, reflecting our highly optimised cash conversion cycle. Crucially, proactive debt management and aggressive deleveraging remained at the centre of our capital strategy. We repaid debt obligation of $500 million in March through robust internal cash accruals that aided our strong debt reduction through UPL achieved a landmark performance in FY26, the year, reducing our net debt-to-EBITDA gearing to 1.6x. delivering exceptional financial performance and solidifying its leadership across global agricultural markets. This transformative success follows a challenging macro-period marked by turbulent global commodity prices and widespread farm economics stress, serving as a defining turnaround year that showcased our structural resilience and ability to accelerate profitable growth. Navigating through those past external sector headwinds, we successfully pivoted by establishing and scaling our pure-play business platforms. Backed by strategic clarity and disciplined execution, this high-impact model allowed us to maximise market opportunities, delivering a strong 11% increase in consolidated revenue to ₹51,839 crore, fuelled by an overall 8% volume-led growth across major markets. 02 Annual Report 2025-26 Annual Report 2025-26 03 Corporate overview Management speaks Sustainability Statutory Reports Financial Statements Notice UPL factsheet FY26 performance at a glance Strategic global Manufacturing Innovation Financial Sustainability presence At UPL, the acceleration of profitable growth is structurally integrated with our global leadership in sustainability and rigorous environmental stewardship. % Throughout FY26, the Group strategically deployed its advanced sustainable Revenue growth solutions portfolio to enhance widespread agricultural resilience while consistently securing premier performance evaluations across benchmark global indices. EBITDA growth CORE FOCUS AREA FY26 STRATEGIC MILESTONES & PERFORMANCE OUTCOMES Value chain 64 % ~4x sustainability Milestone target s [Showing first 8,000 characters — download PDF for full document]