Shareholders meeting

June 26, 2026 DCS-CRD Listing Compliance BSE Limited National Stock Exchange of India Limited First Floor, New Trade Wing Exchange Plaza, 5th Floor Rotunda Building, Phiroze Jeejeebhoy Towers Plot No. C/1, ‘G’ Block, Bandra- Kurla Complex Dalal Street, Fort Mumbai 400001 Bandra East Mumbai 400 051 Fax No.2272 3121/2037/2039 Fax No.2659 8237/8238 Stock Code: 543213 Stock Code: ROSSARI Dear Sir/Madam, Sub.: Notice of the 17th Annual General Meeting of the Company Ref.: Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“Listing Regulations”) Pursuant to Regulation 30 read with Schedule III Para A Part A of Listing Regulations, enclosed herewith is the Notice of the 17th Annual General Meeting (“AGM”) of the Company to be held on Monday, July 20, 2026 at 11:00 A.M. (IST) through Video Conference/Other Audio Visual Means. The said Notice forms part of the Integrated Annual Report for the Financial Year 2025-26. The Notice of the 17th AGM of the Company is available on the website of the Company at rossari.com. The same may please be taken on record and suitably disseminated to all concerned. Thanking you, Yours Sincerely, For Rossari Biotech Limited Parul Gupta Company Secretary & Head - Legal Membership No.: A38895 Encl.: as above Notice ROSSARI BIOTECH LIMITED CIN: L24100MH2009PLC194818 Registered Office: Rossari House, Golden Oak, LBS Marg, Surya Nagar, Opp. Mahindra Showroom, Vikhroli (West), Mumbai 400079. Website: www.rossari.com; Email: info@rossari.com; Tel.: +91 22 6123 3800 NOTICE Notice is hereby given that the 17th Annual General Meeting (“AGM”) of the Members of Rossari Biotech Limited will be held on Monday, 20th July, 2026 at 11:00 A.M. (IST) through Video Conferencing (“VC”)/Other Audio-Visual Means (“OAVM”), to transact the following business: ORDINARY BUSINESS 1. Adoption of the audited standalone financial statement of the Company for the Financial Year ended 31st March, 2026 and the reports of the Board of Directors and Auditors thereon To consider and if thought fit, to pass, the following resolution, as an Ordinary Resolution: “RESOLVED THAT the audited standalone financial statement of the Company for the Financial Year ended 31st March, 2026 and the reports of the Board of Directors and Auditors thereon, as circulated to the Members, be and are hereby considered and adopted.” 2. Adoption of the audited consolidated financial statement of the Company for the Financial Year ended 31st March, 2026 and the report of Auditors thereon To consider and if thought fit, to pass, the following resolution, as an Ordinary Resolution: “RESOLVED THAT the audited consolidated financial statement of the Company for the Financial Year ended 31st March, 2026 and the report of Auditors thereon, as circulated to the Members, be and are hereby considered and adopted.” 3. Declaration of dividend for the Financial Year ended 31st March, 2026 To consider and if thought fit, to pass, the following resolution, as an Ordinary Resolution: “RESOLVED THAT dividend at the rate of ` 0.50 (25%) per equity share of face value of ` 2/- (two rupees) each fully paid-up, be and is hereby declared for the Financial Year ended 31st March, 2026 and the same be paid as recommended by the Board of Directors of the Company, subject to deduction of tax at source and, in accordance with the provisions of Section 123 and the other applicable provisions of the Companies Act, 2013 and rules made thereunder.” 4. Appointment of Mr. Edward Menezes (DIN: 00149205) as a director liable to retire by rotation To consider and if thought fit, to pass, the following resolution, as an Ordinary Resolution: “RESOLVED THAT pursuant to the provisions of Section 152 and other applicable provisions of the Companies Act, 2013, and Rules made thereunder (including any statutory modification(s), amendment(s), clarification(s), substitution(s) or re-enactment(s) thereof for the time being in force), Mr. Edward Menezes (DIN: 00149205), who retires by rotation at this meeting, be and is hereby appointed as a Director of the Company.” SPECIAL BUSINESS 5. Material Related Party Transaction(s) with Unitop Chemicals Private Limited To consider and if thought fit, to pass, the following resolution, as an Ordinary Resolution: “RESOLVED THAT pursuant to Regulation 23 of the Securities and Exchange Board of India (“SEBI”) (Listing Obligations and Disclosure Requirements) Regulations, 2015, (“Listing Regulations”), as amended and as per Section 188 and other applicable provisions of the Companies Act, 2013 and Rules made thereunder (including any statutory modification(s), amendment(s), clarification(s), substitution(s) or re-enactment(s) thereof for the time being in force), and the Company’s Policy on Related Party Transactions, and as per the recommendation of the Audit Committee and the Board of Directors of the Company, approval of the Members of the Company, be and is hereby accorded to the Board of Directors of the Company (hereinafter referred to as “the Board”, which term shall deemed to include, unless the context otherwise required, any committee which the Board may have constituted or hereinafter Rossari Biotech Limited 1 constitute or any officer(s) authorised by the Board to exercise the powers conferred on the Board by this Resolution), to enter into, contract(s)/arrangement(s)/transaction(s) (whether by way of an individual transaction or transactions taken together or series of transactions or otherwise) as mentioned in the explanatory statement with Unitop Chemicals Private Limited (“UCPL”), a subsidiary of Rossari Biotech Limited (“the Company”) and accordingly a related party under Regulation 2(1)(zb) of the Listing Regulations, on such terms and conditions as may be agreed between the Company and UCPL, for an aggregate value of up to ` 10,290 million (Rupees Ten Thousand Two Hundred and Ninety Million only) to be entered during Financial Year 2026-27. RESOLVED FURTHER THAT the Board, be and is hereby authorised, to do and perform all such acts, deeds, matters and things, as may be necessary, including finalising the terms and conditions, methods and modes in respect thereof and finalising and executing necessary documents, including contract(s), agreement(s) and such other documents, file applications and make representations in respect thereof and seek approval from relevant authorities, including Governmental/regulatory authorities, as applicable, in this regard and deal with any matters, take necessary steps as the Board may, in its absolute discretion deem necessary, desirable or expedient, to give effect to this resolution and to settle any questions that may arise in this regard and incidental thereto, without being required to seek any further consent or approval of the Members or otherwise to the end and intent that the Members shall be deemed to have given their approval thereto expressly by the authority of this resolution. RESOLVED FURTHER THAT the Board, be and is hereby authorised to delegate all or any of the powers herein conferred to the Committee of the Board or to any Director(s) or Officer(s)/Authorised Representative(s) of the Company, to do all such acts and take such steps, as may be considered necessary or expedient, to give effect to the aforesaid resolution(s). RESOLVED FURTHER THAT all actions taken by the Board or any person so authorised by the Board, in connection with any matter referred to or contemplated in any of the foregoing resolutions, be and are hereby approved, ratified and confirmed in all respects.” 6. Appointment of Mr. Udeypaul Singh Gill (DIN: 00004340), as a Non-Executive, Independent Director of the Company To consider and if thought fit, to pass, the following resolution, as a Special Resolution: “RESOLVED THAT pursuant to the provisions of Section 149, 150, 152 161 read with Schedule IV and all other applicable provisions of the Companies Act, 2013 (“the Act”) an [Showing first 8,000 characters — download PDF for full document]