Notice of 43rd AGM of Emami Limited to be held on 25th August, 2026

30th July, 2026 The Manager – Listing The Manager – Listing National Stock Exchange of India Ltd. BSE Limited Exchange Plaza, Plot No. C/1, Block – G Phiroze Jeejeebhoy Towers Bandra Kurla Complex, Bandra (E) Dalal Street Mumbai – 400 051 Mumbai – 400 001 Scrip Code: EMAMILTD Scrip Code: 531162 Sub: Notice of 43rd Annual General Meeting (‘AGM’) Dear Sir/ Madam, Pursuant to Regulation 34 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘Listing Regulations’), please find enclosed the Notice convening the 43rd AGM of the Company scheduled to be held on Tuesday, 25th August, 2026 at 4:00 P.M. (IST) through Video Conferencing / Other Audio Visual Means (‘VC/OAVM’) in compliance with the circulars issued by the Ministry of Corporate Affairs and the Securities and Exchange Board of India in this regard. Detailed instructions for remote e-voting, participation in the AGM through VC/OAVM mode and e-voting at the AGM are provided in the Notice of the AGM. The Integrated Annual Report for FY 2025-26 including Business Responsibility and Sustainability Report and Notice of AGM is being sent electronically to the shareholders who have registered their email IDs with the Company or Depository Participant(s) or Registrar and Share Transfer Agent of the Company. Further, a letter providing the web-link to access the AGM Notice and Integrated Annual Report is being sent to those Members who have not registered their e-mail address. Pursuant to Regulation 46 of the Listing Regulations, the said Annual Report and Notice of the 43rd AGM and other relevant documents are available on the Company’s website at www.emamiltd.in. This is for your information and record. Thanking you, Yours faithfully, For Emami Limited Ravi Varma Company Secretary & Compliance Officer Membership No: F9531 (Encl: As above) Corporate Overview Statutory Reports Financial Statements 01 Corporate Identification Number: L63993WB1983PLC036030 Registered Office: Emami Tower, 687, Anandapur, E.M. Bypass, Kolkata-700107, West Bengal, India. Phone No. +91 33 66136264 website: www.emamiltd.in, e-mail: investors@emamigroup.com Notice NOTICE is hereby given that the 43rd Annual General “RESOLVED THAT pursuant to provisions of Meeting (‘AGM’) of the Members of Emami Limited (‘the Sections 197, 198 and other applicable provisions Company’) will be held on Tuesday, 25th August, 2026 of the Companies Act, 2013, read with Schedule V at 4:00 P. M. (IST) through Video Conferencing and of the Act, including any statutory modification(s) Other Audio Visual Means (“VC & OAVM”) to transact the or re-enactment thereof and upon the following businesses: recommendation of Nomination & Remuneration Committee and approval of the Board of Directors, the consent of Members of the Company be and ORDINARY BUSINESS: is hereby accorded to increase the remuneration 1. To receive, consider and adopt the Standalone of Shri Harsha Vardhan Agarwal, Vice-Chairman & Audited Financial Statements of the Company Managing Director of the Company from existing for the financial year ended on March 31, 2026 salary of ₹ 30 Lacs to ₹ 34 Lacs, with effect from together with the Reports of the Board of Directors 1st April, 2026 for the remaining period of his and Auditors thereon. present term of appointment i.e. upto 31st March, 2027, and the supplemental agreement dated 2. To receive, consider and adopt the Consolidated 21st May, 2026 entered into between the Company Audited Financial Statements of the Company for and Shri Harsha Vardhan Agarwal, Vice-Chairman & the financial year ended March 31, 2026 and Report Managing Director be and is hereby approved.” of Auditors thereon. 7. Re-Appointment of Shri Harsha Vardhan Agarwal 3. To re-appoint Shri Harsha Vardhan Agarwal (DIN: 00150089) as “Vice-Chairman & Managing (DIN: 00150089), who retires by rotation Director” of the Company. and being eligible, offers himself for re- appointment as a Director. To consider and if thought fit, to pass, with or without modification(s), the following resolution as 4. To re-appoint Shri Aditya Vardhan Agarwal an Ordinary Resolution: (DIN: 00149717), who retires by rotation and being eligible, offers himself for re- “RESOLVED THAT pursuant to provisions of appointment as a Director. Sections 196, 197, 203 and other applicable provisions of the Companies Act, 2013 read with 5. To re-appoint Shri Prashant Goenka the Companies (Appointment and Qualification (DIN: 00703389), who retires by rotation of Directors) Rules, 2014 (including any statutory and being eligible, offers himself for re- modification or re-enactment thereof) & Schedule appointment as a Director. V thereof, the Articles of Association of the Company, applicable provisions of Securities and SPECIAL BUSINESS: Exchange Board of India (Listing Obligations & Disclosure Requirements) Regulations, 2015, the 6. Remuneration of Shri Harsha Vardhan Agarwal (DIN: recommendations of Nomination & Remuneration 00150089) Vice-Chairman & Managing Director Committee and the Board of Directors, the of the Company. consent of Members of the Company, be and is To consider and if thought fit, to pass, with or hereby accorded to the re-appointment of Shri without modification(s), the following resolution as Harsha Vardhan Agarwal (DIN: 00150089) as Vice- an Ordinary Resolution: Chairman & Managing Director of the Company for the period of five years with effect from Emami Limited Integrated Annual Report 2025-26 02 April 1, 2027 on the terms and conditions as set 8. To ratify the remuneration payable to M/s. V. K. Jain out in the Explanatory Statement annexed to this & Co., Cost Accountants (Firm Registration No. Notice convening this meeting and Agreement 00049) for the financial year 2026-2027. dated 21st May, 2026, entered into between the To consider and if thought fit, to pass, with or Company and Shri Harsha Vardhan Agarwal. without modification(s), the following resolution as RESOLVED FURTHER THAT the aggregate annual an Ordinary Resolution: remuneration payable to executive directors “RESOLVED THAT pursuant to the provisions of who are promoters or members of the promoter Section 148 and other applicable provisions, if group shall not exceed 5% of the Net Profits any, of the Companies Act, 2013, read with Rule of the Company calculated as per Section 198 14 of the Companies (Audit and Auditors) Rules, of the Companies Act, 2013 for the respective 2014 (including any statutory modification or re- Financial Year. enactment thereof, for the time being in force), the RESOLVED FURTHER THAT the Board of Directors consent of the Members be and is hereby accorded (including Nomination and Remuneration for payment of remuneration of H 2,00,000 (Rupees Committee of the Board) be and is hereby Two lacs only) plus applicable taxes and out of authorized to alter and vary the terms and pocket expenses for conducting audit of the cost conditions of the said re-appointment and / or accounting records of the Company for the financial remuneration of Shri Harsha Vardhan Agarwal year 2026-27 as may be applicable to the Company as it may deem fit and as may be acceptable to to M/s. V. K. Jain & Co., Cost Accountants (Firm him, subject to the same not exceeding the limits Registration No. 00049) who were re-appointed hereby sanctioned and within the overall ceiling as Cost Auditors of the Company by the Board of of managerial remuneration provided under the Directors of the Company at its meeting held on Companies Act, 2013 or any other statute or such 21st May, 2026. other limits as may be approved by the members RESOLVED FURTHER THAT for the purpose of from time to time. giving effect to the aforesaid resolution, the RESOLVED FURTHER THAT the Board of the Board of Directors of the Company (including any Directors (including any Committee thereof) be Committee thereof) be and is hereby authorized and is hereby authorized to do all such acts, deeds to do all such acts, deeds and things, as it m [Showing first 8,000 characters — download PDF for full document]