Please find enclosed

Date: August 24, 2026 Ref.OSIL/SEC/33/2026-27 The BSE Limited, Phiroze Jeejeebhoy Towers Dalal Street, Mumbai 400 001 Ref: Orosil Smiths India Limited [ISIN: INE628B01034] [Scrip Code: 531626] Subject: Submission of 32nd Annual Report for the FY 2025-26 Dear Madam/ Sir, Pursuant to Regulation 34 of the SEBI (Listing Obligation and Disclosure Requirements) Regulations, 2015, we are hereby submitting the Annual Report, including the Notice of the 32nd AGM, of the Company for the FY ended March 31, 2026, scheduled to be convened on Friday, September 25, 2026 at YWCA of Delhi 1, Ashoka Road, New Delhi – 110001 at 09:30 A.M. IST. In accordance with the relevant circulars issued by the Ministry of Corporate Affairs (‘MCA’) and the Securities Exchange Board of India (‘SEBI’), the aforesaid Annual Report & AGM Notice is being sent to the Members of the Company through electronic mode only. The schedule of the 32nd AGM of the Company is set out below: Particulars Details Date & Time of 32nd AGM Friday, September 25, 2026 at 09:30 A.M. IST Friday, September 18, 2026 to Friday, September Book Closure period of the purpose of AGM 25, 2026 (Both Days Inclusive) Cut-off Date for remote E-voting and Thursday, September 17, 2026 Voting at AGM Commencement of Remote E-Voting Tuesday, September 22, 2026 at 09:00 A.M. IST End of Remote E-Voting Thursday, September 24, 2026 at 05:00 P.M. IST In compliance with the provisions of Section 108 of the Companies Act, 2013, rules made thereunder and Regulation 44 of the SEBI Listing Regulations, Members are provided with the facility to cast their vote electronically through remote e-voting and physically at the AGM on all resolutions set-forth in the Notice of 32nd AGM. This is for your information and record. For Orosil Smiths India Limited Sakshi Bansal Company Secretary & Compliance Officer A N N U A L R E P O R T 2025-26 OROSIL SMITHS INDIA LIMITED CIN:L74110DL1994PLC059341 Corporate Information: BOARD OF DIRECTORS: ➢ Mr. Bhushan Kumar Narula Managing Director (Chairman) ➢ Mrs. Rita Narula Whole Time Director ➢ Mr. Karan Suri Non-Executive Director ➢ Ms. Arunima Sahu Non-Executive Independent Director ➢ Mr. Deepankar Jain Non-Executive Independent Director KEY MANAGERIAL PERSONNEL: ➢ Mr. Bhushan Kumar Narula Managing Director ➢ Mrs. Rita Narula Whole Time Director ➢ Mr. Chandar Prakash Chief Financial Officer (CFO) ➢ Ms. Sakshi Bansal Company Secretary (CS) STATUTORY AUDITORS: M/s D M A R K S & Associates Chartered Accountants, Firm Registration No. 006413N SECRETARIAL AUDITORS: Ms. Prachi Bansal M/s Prachi Bansal & Associates, COP No. 23670 INTERNAL AUDITORS: NKN & Associates Chartered Accountants Firm Registration No. 028140N REGISTERED OFFICE Flat No. 906, 9th Floor Arunachal Building, 19, Barakhamba Road, Delhi – 110001 LISTED WITH STOCK EXCHANGE: Bombay Stock Exchange Limited Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai- 400001 REGISTRAR & SHARE TRANSFER AGENT M/s Skyline Financial Services Private Limited D-153 A, Okhla Industrial Area, Phase-I, New Delhi – 110 020 Email: parveen@skylinerta.com, Phone: 011-40450193 to 197 BANKERS: HDFC Bank Limited ICICI Limited Annual Report 2026 OROSIL SMITHS INDIA LIMITED 32ND ANNUAL GENERAL MEETING FRIDAY, SEPTEMBER 25, 2026 AT 09:30 A.M. 1, YWCA OF DELHI, ASHOKA ROAD, NEW DELHI-110001 CONTENTS PAGE NO. Notice of 32nd AGM 1-14 Directors’ Report 15-28 Report on corporate governance – Annexure – ‘A’ 29-46 Compliance and other Certificates – Annexures – ‘B’ to ‘D’ 47-50 Details pertaining to Remuneration – Annexure – ‘E’ 51-53 Related Party Transactions in form AOC-2 – Annexure – ‘F’ 54-55 Management, Discussion and Analysis – Annexure – ‘G’ 56-59 Secretarial Audit Report – Annexure – ‘H’ 60-62 Auditor’s Report and Financial Statements including notes 63-111 Proxy Form, Attendance Slip and Polling Paper 112-116 Route Map 117 NOTICE (PURSUANT TO SECTION 101 OF THE COMPANIES ACT, 2013) NOTICE is hereby given that the 32nd (Thirty-Second) Annual General Meeting (“AGM”) of the members of Orosil Smiths India Limited will be held on Friday, September 25, 2026 at 09:30 A.M. (IST) at YWCA of Delhi 1, Ashoka Road, New Delhi – 110001 to transact the following business: ORDINARY BUSINESS: 1. Adoption of Annual Standalone Financial Statements for the year ended March 31, 2026 To receive, consider and adopt the Audited Standalone Financial Statements of the Company for the Financial Year ended March 31, 2026 and the Reports of the Board of Directors and Auditors thereon 2. Re-appointment of Mr. Karan Suri (DIN: 01193500), as Director, liable to retire by rotation To re-appoint Mr. Karan Suri (DIN: 01193500), who retires by rotation and being eligible, offers himself for re-appointment as a Director SPECIAL BUSINESS: 3. Appointment of Mr. Nikhil Jain (DIN: To be applied) as an Independent Director of the Company To consider and, if thought fit, to pass the following resolution, with or without modification, as a Special Resolution: “Resolved that pursuant to the provisions of Sections 149, 152, 160 read with Schedule IV and any other applicable provisions, if any, of the Companies Act, 2013 and the rules made there under, the applicable provisions of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (including any statutory modification(s) or re- enactment thereof for the time being in force), in accordance with the provisions of Articles of Association of the Company and based on the recommendation of the Nomination and Remuneration Committee, Mr. Nikhil Jain (DIN: To be applied), be and is hereby appointed as an Non-Executive Independent Director of the Company, not liable to retire by rotation, for a first term of five years commencing from 25.09.2026 till the conclusion of 37th Annual General Meeting to be held in the year 2031 till 24.09.2031; Resolved further that any one of the Directors or the Company Secretary be and are hereby, jointly and/or severally authorized to do all such acts, deeds, matters and things and take all such steps as may be necessary, proper or expedient for appointment of Mr. Nikhil Jain, as a Non- Executive Independent Director of the Company.’’ 4. Increase in the limits for making investments / extending loans and giving guarantees or providing securities in connection with loans to Persons / Bodies Corporate. To consider and, if thought fit, to pass the following resolution, with or without modification, as a Special Resolution: “Resolved that pursuant to the provisions of Section 186 of the Companies Act, 2013 (“Act”) read with the Companies (Meetings of Board and its Powers) Rules, 2014 and other applicable provisions, if any, of the Act (including any modification or re-enactment thereof for the time being Page 1 of 117 in force) and subject to such approvals, consents, sanctions and permissions as may be necessary, consent 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 be deemed to include, unless the context otherwise requires, any committee of the Board or any officer(s) authorized by the Board to exercise the powers conferred on the Board under this resolution), to (i) give any loan to any person or other body corporate; (ii) give any guarantee or provide any security in connection with a loan to any other body corporate or person and (iii) acquire by way of subscription, purchase or otherwise, the securities of any other body corporate, as they may in their absolute discretion deem beneficial and in the interest of the Company, subject however that the aggregate of the loans and investments so far made in and the amount for which guarantees or securities have so far been provided to all persons or bodies corporate along with the additional investments, loans, guarantees or securities proposed to be made or given or provided by the Company, from time to time, which shall at all times, [Showing first 8,000 characters — download PDF for full document]