Postal Ballot Notice

Postal Ballot Notice POSTAL BALLOT NOTICE [Pursuant to Section 110 of the Companies Act, 2013 read with Rule 20 and 22 of the Companies (Management and Administration) Rules, 2014] Dear Member(s), NOTICE is hereby given to the members of Shukra Pharmaceuticals Ltd (the “Company”) that pursuant to the provisions of Section 110 and other applicable provisions, if any, of the Companies Act, 2013 (including any statutory modification(s) or re-enactment(s) thereof for the time being in force) (the “Act”) read with Rule 20 and Rule 22 of the Companies (Management and Administration) Rules, 2014 (the “Rules”), Circular Nos. 14/2020 dated April 08, 2020, 17/2020 dated April 13, 2020, 20/2020 dated May 20, 2020, 22/2020 dated June 15, 2020, 33/2020 dated September 28, 2020, 39/2020 dated December 31, 2020, 10/2021 dated June 23, 2021, 20/2021 dated December 08, 2021, 03/2022 dated May 05, 2022,11/2022 dated December 28, 2022 and 09/2023 dated September 25, 2023, 03/2025, dated September 22, 2025 issued by the Ministry of Corporate Affairs (“MCA”) (hereinafter collectively referred to as “MCA Circulars”), Regulation 44 and other applicable provisions, if any of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, (“Listing Regulations”), read with applicable circulars under the Act and Listing Regulations, Secretarial Standard on General Meetings (‘SS-2’) issued by the Institute of Company Secretaries of India, the Articles of Association of the Company and subject to other applicable laws, rules and regulations, (including any statutory modification(s) or re- enactment(s) thereof, for the time being in force), for seeking approval of the shareholders of the Company for the business set out hereunder through Postal Ballot (“the Postal Ballot”) by way of remote e-voting (“e-voting”) process. An Explanatory Statement pursuant to Section 102 of the Act and other applicable provisions, pertaining to the below appended resolution setting out the material facts and the reasons thereof, is annexed herewith for your consideration. In compliance with Regulation 44 of the Listing Regulations and pursuant to the provisions of Sections 108 and 110 of the Act read with the rules framed thereunder and the MCA Circulars, the manner of voting on the proposed resolution is restricted only to e-voting i.e., by casting votes electronically instead of submitting postal ballot forms. The postal ballot notice and instructions for e-voting are being sent only through electronic mode to those Members whose email address is registered with the Company / depository participant(s). The details of the procedure to cast the vote forms part of the ‘Notes’ to this Notice. In compliance with Rule 22(5) of the Rules, the Board has appointed Mrs. Rupal Patel (FCS-6275, CP No- 3803), Practicing Company Secretaries, Ahmedabad, as ‘Scrutinizer’ to scrutinize the Postal Ballot process in a fair and transparent manner. She has communicated her willingness to be appointed and will be available for the said purpose. In compliance with the provisions of Section 108 and 110 of the Act read with Rule 20 and 22 of the Rules, Regulation 44 of the Listing Regulations, and SS-2, the Company is pleased to provide e-voting facility to its Members, to enable them to cast their votes electronically. The detailed procedure with respect to e- voting is mentioned in this Notice. The Company has engaged the services of National Securities Depository Limited (“NSDL”) for facilitating e-voting. The Company has made necessary arrangements with Purva Sharegistry (India) Postal Ballot Notice Private Limited, Registrar and Share Transfer Agent (“RTA”) to enable the Members to register their e- mail address. Those Members who have not yet registered their e-mail address are requested to register the same by following the procedure set out in this Postal Ballot Notice. The members desiring to exercise their vote on the resolutions included in this notice of the Postal Ballot by electronic means i.e. through e-voting services provided by NSDL. The e-voting period shall commence on Friday, 28th August, 2026 at 9.00 am and end on Saturday, 26th September, 2026 at 5.00 pm. Members are requested to carefully read the instructions given in this Postal Ballot Notice and record their assent (FOR) or dissent (AGAINST) through the e- voting process not later than Saturday, 26th September, 2026. E-voting will be blocked by NSDL immediately thereafter and voting will not be allowed beyond the said date and time. Upon the completion of scrutiny of the votes, the Scrutinizer will submit her report to the to the Chairman or any other person authorized by the Chairman and the result of the voting by Postal Ballot will be announced not later than two (2) working days or three (3) days, whichever is earlier from the conclusion of the e-voting. The result declared along with the Scrutinizer’s report shall be communicated in the manner provided in this Postal Ballot Notice. The results of the Postal Ballot will be intimated to the BSE Limited and NSE Limited, where the shares of the Company are listed. The said results along with the Scrutinizer’s Report will also be displayed on the website of the Company (www.shukrapharmaceuticals.com) as well as on NSDL’s website- www.evoting.nsdl.com and will be displayed on the notice board of the Company at its Registered Office. In accordance with Secretarial Standards issued by the Institute of Company Secretaries of India and notified by the Central Government, the resolutions, if passed by requisite majority, shall be deemed to have been passed on the last date of voting i.e. Saturday, 26th September, 2026. RESOLUTION FOR APPROVAL THROUGH POSTAL BALLOT SPECIAL BUSINESSES: 1. AMENDMENT IN OBJECT CLAUSE OF THE MEMORANDUM OF ASSOCIATION OF THE COMPANY: 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 4, 13, 110 and other applicable provisions, if any, of the Companies Act, 2013 (“Act”), read with the rules made thereunder, including any statutory modification(s), amendment(s) or re- enactment(s) thereof for the time being in force, and subject to such approvals, consents, permissions and sanctions as may be required from the Registrar of Companies and/or any other statutory or regulatory authority, the consent of the Members of the Company be and is hereby accorded to alter the Objects Clause of the Memorandum of Association of the Company, by inserting the following new sub-clauses (2) to (6) after the existing sub- clause (1) under Clause III(A) – Objects to be pursued by the Company on its incorporation: (2) To carry on the business of research, innovation, design, development, engineering, manufacturing, assembling, fabrication, processing, testing, validation, installation, commissioning, licensing and commercialisation of medical devices, medical equipment, diagnostic systems, surgical instruments, surgical robotic systems, implantable devices, Postal Ballot Notice wearable healthcare devices, artificial intelligence-based healthcare technologies, healthcare software, digital health platforms, telemedicine systems, hospital automation solutions and other healthcare and MedTech products and solutions. (3) To act as manufacturers, buyers, sellers, importers, exporters, distributors, stockists, wholesalers, retailers, agents, representatives, licensors, franchisees and dealers in all kinds of medical technology products, healthcare devices, diagnostic equipment, robotic surgery systems, AI-driven healthcare solutions, laboratory equipment, hospital consumables, rehabilitation devices, healthcare software and allied products in India and abroad. (4) To enter into strategic alliances, collaborations, technical partnerships, joint ventures, licensing arrangements, technology transfer agreements, franchise arrangem [Showing first 8,000 characters — download PDF for full document]