Emami Limited 43rd AGM Notice and Resolutions

AGM Date: Tuesday, 25th August, 2026
Time: 4:00 P.M. (IST)
Mode: Video Conferencing / Other Audio Visual Means (VC/OAVM)
Cut-off date for eligibility: Tuesday, 18th August, 2026
Remote e-voting period: Thursday, 20th August, 2026 (9:00 A.M IST) to Monday, 24th August, 2026 (5:00 P.M IST)

1. To adopt Standalone Audited Financial Statements for FY 2025-26 with Reports of Board of Directors and Auditors

2. To adopt Consolidated Audited Financial Statements for FY 2025-26 with Report of Auditors

3. To re-appoint Shri Harsha Vardhan Agarwal (DIN: 00150089) as Director retiring by rotation

4. To re-appoint Shri Aditya Vardhan Agarwal (DIN: 00149717) as Director retiring by rotation

5. To re-appoint Shri Prashant Goenka (DIN: 00703389) as Director retiring by rotation

Current position: Vice-Chairman & Managing Director
Proposed change: Increase in salary from ₹30 lakhs to ₹34 lakhs per month
Effective date: 1st April, 2026
Term period: Until 31st March, 2027 (remaining period of current term)
Approval basis: Supplemental agreement dated 21st May, 2026
Regulatory references: Sections 197, 198 and Schedule V of Companies Act, 2013

New term: Five years with effect from 1st April, 2027 to 31st March, 2032
Remuneration structure:
Salary: ₹34 lakhs to ₹60 lakhs per month range (with annual increments decided by Board)
Commission: Not exceeding 0.5% of net profits calculated under Section 198 of Companies Act, 2013
Perquisites: LTA, medical expenses, car with driver, leave encashment, club fees, telephone expenses, provident fund contributions, etc.
Aggregate ceiling: Remuneration to executive directors who are promoters shall not exceed 5% of Net Profits
Agreement date: 21st May, 2026

Shri Harsha Vardhan Agarwal:
Qualification: Commerce Graduate
Experience: Extensive knowledge in marketing and brand development
Last drawn remuneration: ₹869.55 Lacs
Shares held: 2,29,074
Relationship: Son of Shri R.S. Agarwal, brother of Shri A.V. Agarwal & Smt. Priti A Sureka

Shri Aditya Vardhan Agarwal:
Qualification: Commerce Graduate
Experience: Extensive knowledge in marketing and brand development
Last drawn remuneration: ₹7.10 Lacs (sitting fees)
Shares held: 1,96,795
Relationship: Son of Shri R.S. Agarwal, brother of Shri H.V. Agarwal & Smt. Priti A Sureka

Shri Prashant Goenka:
Qualification: MBA from Cardiff University, UK
Experience: Extensive knowledge in International marketing and business operations
Last drawn remuneration: ₹512.16 Lacs
Shares held: 3,53,017
Relationship: Nephew of Shri R.S. Goenka

Filing basis: Regulation 34 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015
AGM conducted via VC/OAVM basis: MCA General Circular Nos. 14/2020, 17/2020, 20/2020 and subsequent circulars including latest 03/2025 dated September 22, 2025
Scrutinizer appointment: Shri Raj Kumar Banthia (COP No. 18428), Partner in MKB & Associates, Practicing Company Secretary
Results declaration: Within two working days of AGM conclusion on company website and to stock exchanges
Document availability: Integrated Annual Report 2025-26 available on company website www.emamiltd.in

E-voting service provider: Central Depository Services (India) Limited (CDSL)
VC/OAVM participation: First-come-first-served basis for up to 1000 members (excludes large shareholders, promoters, institutional investors, directors, KMPs, committee chairpersons, auditors)
IEPF information: Unclaimed dividend for FY 2018-2019 due for transfer to IEPF on September 09, 2026; interim dividend for FY 2019-2020 due for transfer on December 08, 2026
Shareholder updates: Members requested to update PAN, KYC, nomination details, and bank account information
Physical share transfer: Special window open from February 5, 2026 to February 4, 2027 for re-lodgement of transfer deeds of physical securities sold/purchased prior to April 1, 2019