NOTICE. NOTICEis hereby given that the Thirty Sixth Annual General Meeting of the Members of Emcure

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Emcure NOTICE NOTICEis hereby given that the Thirty Sixth Annual General Meeting of the Members of Emcure Pharmaceuticals limited will be held on Tuesday, 8 th August, 2017 at 1.00 p.m. at the Registered Office of the Company at 'Emcure House', T-184 MIDC, Bhosari, Pune - 411 026 to transact the following business: ORDINARY BUSINESS: 1. To receive, consider, approve and adopt: a) the Audited Standalone Financial Statements for the Financial Year ended 31 st March, 2017 together with the reports of the Board of Directors and Auditors thereon. b) the Audited Consolidated Financial Statements for the Financial Year ended 31 st March, 2017 together with the report of the Auditors thereon. 2. To confirm payment of Interim dividend and declare final dividend on equity shares for the financial year ended 31 st March, 2017. 3. To appoint a Director in place of Mrs. Namita Thapar (DIN: 05318899). who retires by rotation, and being eligible, offers herself for re-appointment as per Section 152(6) of the Companies Act, 2013. 4. To consider, and if thought fit, to pass, with or without modification(s). the following resolution as an Ordinary Resolution: "RESOLVED THAT pursuant to the provisions of Sections 139, 142, and other applicable provisions, if any, of the Companies Act, 2013 ('the Act') read with the Companies (Audit and Auditors) Rules, 2014 (including any statutory modification(s) or re-enactment thereof for the time being in force), Mis BSR& Co. LLP,Chartered Accountants (FRN 101248W/W- 100022) be appointed as Statutory Auditors of the Company in place of retiring auditors Mis Price Waterhouse, Chartered Accountants (FRN 301112E) to hold Registered Office: Emcure House, T-184, M.I.D.C.. Bhosari, Pune - 411026. INDIA Phone Nos. : + 9120-27120084,30610000,40700000 Fax No. : 91 20-30610111 E-mail: corporale@emcure.co.in Website: wwwemcure.com CIN: U24231PN1981PLC024251

.... Emcure office for a period of five(s) years i.e. from the conclusion of this 36'h Annual General Meeting until the conclusion of the 41 st Annual General Meeting of the Company, subject to ratification at every Annual General Meeting, at such remuneration plus service tax and out of pocket expenses as may be decided by the Board of Directors in consultation with the Auditors." SPECIAL BUSINESS: S. Re-appointment of Mr. Satish Mehta (DIN: 00118691) as Managing Director (MD) for a period of S years and continuation of holding of office of MD after attaining the age of 70 years: To consider and, if thought fit, to pass with or without modification(s), the following resolution as a Special Resolution: "RESOLVED THAT pursuant to Sections 196, 197, 198, 203 read with Schedule V and other applicable provisions of the Companies Act, 2013 ("the Act") and the rules made thereunder (including any statutory modification(s) or re-enactment(s) thereof], the consent of the Shareholders be and is hereby accorded to the re-appointment of Mr. Satish Mehta (DIN: 00118691) as Managing Director of the Company for a period of five (S) years with effect from 1 st April, 2017 on a remuneration to be paid and provided and on the terms and conditions as set out in the Explanatory Statement attached hereto." "RESOLVED FURTHER THAT the consent of the shareholders be accorded to the Board of Directors of the Company (hereinafter referred to as the 'Board' which term shall be deemed to include the Nomination and Remuneration Committee of the Board) to vary, alter, increase, enhance or widen the terms and conditions of appointment and the remuneration payable to the appointee, from time to time, as they may in their discretion deem fit within the limits laid down in Section 197 and all other applicable provisions of the Act including any statutory modification or re-enactment thereof for the time being in force, and the rules framed thereunder read with Schedule V of the Act and subject to the requisite approvals, if necessary, being obtained." Registered Office: Emcure House. T-184, M.I.D.C., Bhosari, Pune - 411026. INDIA Phone Nos. : + 9120.27120084,30610000,40700000 Fax No.: 9120-30610111 E-mail: corporate@emcure.co.in Website: www.emcure.co.in CIN: U24231PN1981PLC024251

- Emcure "RESOLVED FURTHERTHAT where in any financial year during the currency of the tenure of the appointee, the Company has no profits or its profits are inadequate, the Company may subject to receipt of the requisite approvals, if any, pay to the appointee, the remuneration being paid as the minimum remuneration by way of salary, perquisites and other allowances and benefits and that the perquisites pertaining to contribution to provident fund, superannuation fund or annuity fund, gratuity and leave encashment shall not be included in the computation of the ceiling on remuneration specified in Section II and Section III of Part II of Schedule V of the Act." "RESOLVED FURTHERTHAT for the purpose of giving effect to this Resolution, the Board be authorised to do all such acts, deeds, matters and things as it may, in its absolute discretion, deem necessary, proper or desirable and to settle any questions, difficulties or doubts that may arise in this regard and further to execute all necessary documents, applications, returns and writings as may be necessary, proper, desirable or expedient," 6. Re-appointment of Dr. Mukund Gurjar (DIN: 00026843) as Wholetime Director of the Company: To consider and if, thought fit, to pass with or without modification(s), the following resolution as an Ordinary Resolution:- "RESOLVED THAT pursuant to Sections 196, 197, 198 read with Schedule V and other applicable provisions of the Companies Act, 2013 ("the Act") and the rules made thereunder (including any statutory modification(s) or re-enactment(s) thereof), the consent of the Shareholders be and is hereby accorded to the re-appointment of Dr. Mukund Gurjar (Dr. Gurjar) (DIN: 00026843) as Wholetime Director of the Company for a period of five (5) years with effect from 28 th August, 2017 on a remuneration to be paid and provided and on the terms and conditions as set out in the Explanatory Statement attached hereto." Registered Office: Emcure House, T-184, M.I.D.C., Bhosari, Pune - 411026. INDIA Phone Nos. : + 9120-27120084,30610000,40700000 Fax No.: 9120-30610111 E-mail: corporale@emcure.co.in Website: www.emcure.com CIN: U24231PN1981PLC024251

, - Emcure "RESOLVED FURTHER THAT the consent of the shareholders be accorded to the Board of Directors of the Company (hereinafter referred to as the 'Board' which term shall be deemed to include the Nomination and Remuneration Committee of the Board) to vary, alter, increase, enhance or widen the terms and conditions of appointment and the remuneration payable to the appointee, from time to time, as they may in their discretion deem fit within the limits laid down in Section 197 and all other applicable provisions of the Act, including any statutory modification or re-enactment thereof for the time being in force, and the rules framed thereunder read with Schedule V of the Act and subject to the requisite approvals, if necessary, being obtained." "RESOLVED FURTHER THAT where in any financial year during the currency of the tenure of the appointee, the Company has no profits or its profits are inadequate, the Company may subject to receipt of the requisite approvals, if any, pay to the appointee, the remuneration being paid as the minimum remuneration by way of salary, perquisites and other allowances and benefits and that the perquisites pertaining to contribution to provident fund, superannuation fund or annuity fund, gratuity and leave encashment shall not be included in the computation of the ceiling on remuneration specified in Section II and Section III of Part II of Schedule V of the Act." "RESOLVED FURTHER THAT for the purpose of giving effect to this Resolution, the Board be authorised to do all such acts, deeds, matters and things as it may, in its absolute discretion, deem necessary, proper or desirable and to settle any questions, difficulties or doubts that may arise in this regard and further to execute all necessary documents, applications, returns and writings as may be necessary, proper, desirable or expedient." 7. Ratification of remuneration payable to Cost Auditors for the Financial Year 2017-18: To consider and, if thought fit, to pass with or without modification(s), the following Resolution as an Ordinary Resolution: "RESOLVED THAT pursuant to the provisions of Section 148(3) and other applicable provisions, if any, of the Companies Act, 2013 and The Companies (Audit and Auditors) Ct Registered Office: Emcure House, T-184. M.LD.C., Bhosari. Pune - 411026. INDIA 7 Phone Nos. : + 9120-27120084,30610000,40700000 Fax No. : 9120-30610111 E-mail: corporate@emcure.co.in Website: www.emcure.com CIN: U24231PN1981PLC024251

Emcure Rules, 2014 (including any statutory modification(s) or re-enactment(s) thereof, for the time being in force), the remuneration of Rs. 5,25,000 (Rs, Five Lakhs Twenty Five Thousand Only) excluding applicable taxes and reimbursement of actual travel and out-of pocket expenses for the Financial Year ending 31 st March, 2018 as approved by the Board of Directors of the Company to be paid to Mis B.M Sharma & Co., Cost Accountants for the conduct of the cost audit of cost records of the Company, be and is hereby ratified and confirmed." Registered Office: Emcure House, T-184, By Order of the Board For Emcure Pharmaceuticals limited M.W.e, Bhosari, Pune- 411026(Maharashtra) Place: Pune Date: 7 th July, 2017 ~"j~"" Company Secretary Registered Office: Emcure House. T-184, M.LD.C., Bhosari, Pune -411026. INDIA Phone Nos. : + 9120-27120084, 30610000. 40700000 Fax No.: 9120-30610111 E-mail: corporate@emcure.co.in Website: www.emcure.co.in CIN: U24231PN1981PLC024251

." Emcure NOTES: 1. A MEMBER ENTITLED TO ATTEND AND VOTE AT THE MEETING IS ENTITLED TO APPOINT A PROXYTO ATTEND AND VOTE INSTEAD OF HIMSELF/HERSELF AND A PROXY NEED NOT BE A MEMBER OF THE COMPANY. THE PROXY FORM IN THE FORMAT ENCLOSED WITH THIS NOTICE DULY COMPLETED MUST REACH THE REGISTEREDOFFICE OF THE COMPANY NOT LESS THAN FORTY-EIGHT HOURS BEFORE THE TIME APPOINTED FOR HOLDING THE MEETING. 2. A PERSON CAN ACT AS PROXY ON BEHALF OF MEMBERS UP TO AND NOT EXCEEDING FIFTY AND HOLDING IN THE AGGREGATE NOT MORE THAN TEN PERCENT OF THE TOTAL SHARE CAPITAL OF THE COMPANY CARRYING VOTING RIGHTS. FURTHER, A MEMBER HOLDING MORE THAN TEN PERCENT OF THE TOTAL SHARE CAPITAL OF THE COMPANY CARRYING VOTING RIGHTS MAY APPOINT A SINGLE PERSON AS PROXY AND SUCH PERSON SHALL NOT ACT AS PROXY FOR ANY OTHER PERSON OR MEMBER. A proxy may not vote except on a poll. 3. The Register of Members and the Share Transfer Books of the Company will remain closed from Tuesday 1" August, 2017 to Tuesday 8 th August, 2017 (both days inclusive) in accordance with Section 91 of the Companies Act, 2013 for ascertaining the names of the shareholders to whom the dividend which if declared at the AGM is payable. In respect of shares held in electronic form, the dividend will be payable on the basis of the beneficial ownership as per details furnished by National Securities Depository Ltd. and Central Depository Services (India) Ltd., for this purpose. 4. Corporate members intending to send their authorized representatives to attend the meeting are requested to send to the Company a certified copy of the Board resolution authorizing their representative to attend and vote on their behalf at the meeting. S. In case of joint holders attending the meeting, only such joint holder who is higher in the order of names will be entitled to vote. 6. Members are requested to inform the Company of any changes in their address quoting their Folio Numbers and to their respective depository participants, in case shares are held in electronic mode. Registered Office: Emcure House. T-184, M.I.D.G.. Bhosari. Pune - 411026. INDIA Phone Nos.: + 9120-27120084. 30610000. 40700000 Fax No.: 9120-30610111 E-mail: corporate@emcure.co.in Website: www.emcure.co.in GIN: U24231PN1981PLG024251

., Emcure 7. Non-resident Indian shareholders are requested to inform about the following to the Company or its Share Transfer Agent or the concerned Depository Participant, as the case may be, immediately: (a) The change in the residential status on return to India for permanent settiement. (b) The particulars of the NRE Account with a Bank in India, if not furnished earlier. 8. Under section 124 of the Companies Act, 2013, the amount of dividend remaining unpaid or unclaimed for a period of seven years from the date of transfer to unpaid dividend account of the Company shall be transferred to the Investor Education and Protection Fund (IEPF) set up by the Government of India. The Company has no unpaid or unclaimed Dividend. 9. Explanatory Statement pursuant to Section 102 of the Companies Act, 2013 is annexed hereto. 10. Members may note that the Notice of the Annual General Meeting is available on the Company's website www.emcure.com 11. To prevent fraudulent transactions, members are advised to exercise due diligence and notify the Company of any change in address or demise of any member as soon as possible. Registered Office: Emcure House, T-184, M.I.D.C, Bhosari, Pune- 411026(Maharashtra) Place: Pune By Order of the Board '0< 'm,"~".~, Sanjay Kumar Chowdhary Company Secretary Date: 7'hJuly, 2017 Registered Office: Emcure House, T.184, M.I.D.C., Bhosari, Pune. 411026. INDIA Phone Nos. : + 9120.27120084,30610000.40700000 Fax No.: 9120.30610111 E.mail: corporate@emcure.co.in Website: www.emcure.co.in CIN: U24231PN1981PLC024251

, Emcure EXPLANATORY STATEMENT PURSUANT TO SECTION 102 OF THE COMPANIES ACT, 2013 Item NO.4 The explanatory statement in respect of Item No. 4 of the notice is provided voluntarily. Section 139 of the Companies Act, 2013 ("the Act") lays down the criteria for appointment and mandatory rotation of the Statutory Auditors of the Company. As per the provisions of Section 139 of the Act read with the Companies (Audit and Auditors) Rules, 2014, it is mandatory to rotate the Statutory Auditors on completion of two terms of five consecutive years. The rules also provides for the transitional period that could be served by the existing auditors depending on the number of consecutive years for which an audit firm had been functioning as the auditor of the same Company. The current auditors, M/s Price Waterhouse, Chartered Accountants, (FRN 301112E) have been the auditors of the Company for over ten (10) years before the Act was notified in 2014 and will be completing the maximum number of transitional period (three years) at the ensuing Annual General Meeting and hence need to mandatorily retire by rotation. The Audit Committee of the Company has proposed and on 7 th July, 2017, the board has recommended the appointment of M/s. BSR& Co. LLP, Chartered Accountants (FRN 101248W/W-100022) as the Statutory Auditors of the Company. M/s BSR & Co. LLP will hold the office for a period of five (5) consecutive years from the conclusion of 36 th Annual General Meeting till the conclusion of 41 st Annual General Meeting of the Company to be held in the year 2022, subject to the ratification by the members at every Annual General Meeting. Item No. S Mr. Satish Mehta is the founder promoter/director of since the incorporation of the Company in 1981. Under his abie guidance, the Company has achieved newer milestones with clear focus on driving productivity and performance across business segments of the Company. His leadership qualities have significantly boosted the revenues and profitability of the Company. He is a motivated mentor with a focused and enlightened ability to foresee the future that has enabled Company to grow over the years in terms of its human Emcure Pharmaceuticals limited Registered Office: Emcure House. T-184, M.I.D.C., Bhosari, Pune - 411026. INDIA Phone Nos.: + 9120-27120084, 30610000, 40700000 Fax No.: 9120-30610111 E-mail: corporale@emcure.co.in Website: www.emcure.co.in CIN: U24231PN1981PLC024251

'. Emcure Mr. Mehta will not be entitled to sitting fees for attending meetings of the Board of Directors or committees thereof. Mr. Satish Mehta will not be liable to retire by rotation. The term of his appointment as set out hereinabove may be treated as the abstract pursuant to the provisions of Section 190 of the Companies Act, 2013. Pursuant to the provisions of Section 196 (3) (a) and Schedule V Part I (c) of the Companies Act, 2013, the Company seeks consent of the members by way of special resolution for the reappointment of Mr. Satish Mehta as Managing Director for a term of Five (5) Years and continuation of his holding of existing office after attaining the age of 70 years during his term of appointment. The Board recommends the passing of the Special Resolution as set forth in Item NO.5 of the accompanying notice for approval ofthe members. Except Mrs. Namita Thapar and Mr. 5atish Mehta, none of the other Directors, Key Managerial Personnel and their relatives are in any way concerned or interested, financially or otherwise, in this resolution. Item NO.6 Dr. Mukund Gurjar (Dr. Gurjar) has been Whole-time Director of the Company since his association with the Company in July, 2001. Dr. Gurjar is a post-graduate and holds a Ph. D. in Chemistry from Nagpur University and also a second Ph.D. in Chemistry from London University. He also holds post-doctoral fellowship from Toronto, Canada. He envisioned new business platforms and is dedicated to foster innovation in every aspect of the business. Dr. Mukund Gurjar was appointed as Wholetime Director of the Company for a term of five years on 28 th August 2012. His term of office as Wholetime Director, expires on 27 th August, 2017. Based on the recommendation of the Nomination and Remuneration Committee ("NRC"), the Board of Directors of the Company ("the Board") at its meeting held on 7 th July, 2017 re- Q Registered Office: Emcure House, T-184, M.I.D.C., Bhosari. Pune - 411026. INDIA,/ Phone Nos. : + 91 20-27120084,30610000,40700000 Fax No. : 91 20-30610111 E-mail: corporate@emcure.co.in Website: www.emcure.com CIN: U24231PN1981PLC024251

, Emcure Except Dr. Mukund Gurjar, none of the other Directors, Key Managerial Personnel and their relatives are in any way concerned or interested, financially or otherwise, in this resolution. Item no. 7 In pursuance of Section 148 of the Companies Act, 2013 and Rule 14 of the Companies (Audit and Auditors) Rules, 2014, the Board shall appoint an individual who is a Cost Accountant in practice or a Firm of Cost Accountants in practice as a Cost Auditor on the recommendation of the Audit Committee, which shall also recommend remuneration for such Cost Auditor. The remuneration recommended by Audit Committee shall be considered and approved by the Board of Directors and ratified by the shareholders of the Company. On recommendation of Audit Committee at its meeting held on 7 th July, 2017, the Board has considered and approved appointment of Mis B.M. Sharma & Co., Cost Accountants for the conduct of the cost audit of the cost records of the Company at a remuneration of Rs. 5,25,000 (Rs. Five Lakhs Twenty Five Thousand only) excluding applicable taxes and reimbursement of actual travel and out-of pocket expenses for the Financial Year ending 31st March 2018. The resolution at Item NO.7 of the Notice is set out as an Ordinary Resolution for approval and ratification by the members in terms of Section 148 of the Companies Act, 2013. None of the Directors and Key Managerial Personnel of the Company and their relatives are, in any way, concerned or interested, financially or otherwise, in the resolution set out at Item No. 7 of the Notice. Registered Office: Emcure House, T-184, M.I.D.C, Bhosari, Pune- 411026(Maharashtra) By Order of the Board For Emcure p~limited Sanjay Kumar Chowdhary Company Secretary Place: Pune Date: 7 th July, 2017 Registered Office: Emcure House. T-184, M.I.D.C., Bhosari, Pune - 411026. INDIA Phone Nos. : + 9120-27120084,30610000,40700000 Fax No. : 91 20-30610111 E-mail: corporate@emcure.co.in Website: www.emcure.com CIN: U24231PN1981PLC024251

Emcure DETAILS OF DIRECTORS UNDER SS 2 - SECRETARIAL STANDARDS SEEKING APPOINTMENT/RE-APPOINTMENT AT THE FORTHCOMING ANNUAL GENERAL MEETING (AGM): Name of the Director Mrs. Namita Thapar Mr. Satish Mehta Dr. Mukund Gurjar Age (Yrs.) 40 Years 66 Years 64 Years Nationality Indian Indian Indian Date of first 28 th July 2014 16 th April 1981 23'd July 2001 Appointment on the Board Relationship with Mr. Satish Mehta (Father) Mrs. Namita Thapar None other Directors of the (Daughter) Company Area of Expertise Finance Management Research & Development Qualifications C.A., M.B.A. (Duke M.Sc. (Chemistry), Dual Ph. D. in Chemistry University, USA) PGDM(IIM, (Nagpur University and Ahmedabad) second Ph.D. in Chemistry from London University). Experience Mrs. Namita Thapar has a Mr. Satish Mehta has Dr. Mukund Gurjar is an total work experience of 14 vast experience in the Executive Director and years. Prior to joining our pharmaceutical Chief Scientific Officer of Company, she worked in industry. His the Company. He also USA with Glaxo and Guidant leadership has made holds post-doctoral (now Abbott) in various our Company a major fellowship from Toronto, finance roles. Mrs. Thapar is player in the Canada. He has been also the Founder and CEO of pharmaceutical associated with the Incredible Ideas Pvt. Ltd., a industry. He has been Company since 2001 and franchisee of Young on the Board since also became member of Entrepreneurs Academy, 1981. the Board in the same USA, which brings innovative year. entrepreneurship education to middle and high school Registered Office: Emcure House, T-184, M.I.D.C., Bhosari. Pune. 411026. INDIA Phone Nos. : + 91 20-27120084, 30610000, 40700000 Fax No.: 91 20-30610111 E-mail: corporate@emcure.co.in Website: www.emcure.co.in CIN: U24231 PN1981 PLC024251

Emcure students of India. Directorships held in 1) Zuventus Healthcare 1) Zuventus NIL other Companies" Limited. Healthcare Limited 2) Finolex Cables Limited. 2) Gennova 3) Thapar Ventures Private Biopharmaceuticals Limited. Limited. 4) Incredible Ventures 3) Tillomed Holdings Private Limited. Limited. 5) Incredible Ideas Private 4) Tillomed Limited. Laboratories Limited. 5) Heritage Pharma Labs Inc. G) Heritage Pharmaceuticals Inc. 7) Heritage Pharma Holdings Inc. 8) Marean Pharmaceuticals Inc. Chairman/ Member in Chairman: NIL Chairman: NIL Chairman: NIL the Committees of the Boards of Companies Member: Member: Member: NIL in which he is - Corporate Socia I - Audit Committee: Director" Responsibility Zuventus Committee Healthcare Zuventus Healthcare Limited. Limited. - Nomination & Remuneration Committee: Registered Office: Emcure House, T-184, M.I.D.C., Bhosari, Pune - 411026. INDIA Phone Nos.: + 9120-27120084, 30610000, 40700000 Fax No.: 9120-30610111 E-mail: corporate@emcure.co.in Website: www.emcure.co.in CIN: U24231PN1981PLC024251

, Emcure Zuventus Healthcare Limited. No. of Board Meetings 5 out of 5 5 out of 5 4 out of 5 attended during FY 2016-17 No. of Shares held in 63,39,800 (3.51%) 7,57,06,892 (41.86%) 2,95,716 (0.16%) the Company as on 31/03/17 and % of Paid-up Share Capital "Directorships includes Directorship of other Companies/ Body Corporates and Committee memberships includes Audit Committee, Nomination & Remuneration Committee, Corporate Social Responsibility Committee and Investor Grievance committee of Public Limited Company (whether Listed or not). Registered Office: Emcure House, T-184, By Order of the Board For Emcure Pharmaceuticals limited M.I.D.C, Bhosari, Pune- 411026(Maharashtra) Place: Pune Sanjay Kumar Chowdhary Company Secretary Date: 7 1h July, 2017 Registered Office: Emcure House. T-184. M.I.D.C.. Shosari. Pune - 411026. INDIA Phone Nos.: + 9120-27120084. 30610000. 40700000 Fax No.: 9120-30610111 E-mail: corporate@emcure.co.in Website: www.emcure.co.in CIN: U24231PN1981PLC024251

ROUTE MAP FOR THE VENUE OF THE ANNUAL GENERAL MEETING UDRA COLONY "'<:'" MASULKAR COLONY J BLOCK d GENERAL BLOCK I COLONY PHULE NAGAR T BLOCK "V-.~ <9~. "<9. ~o <l' G BLOCK <9~~ 0' Emcure Pharmaceuticals. Limited 60 GAR vana River KASARWADI 60 International Rowing Channel Annual General Meeting Venue: Emcure House, T-184, M.LD.C, Bhosari, Pune -411026 (Maharashtra).

r ATIENDANCE SLIP EMCURE PHARMACEUTICALS LIMITED CIN:U24231PN1981PLC0242S1 Registered Office: Emcure House, T-184, M.I.D.C., Bhosari, Pune- 411026 Phone: 020-30610000, 40700000, E-mail id:company.secretary@emcure.co.in. Website: www.emcure.com 36 TH ANNUAL GENERAL MEETING - 8 TH AUGUST, 2017 Name of the Beneficial Owner: _ Registered Folio No. /DP ID No. /Client ID No.: _ No. of Shares held: _ 1/ We certify that 1/ We am/are a member/proxy for the member of the Company. I/We hereby record my / our presence at the 36 th Annual General Meeting of the Company held on Tuesday, 8 th August, 2017 at 'Emcure House', T-184 MIDC, Bhosari, Pune - 411 026 at 1.00 P.M. Name of attending Member/Proxy Member's/Proxy's Signature (To be signed at the time of handing over this slip) Note: 1. Sign this attendance slip and hand it over at the Annual General Meeting venue. 2. Bodies corporate, whether a Company or not, who are members, may attend through their authorized representatives appointed under Section 113 of the Companies Act, 2013. A copy of authorization should be deposited with the Company. 3. In case of shares held in Demat/Electronic Form, the signature of the Beneficial Owner is liable for verification with the record furnished to the Company by NSDL/CDSL. 4. The map to reach the AGM venue is given overleaf.

. EMCURE PHARMACEUTICALS LIMITED Form No. MGT-ll Proxy form [Pursuant to section 105(6) of the Companies Act, 2013 and rule 19(3) of the Companies (Management and Administration) Rules, l014} CIN: Ul4231PN1981PlCOl4251 Name of the Company: Emcure Pharmaceuticals ltd. Registered office: Emcure House, T-184, MIDC, Bhosari, Pune-411026 Name of the member (s): Registered address: E-mailld: Folio No! Client Id: DP 10: I/We, being the member (s) of shares of the above named Company, hereby appoint 1. Name:. Ad dress:. E-mail Id:...... Signature:, or failing him 2. Na me:. Ad dress:. E-mail J d:. Signature:, or failing him 3. Name:. Ad dress:. E-mail Id:. Signa ture:. as my/our proxy to attend and vote (on a poll) for me/us and on my/our behalf at the 36th Annual General Meeting of the Company, to be held on 8th day of August l017 at 1.00 p.m. at

registered office of the Company and at any adjournment thereof in respect of such resolutions as are indicated below: Resolution Particulars For Against Abstain no. 1 a. Approval of Standalone financial statements. b. Approval of Consolidated financial statements. 2 Confirmation of Interim dividend and Declaration of final Dividend on Equity shares for the FY 16-17. 3 Appoint a director in place of Mrs. Namita Thapar (DIN: 05318899) who retires buy rotation and being eligible offers herself for re-appointment. 4 Appointment of Statutory Auditors for a term of 5 years. 5 Re-appointment of Mr. Satish Mehta as Managing Director for a period of 5 years w.ej 1 st April 2017. 6 Re-appointment of Dr. Mukund Gurjar as Whole Time Director for a period of 5 years w.ej. 28 th August 2017. 7 Ratification of the remuneration payable to Mis B.M.Sharma & Co.; Cost Accountants for the FY2017-18. (please indicate the manner in which you want the proxy to vote on your behalf by putting a tick mark against your choice in respect of each resolution) Signed this day of 2017 Signature of shareholder Affix Revenue Stamp Signature of proxy holder(s)