PXL/HO/Cir-111/2025-26                                                                                                  Date:18.12.2025

Hyderabad

NOTICE

Dear Member,

Subject: NOTICE – 21^st Annual General Meeting

NOTICE is hereby given that the 21^st Annual General Meeting of the Pharmaceuticals Export Promotion Council of India (Pharmexcil) will be held physically on Monday the 29^th December, 2025, at11.00 AM at Hotel Hyatt Place, Road No.1, Banjara Hills, Hyderabad:500034, to transact the following ordinary business.

1. To receive, consider and adopt

1. the annual accounts viz., Income & Expenditure Account for the year ending 31^st March, 2025, and the Balance Sheet as on that date, along with the Report of Auditors thereon AND

(ii)the Report of the Committee of Administration (the Board) to the Members on the affairs of the Council.

1. To place on record, the names of the Members of the Committee ofAdministration: 
2. To pass with or without modification the following resolution as an ordinary resolution

“Resolved that the Names of the Members of the Committee of Administration as circulated through Annexure – I and the members who have been elected through e-voting in respect of six positions as detailed in Note 2 of Annexure-1 be and are hereby taken on record.”

Please refer Note No 2 of Annexure 1 for details.  The process of e-voting for electing the CoA members is detailed in the Annexure-II and the results of the e-voting are taken on record at the AGM.-

1. To appoint and fix the remuneration of the Auditors. 

To consider and if thought fit, to pass the following resolution with or without modifications as an Ordinary Resolution:

“RESOLVED that M/s. Sarath& Associates Chartered Accountants, having Firm Regn. No.005120S – the present auditors, (who confirmed that their appointment if made will be in accordance with the requirements of the Companies Act, 2013) be and are hereby appointed as Auditors of the Council from the conclusion of the 21^st Annual General Meeting to the conclusion of the 22^nd Annual General meeting; and that the Committee of Administration be and is hereby authorised to fix the remuneration payable to the Auditors in consultation with them.”

Note (i)In accordance with Art.35 (b) of the Articles of Association of the Council, no member other than an eligible member of the Council shall vote at its meetings. No member shall nominate any other person to vote on his behalf, except as otherwise provided in the Articles.

(ii)Corporate Members shall send resolution of their Board of Directors nominating their representatives so as to be received by the Council well before 24 hours before the commencement of the meeting.

(iii) The process of e-voting is detailed in Annexure II with reference to election of Members of CoA.

EXPLANATORY NOTE IN RESPECT OF ITEM NO.2

ANNEXURE - I

(Forming part of Notice of 21^st Annual General Meeting)

Notes to Item No.2

The Committee of Administration (COA) is consisting of seventeen Members (including Chairman and Vice Chairman) as against eighteen – one position being Vacant excluding the Director General of the Council.

Of the above, one-Third of the elected members (excluding the Chairman, the Vice Chairman) are liable to retire at the 21^st Annual General Meeting. Accordingly five members resigned and opted for re-election as noted above in bold letters. One Vacant Position is also proposed to be filled up through election. Thus six candidates are to be elected through e-voting process for which nominations are sought from the respective categories of members. The final list of candidates contesting for Membership of CoA would be finalized after considering the withdrawals, if any, and placed on the website of the Council on 17^th December 2025. The final list of Candidates seeking election would be sent to all the Members and also to the CDSL for updating the e-voting platform.

The list of candidates seeking the elections shall also be made available on the website of the Pharmexcil viz. www.pharmexcil.com. The names of the elected candidates would be communicated to Members once ready well before the meeting and would be placed on the website of the Council and the same would be  taken on record at the AGM.

ANNEXURE-II

(forming part of the Notice of the 21^st Annual General Meeting)

Subject: Ordinary Members - instructions for e-voting

Pursuant to the provisions of Section 108 of the Companies Act, 2013 read with Rule 20 of the Companies (Management and Administration) Rules, 2014 (as amended) and Regulation 44 of SEBI (Listing Obligations & Disclosure Requirements) Regulations 2015 (as amended), and MCA Circulars dated April 08, 2020, April 13, 2020 and May 05, 2020,  the Council is providing facility of remote e-voting to its Members in respect of the business to be transacted at the AGM in compliance with Art.9.1 of the Articles of Association. For this purpose, the Company has entered into an agreement with Central Depository Services (India) Limited (CDSL) for facilitating voting through electronic means (e-voting), as the authorized e-Voting agency. The facility of casting votes by a member using remote e-voting as well as the e-voting system on the date of the AGM will be provided by CDSL.

THE INTRUCTIONS FOR ORDINARY MEMBERS FOR REMOTE E-VOTING ARE AS UNDER:

1. The voting period begins on 23rdDecember 2025 @ 10:00am and ends on 24^th December, 2025 @ 05:00pm.  During this period the eligible members registered till 10^th December, 2025, may cast their vote electronically. The e-voting module shall be disabled by CDSL for voting thereafter.

1. Ordinary members who have already voted prior to the meeting date would not be entitled to vote at the meeting venue.

1. The ordinary members should log on to the e-voting website www.evotingindia.com.

1. Click on “Ordinary members” module.

1. Now enter your User ID: XXXXXXX.

1. Next enter the Image Verification as displayed and Click on Login.

1. Enter your password: XXXXXXX.

1. After entering these details appropriately, click on “SUBMIT” tab.

1. Click on the EVSN of PHARMACEUTICALS EXPORT PROMOTION COUNCIL OF INDIA for the relevant resolutions approving the appointment of candidates for CoA on which you choose to vote.

1. On the voting page, you will see “RESOLUTION DESCRIPTION” and against the same the option “YES/NO” for voting. Select the option YES or NO as desired. The option YES implies that you assent to the Resolution and option NO implies that you dissent to the Resolution.

1. Click on the “RESOLUTIONS FILE LINK” if you wish to view the entire Resolution details.

1. After selecting the resolution, you have decided to vote on, click on “SUBMIT”. A confirmation box will be displayed. If you wish to confirm your vote, click on “OK”, or else to change your vote, click on “CANCEL” and accordingly modify your vote.

1. Once you “CONFIRM” your vote on the resolution, you will not be allowed to modify your vote.

1. You can also take a print of the votes cast by clicking on “Click here to print” option on the Voting page.

1. Ordinary members can also cast their vote using CDSL’s mobile app “m-Voting”. The m-Voting app can be downloaded from respective Store. Please follow the instructions as prompted by the mobile app while Remote Voting on your mobile.     

Please note that e-voting is adopted only  in respect of election of members of CoA (vide Art.9.1(a) of Articles of Association) which would be completed well before the date of AGM and the results are taken on record under item No.2 of the agenda for the AGM.  Hence this facility is not available at the AGM which is being held physically.

In case Members have any queries or issues regarding e-voting, write an email to helpdesk.evoting@cdslindia.com