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Repro India Ltd. Proxy Solicitation & Information Statement 2026

Jul 10, 2026

61404_rns_2026-07-10_e555567f-1bcc-4d88-8d2c-06dc08bfd958.pdf

Proxy Solicitation & Information Statement

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^{}[] REPRO
^{}[] CONTENT AGGREGATION TO EFFECTIVE DISSIMINATION

July 10, 2026

To,
BSE Limited
P. J. Towers,
Dalal Street,
Mumbai - 400 001
Scrip Code: 532687

National Stock Exchange of India Limited
Exchange Plaza,
Bandra- Kurla Complex,
Bandra, Mumbai - 400 051
Symbol: REPRO

Dear Sir/Madam,

Sub: Notice of 33rd Annual General Meeting ("AGM") of Repro India Limited for the Financial Year 2025-26

Pursuant to Regulation 30 read with Para A of Part A of Schedule III of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended, please find enclosed herewith the Notice of the 33rd Annual General Meeting ("AGM") of Repro India Limited ("the Company") for the Financial Year 2025-26, scheduled to be held on Tuesday, August 04, 2026 at 03:30 p.m. (IST) through Video Conferencing ("VC") / Other Audio-Visual Means ("OAVM"), in compliance with the applicable circulars issued in this regard by the Ministry of Corporate Affairs and the Securities and Exchange Board of India.

The Notice of the AGM along with the Annual Report for the Financial Year 2025-2026 is also available on the website of the Company at www.reproindialtd.com.

In compliance with the applicable circulars, the Notice of the 33rd AGM of the Company is being sent through electronic mode to those Members whose e-mail addresses are registered with the Company/ Depositories / Registrar and Share Transfer Agent ("RTA").

The Company has fixed Tuesday, July 28, 2026 as the Cut-off Date for determining the eligibility of Members entitled to vote through remote e-voting or e-voting during the AGM. The remote e-voting period shall commence on Thursday, July 30, 2026 at 09:00 a.m. (IST) and shall end on Monday, August 03, 2026 at 05:00 p.m. (IST).

This is for your information and record.

Thanking you,

Yours faithfully,

For Repro India Limited

Almina Banu
Abubakar Shaikh
img-0.jpeg

Almina Shaikh
Company Secretary & Compliance Officer

Encl: Notice of AGM

^{}[] Corporate & Reg. Office: 11th Floor, Sun Paradise Business Plaza, 'B' Wing, Senapati Bapat
^{}[] Marg, Lower Parel, Mumbai - 400 013, India. Phone: 022-71914000 Fax: 022-71914001
^{}[] Email: [email protected] Website: www.reproindialtd.com
^{}[] CIN: L22200MH1993PLC071431


^{}[] REPRO

NOTICE

NOTICE is hereby given that the Thirty-Third (33rd) Annual General Meeting ('AGM') of the Members of Repro India Limited ('the Company') will be held on Tuesday, August 04, 2026 at 03:30 P.M. (IST), through Video Conferencing ('VC') / Other Audio-Visual Means ('OAVM') to transact the following business:

ORDINARY BUSINESS:

Item No. 1 - Adoption of Audited (Standalone and Consolidated) Financial Statements

To receive, consider and adopt the Audited (Standalone and Consolidated) Financial Statements of the Company for the financial year ended March 31, 2026 together with the Reports of the Board of Directors and Auditors thereon.

To consider and if thought fit, to pass the following resolution as an "Ordinary Resolution":

"RESOLVED THAT the Audited (Standalone and Consolidated) Financial Statements for the financial year ended March 31, 2026 together with the Reports of the Board of Directors and Auditors thereon be and are hereby received, considered and adopted".**

Item No. 2 - Appointment of Mr. Vinod Vohra (DIN: 00112245) as a Director, liable to retire by rotation

To appoint a Director in place of Mr. Vinod Vohra (DIN: 00112245), who retires by rotation and being eligible, offers himself for re-appointment.

To consider and if thought fit, to pass the following resolution as an "Ordinary Resolution":

"RESOLVED THAT pursuant to the provisions of Section 152 and other applicable provisions of the Companies Act, 2013, Mr. Vinod Vohra (DIN: 00112245) be and is hereby re-appointed as a Director of the Company, liable to retire by rotation."

By Order of the Board of Directors
For Repro India Limited

Place: Mumbai
Date: May 29, 2026

Almina Shaikh
Company Secretary & Compliance Officer
Membership No.: ACS 44431

Registered Office:

11th Floor, Sun Paradise Business Plaza, B Wing, Senapati Bapat Marg,
Lower Parel, Mumbai - 400 013.
CIN: L22200MH1993PLC071431
Email: [email protected]
Website: www.reproindialtd.com
Tel: +91-022-71914000


^{}[] 2

NOTES:

  1. The Ministry of Corporate Affairs ("MCA") has, vide its General Circular dated September 22, 2025 read together with circulars dated April 8, 2020, April 13, 2020, May 5, 2020, January 13, 2021, December 8, 2021, December 14, 2021, May 5, 2022, December 28, 2022, September 25, 2023 and September 19, 2024 (hereinafter collectively referred to as the "MCA Circulars"), Companies are permitted to hold AGMs, through Video Conferencing/Other Audio-Visual Means ("VC/OAVM"), without physical presence of the members at a common venue. In compliance with MCA Circulars and applicable provisions of the Companies Act, 2013 ("Act") read with Rules made thereunder and the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("Listing Regulations"), the Company is convening the 33rd AGM through VC/OAVM. The registered office of the Company shall be deemed to be the venue for the AGM i.e. 11th Floor, Sun Paradise Business Plaza, B Wing, Senapati Bapat Marg, Lower Parel, Mumbai - 400 013.

  2. Pursuant to the provisions of the Act, a Member entitled to attend and vote at the AGM is entitled to appoint a proxy to attend and vote on his/her behalf and the proxy need not be a Member of the Company. Since this AGM is being held pursuant to the abovementioned MCA Circulars, through VC/OAVM, physical attendance of the Members has been dispensed with. Accordingly, the facility for appointment of proxies by the Members will not be available for this AGM as well, and hence the Proxy Form and Attendance Slip are not annexed to this Notice. However, Body Corporates are entitled to appoint authorized representatives to attend the AGM through VC/OAVM and participate there in and cast their votes through e-voting. Since the AGM will be held through VC/OAVM, the route map of the venue of the Meeting is not annexed hereto.

  3. In terms of the provisions of Section 152 of the Act, Mr. Vinod Vohra, Director of the Company, retires by rotation at the Meeting. The Nomination and Remuneration Committee and the Board of Directors of the Company recommend his re-appointment. Mr. Vinod Vohra, Director of the Company, is interested in the Ordinary Resolution set out at Item No. 2 of this Notice with regard to his re-appointment. Mr. Vinod Vohra, Chairman, Mr. Sanjeev Vohra, Managing Director and Mr. Rajeev Vohra, Executive Director, being related to each other, may be deemed to be interested in the resolution set out at Item No. 2 of this Notice. The other relatives of Mr. Vinod Vohra, Mr. Sanjeev Vohra and Mr. Rajeev Vohra may be deemed to be interested in the resolution set out at Item No. 2 of this Notice, to the extent of their shareholding, if any, in the Company. Save and except the above, none of the Directors / Key Managerial Personnel of the Company / their relatives are, in any way, concerned or interested, financially or otherwise, in the Ordinary Business set out under Item No. 2 of this Notice. Detail of the Director retiring by rotation at this Meeting is provided in the "Annexure" to this Notice.

  4. Institutional Members/Corporate Members (i.e. other than individuals/HUF, NRI, etc.) are required to send a scanned copy (PDF/JPG format) of their respective Board or Governing Body Resolution/Authorization, etc., with an attested specimen signature authorizing their representative to attend the AGM through VC/ OAVM on their behalf and to vote through remote e-voting. The said Resolution/Authorization shall be sent to the Scrutinizer by email from its registered email address to [email protected] with a copy marked to [email protected] and [email protected]

  5. Only Registered Members of the Company may attend and vote at the AGM through the VC/OAVM facility.

  6. In case of joint holders, the Member whose name appears as the first holder in the order of names as per the Register of Members of the Company as on the cut-off date will be entitled to vote at the AGM.


  1. Members attending the AGM through VC/OAVM shall be counted for the purpose of reckoning the quorum under Section 103 of the Act.

  2. The Company's Registrar & Share Transfer Agent for its share registry work is MUFG Intime India Private Limited (formerly known as Link Intime India Private Limited) ("MIIPL").

  3. The Register of Members and Share Transfer Books of the Company shall remain closed from Wednesday, July 29, 2026 to Tuesday, August 04, 2026.

  4. Members are requested to intimate changes, if any, pertaining to their name, postal address, e-mail address, telephone/mobile numbers, Permanent Account Number (PAN), mandates, Nominations, power of attorney, bank details such as the name of the bank and branch details, bank account number, MICR code, IFSC code, etc.,

a. For shares held in electronic form: to their Depository Participants (DPs)

b. For shares held in physical form: to the Company/Registrar and Transfer Agent ("RTA"). The relevant forms to update the above-mentioned details are available on the Company's website at www.reproindialtd.com and on the website of the RTA at https://web.in.mpms.mufg.com/KYC/index.html

SEBI vide its circular dated June 23, 2025, in supersession of its earlier circulars dated November 17, 2023, May 17, 2023 & March 16, 2023, has eliminated the provisions which mandated the freezing of folios with incomplete details with respect to PAN, KYC & Nomination of all holders of physical folios. SEBI vide its circular dated November 3, 2021, amended by circular dated November 17, 2023 mandated that the security holders (physical folios), whose folios do not have a PAN or choice of Nomination or contact details, Mobile No., Bank account details etc. shall be eligible for any payment including dividend (if any declared), interest etc. only through electronic mode, w.e.f. April 01, 2024, upon furnishing the details in entirety.

  1. The Notice convening this AGM along with the Annual Report for FY26 is being sent by electronic mode to those Members whose e-mail address is registered with the Company/ Depositories, unless a Member has specifically requested for a physical copy of the same. Members may kindly note that the Notice convening this AGM and the Annual Report for FY26 will also be available on the Company's website, the website of the Stock Exchanges i.e. BSE Limited (BSE) and The National Stock Exchange of India Limited (NSE) at www.bseindia.com and www.nseindia.com, respectively and on the website of National Securities Depository Limited (NSDL) at https://www.evoting.nsdl.com. The Company will also publish an advertisement in the newspapers containing details of the AGM and other relevant information for Members viz. manner of registering e-mail Id., Cut-off date for e-voting.

  2. Members may please note that SEBI vide its Circular No. SEBI/HO/MIRSD/MIRSD_RTAMB/P/CIR/2022/8 dated January 25, 2022, has mandated the listed companies to issue securities in dematerialized form only while processing service requests viz. issue of duplicate securities certificate; claim from unclaimed suspense account; renewal/ exchange of securities certificate; endorsement; sub-division/splitting of securities certificate; consolidation of securities certificates/folios; transmission and transposition. Accordingly, Members are requested to make service requests by submitting a duly filled and signed Form ISR-4, the format of which is available on the Company's website at www.reproindialtd.com and on the website of the Company's Registrar and Transfer Agents, MUFG Intime India Private Limited ('MIIPL') at https://web.in.mpms.mufg.com/KYC-downloads.html. It may be noted that any service request can be processed only after the folio is KYC Compliant.

  3. SEBI vide its notification dated January 24, 2022 has amended Regulation 40 of the Listing Regulations and has mandated that all requests for transfer of securities including

^{}[] 3


transmission and transposition requests shall be processed only in dematerialized form. In view of the same, and to eliminate all risks associated with physical shares and avail various benefits of dematerialisation, Members are advised to dematerialise the shares held by them in physical form. Members can contact the Company or MIIPL for assistance in this regard.

  1. Members holding shares in physical form, in identical order of names, in more than one folio are requested to send to the Company or MIIPL, the details of such folios together with the share certificates along with the requisite KYC documents for consolidating their holdings in one folio. Requests for consolidation of share certificates shall be processed in dematerialized form.

  2. As per the provisions of Section 72 of the Act, and the applicable SEBI Circular, the facility for making nomination is available for the Members in respect of the shares held by them. Members who have not yet registered their nomination are requested to register the same by submitting Form No. SH-13. If a Member desires to opt out or cancel the earlier nomination and record a fresh nomination, he/she may submit the same in Form ISR-3 or SH-14 as the case may be. The said forms can be downloaded from the Company's website www.reproindialtd.com. Members are requested to submit the said details to their DP in case the shares are held by them in dematerialized form and to MIIPL in case the shares are held in physical form.

  3. SEBI vide Circular No. SEBI/HO/OIAE/OIAE_IAD-1/P/CIR/2023/131 dated July 31, 2023 and SEBI/HO/OIAE/OIAE_IAD-1/P/CIR/2023/135 dated August 04, 2023 read with Master Circular No. SEBI/HO/OIAE/OIAE_IAD-1/P/CIR/2023/145 dated July 31, 2023, (updated as on August 11, 2023) has established a common Online Dispute Resolution ('ODR portal') for resolution of disputes arising in the Indian Securities Market.

Pursuant to the above-mentioned circulars, after exhausting the option of resolving their grievances with the RTA/Company directly and through existing SCORES platform, the investor can initiate dispute resolution through the ODR Portal at https://smartodr.in/login.

  1. Members are requested to note that dividends of the Company if not encashed for a consecutive period of 7 years, are liable to be transferred to the Investor Education and Protection Fund ("IEPF"). The shares in respect of such unclaimed dividends are also liable to be transferred to the demat account of the IEPF Authority. In view of this, Members are requested to claim their dividends from the Company, within the stipulated timeline.

  2. The Members whose unclaimed dividends and/or shares have been transferred to IEPF, may contact the Company or RTA and submit the required documents for issue of Entitlement Letter. The Members can attach the Entitlement Letter and other required documents and file the Form No. IEPF-5, which is available on www.iepf.gov.in for claiming the dividend and/or shares.

  3. The register of Directors and Key Managerial Personnel ("KMP") and their shareholding maintained under Section 170 of the Companies Act, 2013, and the Register of Contracts and Arrangements in which Directors are interested, maintained under Section 189 of the Act will be made available electronically for inspection by the Members during the AGM. All documents referred to in the Notice will also be available for electronic inspection up to the date of AGM i.e. Tuesday, August 04, 2026. Members seeking to inspect such documents can send an email to [email protected]

  4. The Members can join the AGM through VC/OAVM mode 30 minutes before the scheduled time of the commencement of the Meeting by following the procedure mentioned in the Notice. The Members will be able to view the proceedings on National

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Securities Depository Limited (NSDL) e-voting website at www.evoting.nsdl.com. The facility of participation at the AGM through VC/OAVM will be made available to at least 1,000 Members on a first come first served basis as per the MCA Circulars. This will not include large shareholders (shareholders holding 2% or more shareholding), Promoter/ Promoter Group, Institutional Investors, Directors, Key Managerial Personnel, the Chairpersons of the Audit Committee, Nomination and Remuneration Committee and Stakeholders' Relationship Committee, Auditors, etc. who are allowed to attend the AGM without restriction on account of First - Come - First - Served basis.

  1. To support the 'Green Initiative', Members who have not yet registered their e-mail addresses are requested to register the same with their Depository Participants in case the shares are held by them in electronic form and with MIIPL in case the shares are held by them in physical form.

  2. Instructions for e-voting and joining the AGM are as follows:

A. Voting through electronic means:

In compliance with 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 the Listing Regulations (as amended), the Company is providing its Members the facility to exercise their right to vote on resolutions proposed to be considered at the AGM by electronic means. The Company has engaged the services of NSDL for facilitating e-voting to enable the Members to cast their votes electronically prior to the AGM as well as for e-voting during the AGM. Resolution(s) passed by Members through e-voting are deemed to have been passed as if they have been passed at the AGM.

The instructions for Members voting electronically are as under:

(i) The remote e-voting period begins at 9.00 a.m. on Thursday, July 30, 2026 and ends at 5.00 p.m. on Monday, August 03, 2026. During this period, Members holding shares either in physical form or in dematerialized form, as on the cut-off date ('record date') of Tuesday, July 28, 2026, may cast their vote electronically.

The e-voting module shall be disabled by NSDL for voting thereafter. Members have the option to cast their vote on any of the resolutions using the remote e-voting facility, either during the period commencing Thursday, July 30, 2026 from 09:00 a.m. (IST) to Monday, August 03, 2026 till 05:00 p.m. (IST) or e-voting during the AGM. Members who have voted on some of the resolutions during the said voting period are also eligible to vote on the remaining resolutions during the AGM.

(ii) The details of the process and manner for remote e-voting are explained herein below:

The way to vote electronically on NSDL e-voting system consists of "Two Steps" which are mentioned below:

Step 1: Access to NSDL e-voting system

Step 2: Cast your vote electronically and join a virtual meeting on NSDL e-voting system.

Details on Step 1 are mentioned below:

I. Login method for remote e-voting and joining virtual meeting for Individual Shareholders/Members holding securities in demat mode.

Pursuant to SEBI circular No. SEBI/HO/CFD/PoD2/CIR/P/0155 dated November 11, 2024, on "e-voting facility provided by Listed Companies", e-voting process has been enabled to all the individual demat account holders, by way of single login credential, through their demat accounts/websites of Depositories/DPs in order to increase the


efficiency of the voting process. Individual demat account holders would be able to cast their vote without having to register again with the e-voting service provider (ESP) thereby not only facilitating seamless authentication but also ease and convenience of participating in the e-voting process.

Shareholders are advised to update their mobile number and e-mail ID with their DPs to access e-voting facility.

Login method for Individual shareholders holding securities in dematerialized mode is given below:

Type of shareholdersLogin Method
Individual Shareholders holding securities in demat mode with NSDLA. NSDL IDeAS facility
If you are already registered, follow the below steps:
1. Visit the e-Services website of NSDL. Open web browser by typing the following URL: https://eservices.nsdl.com/ either on a Personal Computer or on a mobile.
2. Once the home page of e-Services is launched, click on the “Beneficial Owner” icon under “Login” which is available under “IDeAS” section.
3. A new screen will open. You will have to enter your User ID and Password. After successful authentication, you will be able to see e-voting services.
4. Click on “Access to e-voting” appearing on the left-hand side under e-voting services and you will be able to see e-voting page.
5. Click on options available against company name or e-voting service provider-NSDL and you will be re-directed to NSDL e-voting website for casting your vote during the remote e-voting period or joining virtual meeting and e-voting during the meeting.

Type of shareholdersLogin Method
If you are not registered, follow the below steps:
1. Option to register is available at https://eservices.nsdl.com
2. Select “Register Online for IDeAS” Portal or click at https://eservices.nsdl.com/SecureWeb/IdeasDirectReg.jsp
3. Please follow steps given in points 1-5 above.

B. e-voting website of NSDL
1. Open web browser by typing the following URL: https://www.evoting.nsdl.com/ either on a personal computer or on a mobile phone.
2. Once the home page of e-voting system is launched, click on the icon “Login” which is available under ‘Shareholder/Member’ section.
3. A new screen will open. You will have to enter your User ID (i.e. your sixteen digit demat account number held with NSDL), Password / OTP and a Verification Code as shown on the screen.
4. After successful authentication, you will be redirected to NSDL website wherein you can see e-voting page. Click on options available against company name or e-voting service provider - NSDL and you will be redirected to e-voting website of NSDL for casting your vote during the remote e-voting period or joining virtual meeting and e-voting during the meeting.

C. Shareholders/Members can also download NSDL mobile app “NSDL Speede” facility by scanning the QR code mentioned below for seamless voting experience.

NSDL Mobile App is available on

App Store logo

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Type of shareholdersLogin Method
Individual Shareholders holding securities in demat mode with CDSL1. Existing users who have opted for CDSL Easi/Easiest facility, can login through their existing user id and password. Option will be made available to reach e-voting page without any further authentication. The URL for users to login to Easi/Easiest is https://web.cdslindia.com/myeasitoken/home/login or www.cdslindia.com and click on New System Myeasi.
2. After successful login the Easi/Easiest user will be able to see the e-voting option for eligible companies where the e-voting is in progress as per the information provided by company. On clicking the e-voting option, the user will be able to see e-voting page of the e-voting service provider for casting your vote during the remote e-voting period or joining virtual meeting & voting during the meeting. Additionally, there are also links provided to access the system of all e-voting Service Providers, so that the user can visit the e-voting service providers' website directly.
3. If the user is not registered for Easi/Easiest, option to register is available at https://web.cdslindia.com/myeasitoken/Registration/EasiRegistration. Alternatively, the user can directly access e-voting page by providing demat Account Number and PAN from a link in www.cdslindia.com home page. The system will authenticate the user by sending OTP on registered Mobile and e-mail as recorded in the demat Account. After successful authentication, user will be able to see the e-voting option where the e-voting is in progress and also able to directly access the system of all e-voting Service Providers.
Individual Shareholders (holding securities in demat mode) logging through their Depository Participants (DPs)1. You can also login using the login credentials of your demat account through your DP registered with NSDL/CDSL for e-voting facility.
2. Once logged-in, you will be able to see e-voting option. Once you click on e-voting option, you will be redirected to NSDL/CDSL Depository site after successful authentication, wherein you can see e-voting feature.
3. Click on options available against company name or e-voting service provider - NSDL and you will be redirected to e-voting website of NSDL for casting your vote during the remote e-voting period or joining virtual meeting and e-voting during the meeting.

Important note: Members who are unable to retrieve User ID/Password are advised to use Forgot User ID and Forgot Password option available at respective websites.

Helpdesk for Individual Shareholders holding securities in demat mode for any technical issues related to login through Depository i.e. NSDL and CDSL.

Login typeHelpdesk details
Individual Shareholders holding securities in demat mode with NSDLPlease contact NSDL helpdesk by sending a request at [email protected] or call at 022 - 4886 7000
Individual Shareholders holding securities in demat mode with CDSLPlease contact CDSL helpdesk by sending a request at [email protected] or contact at toll free no. 1800-21-09911

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II. Login method for e-voting and joining virtual meeting for shareholders other than Individual shareholders holding securities in demat mode and shareholders holding securities in physical mode.

How to Log-in to NSDL e-voting website?

  1. Visit the e-voting website of NSDL. Open web browser by typing the following URL or by clicking the URL: https://www.evoting.nsdl.com/ either on a personal computer or on a mobile.
  2. Once the home page of e-voting system is launched, click on the icon “Login” which is available under “Shareholders / Member” section.
  3. A new screen will open. You will have to enter your User ID, your Password/OTP and a Verification Code as shown on the screen.
  4. Alternatively, if you are registered for NSDL eservices i.e. IDeAS, you can log-in at https://eservices.nsdl.com/ with your existing IDeAS login. Once you log-in to NSDL eservices after using your log-in credentials, click on e-voting and you can proceed to Step 2 i.e. cast your vote electronically.
  5. Your User ID details are given below:
Manner of holding shares i.e. Demat (NSDL or CDSL) or PhysicalYour User ID is:
a) For Members who hold shares in demat account with NSDL.8 Character DP ID followed by 8 Digit Client ID For example, if your DP ID is IN300*** and Client ID is 12*** then your user ID is IN300***12***
b) For Members who hold shares in demat account with CDSL16 Digit Beneficiary ID For example, if your Beneficiary ID is 12*** then your user ID is 12***
c) For Members holding shares in Physical Form.EVEN Number followed by Folio Number registered with the company. For example, if EVEN is 123456 and folio number is 001*** then user ID is 123456001***
  1. Your password details are given below:

a) If you are already registered for e-voting, then you can use your existing password to login and cast your vote.
b) If you are using NSDL e-voting system for the first time, you will need to retrieve the ‘initial password’ which was communicated to you by NSDL. Once you retrieve your ‘initial password’, you need to enter the ‘initial password’ and the system will force you to change your password.
c) How to retrieve your ‘initial password’?

i) If your e-mail ID is registered in your demat account or with the Company, your ‘initial password’ is communicated to you on your e-mail ID. Trace the e-mail sent to you from NSDL in your mailbox from [email protected] Open the e-mail and open the attachment i.e. a .pdf file. Open the .pdf file.

The password to open the .pdf file is your 8-digit client ID for NSDL account, last 8 digits of client ID for CDSL account or folio number for shares held in physical form. The .pdf file contains your ‘User ID’ and your ‘initial password’.

ii) In case you have not registered your e-mail address with the Company/ Depository, please follow instructions mentioned below in this notice.


  1. If you are unable to retrieve or have not received the 'initial password' or have forgotten your password:

a) Click on "Forgot User Details/Password?" (If you are holding shares in your demat account with NSDL or CDSL) option available on www.evoting.nsdl.com
b) "Physical User Reset Password?" (If you are holding shares in physical mode) option available on www.evoting.nsdl.com
c) If you are still unable to get the password by the above options, you can send a request at [email protected] mentioning your demat account number / folio number, your PAN, your name and your registered address.
d) Members can also use the one-time password (OTP) based login for casting the votes on the e-voting system of NSDL.

  1. After entering your password, click on Agree to "Terms and Conditions" by selecting on the check box.
  2. Now, you will have to click on "Login" button.
  3. After you click on the "Login" button, the Home page of e-voting will open.

Details on Step 2 are mentioned below:

How to cast your vote electronically and join General Meeting on NSDL e-voting system?

  1. After successful login at Step 1, you will be able to see all the companies "EVEN", in which you are holding shares and whose voting cycle and General Meeting is in active status.
  2. Select "EVEN" of Company for which you wish to cast your vote during the remote-voting period and casting your vote during the General Meeting. For joining virtual meeting, you need to click on 'VC/OAVM' link placed under 'Join Meeting'.
  3. Now you are ready for e-voting as the Voting page opens.
  4. Cast your vote by selecting appropriate options i.e. assent or dissent, verify/modify the number of shares for which you wish to cast your vote and click on "Submit" and also "Confirm" when prompted.
  5. Upon confirmation, the message "Vote cast successfully" will be displayed and you will receive a confirmation by way of a SMS on your registered mobile number.
  6. You can also take the printout of the votes cast by you by clicking on the print option on the confirmation page.
  7. Once you confirm your vote on the resolution, you will not be allowed to modify your vote.

Process for those shareholders whose email ids are not registered with the Depositories/Company for procuring user id and password and registration of e-mail ids for e-voting for the resolutions set out in this notice:

  1. In case shares are held in physical mode please provide folio no., Name of shareholder, scanned copy of the share certificate (front and back), PAN (self-attested scanned copy of PAN card), Aadhaar (self-attested scanned copy of Aadhaar Card) by email to [email protected]
  2. In case shares are held in demat mode, please provide DP ID Client ID (16 digit DP ID + Client ID or 16 digit beneficiary ID), Name, client master or copy of consolidated account statement, PAN (self-attested scanned copy of PAN card), Aadhaar (self-attested scanned copy of Aadhaar Card) to [email protected] If you are an Individual shareholder holding securities in demat mode, you are requested to refer to the login method explained at step 1 (I) i.e. Login method for e-voting and joining virtual meeting for Individual shareholders holding securities in demat mode.

  1. Alternatively, shareholder/members may send a request to [email protected] for procuring user id and password for e-voting by providing above mentioned documents.

  2. In terms of SEBI circular dated December 9, 2020 on e-voting, Individual shareholders holding securities in demat mode are allowed to vote through their demat account maintained with Depositories and Depository Participants. Shareholders are required to update their mobile number and email ID correctly in their demat account in order to access e-voting facility.

General Guidelines for Members:

  • It is strongly recommended not to share your password with any other person and take utmost care to keep your password confidential. Login to the e-voting website will be disabled upon five unsuccessful attempts to key in the correct password. In such an event, you will need to go through the "Forgot User Details/Password?" or "Physical User Reset Password". Option available on www.evoting.nsdl.com to reset the password.

  • In case of any queries relating to e-voting you may refer to the FAQs for Members and e-voting user manual for Members available at the download section of https://www.evoting.nsdl.com or call at 022-4886 7000 or send a request at [email protected]

  • Members may send a request to [email protected] for procuring user id and password for e-voting by providing demat account number / Folio number, client master or copy of consolidated account statement, PAN (self-attested scanned copy of PAN card), Aadhaar (self-attested scanned copy of Aadhaar Card). If you are an Individual shareholder holding securities in demat mode, you are requested to refer to the login method explained above.

  • Members holding multiple folios/demat account shall choose the voting process separately for each of the folios/demat account.

  • The instructions for members for e-voting on the day of the AGM are mentioned in point number 22(A).

Process for registration of E-mail id for obtaining Annual Report and user ID/password for e-voting and updation of bank account mandate:

Physical HoldingSend a request to the Registrar and Transfer Agents of the Company, MIIPL at [email protected] providing Folio No., Name of shareholder, scanned copy of the share certificate (front and back), PAN (self-attested scanned copy of PAN card), Aadhaar (self-attested scanned copy of Aadhaar Card) for registering e-mail address. Following additional details need to be provided in case of updating Bank Account Details:
a) Name and Branch of the Bank,
b) The Bank Account type,
c) Bank Account Number allotted by their banks after implementation of Core Banking Solutions
d) 9 digit MICR Code Number, and
e) 11digit IFSC Code
f) A scanned copy of the cancelled cheque bearing the name of the first shareholder.
Demat HoldingPlease contact your Depository Participant (DP) and register your e-mail address and bank account details in your demat account, as per the process advised by your DP.

  • The voting rights of members shall be in proportion to their shares of the paid up equity share capital of the Company as on Tuesday, July 28, 2026 i.e. the cut-off date.
  • The members who have cast their vote by remote e-voting prior to the AGM may also attend/participate in the AGM through 'VC/OAVM' but shall not be entitled to cast their vote again.
  • Once the vote on a resolution is cast by the members, such members shall not be allowed to change it subsequently.
  • Any person, who acquires shares of the Company and becomes a Member of the Company after sending of the Notice and holding shares as of the cut-off date i.e. Tuesday, July 28, 2026, may obtain the login ID and password by sending a request at [email protected]. However, if he/she is already registered with NSDL for remote e-voting then he/she can use his/her existing User ID and password for casting the vote.
  • The Board of Directors has appointed Mr. Dinesh Kumar Deora, Practising Company Secretary (Membership No. FCS: 5683) as the Scrutinizer to scrutinize the voting during the AGM and remote e-voting process in a fair and transparent manner.
  • At the end of discussion on the resolutions on which voting is to be held, voting by use of e-voting system will be allowed for all those Members who are present during the AGM through 'VC/OAVM' but have not cast their votes by availing the e-voting facility. The e-voting module during the AGM shall be disabled by NSDL for voting 30 minutes after the conclusion of the Meeting.
  • The Scrutinizer shall, immediately after the conclusion of voting at the AGM, unblock the votes cast through remote e-voting (votes cast during the AGM and votes cast through remote e-voting) and will submit a consolidated Scrutinizer's Report of the total votes cast in favour or against, if any, to the Chairman or a person authorised by him in writing, who shall countersign the same. The results will be announced within the time stipulated under the applicable laws.
  • The results declared along with Scrutinizer's Report shall be placed on the Company's website www.reproindialtd.com and on the website of NSDL https://www.evoting.nsdl.com. The Company shall simultaneously submit the results to National Stock Exchange of India Limited and BSE Limited, where the shares of the Company are listed.

B. INSTRUCTIONS FOR MEMBERS FOR ATTENDING THE AGM THROUGH VC/OAVM ARE AS UNDER:

i. Members will be able to attend the AGM through 'VC/OAVM' or view the live webcast of the AGM provided by NSDL at https://www.evoting.nsdl.com following the steps mentioned above for access to NSDL e-voting system. After successful login, you can see link of 'VC/OAVM' placed under Join meeting menu against company name. You are requested to click on 'VC/OAVM' link placed under "Join Meeting" menu.
ii. Members who do not have the User ID and Password for e-voting or have forgotten the User ID and Password may retrieve the same by following the remote e-voting instructions mentioned in the Notice. Further Members can also use the OTP based login for logging into the e-voting system of NSDL.
iii. Facility of joining the AGM through 'VC/OAVM' shall open 30 minutes before the time scheduled for the AGM.
iv. Members who need assistance before or during the AGM, can contact NSDL on [email protected] /022-4886 7000 or contact Ms. Pallavi Mhatre, Sr. Manager at [email protected]. Members are requested to quote their name, DP ID-Client ID/ folio no. and e-voting Event Number in all your communications.
v. Members who would like to express their views/ask questions as a speaker at the Meeting may pre-register themselves by sending a request from their registered

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email address mentioning their names, DP ID and Client ID/folio number, PAN, and mobile number at [email protected] on or before Friday, July 31, 2026 (5:00 p.m. IST). Only those Members who have pre-registered themselves as a speaker on the designated email id [email protected] will be allowed to express their views/ask questions during the AGM. When a pre-registered speaker is invited to speak at the meeting, but he/she does not respond, the next speaker will be invited to speak. Accordingly, all speakers are requested to get connected to a device with a video/ camera along with good Internet speed. The Company reserves the right to restrict the number of questions and number of speakers, as appropriate, for smooth conduct of the AGM.

By Order of the Board of Directors
For Repro India Limited

Place: Mumbai
Date: May 29, 2026

Almina Shaikh
Company Secretary & Compliance Officer
Membership No. ACS 44431

Registered Office:
11th Floor, Sun Paradise Business Plaza, B Wing,
Senapati Bapat Marg, Lower Parel,
Mumbai - 400 013
CIN: L22200MH1993PLC071431
Email: [email protected]
Website: www.reproindialtd.com
Tel: +91-022-71914000

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ANNEXURE TO THE NOTICE

Details of the Directors seeking appointment/re-appointment at the AGM

[Pursuant to Regulation 36(3) of SEBI (Listing Obligations and Disclosure Requirements), Regulations, 2015 and Secretarial Standard-2 on General Meetings issued by The Institute of Company Secretaries of India]

  1. Mr. Vinod Vohra
Name of the DirectorMr. Vinod Vohra
Director Identification Number (DIN)00112245
Date of Birth (Age)February 15, 1952 (74 years)
NationalityIndian
Date of first appointment on the BoardApril 1, 1993
QualificationsScience Graduate
Terms and Conditions of Appointment/ReappointmentAs per the resolution at item no. 2 of the Annual General Meeting Notice dated May 29, 2026, Mr. Vinod Vohra's office as a Director shall be subject to retirement by rotation.
Remuneration last drawn (including sitting fees, if any)Nil
Expertise in specific functional areasMr. Vinod Vohra began his career in marketing, his interests led him to setting up technology led projects. Being keenly interested in technology, he was amongst the few people to recognise the potential of the Apple, Macintosh Computers and use it for Graphic Desktop Publishing & Multimedia Applications.
His vision was instrumental in our Company's transition to the area of fulfilment Services. He was responsible for the planning & setting up of our Company. Print & Fulfilment Facility & currently keeps in tune with the technology required to enhance the business infrastructure as well as to plan the infrastructure for the Company's foray into newer business lines.
No. of shares held in the Company20,832 shares
No. of Board Meetings attended during the year4 out of 4
Relationship with other DirectorsMr. Vinod Vohra is the brother of Mr. Sanjeev Vohra and Mr. Rajeev Vohra
List of Directorship on other Boards1. Vocon Manufacturing Private Limited
2. Repro Print Solutions Limited (formerly known as Repro Applied Learning Solutions Limited)
3. Repro Books Limited
4. Repro Innovative Digiprint Limited

Name of the DirectorMr. Vinod Vohra
Directorships held in other Listed CompaniesNil
Chairmanships/Memberships of Committees in other listed CompaniesNA
Names of listed entities from which resigned in the past three yearsNA

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INFORMATION AT A GLANCE

PARTICULARSDETAILS
Date & Time of AGMTuesday, August 04, 2026 at 03:30 P.M (IST)
Mode of ConductVideo Conferencing ("VC") / Other Audio Visual Means ("OAVM")
Contact Details of NSDL for assistance before & during the AGME-mail: [email protected]
Contact No: 022 4886 7000
Members can connect with:
Ms. Pallavi Mhatre (Senior Manager-NSDL)
at [email protected]
Book Closure DatesWednesday, July 29, 2026 to Tuesday, August 04, 2026 (both days inclusive).
Cut-off Date for e-votingTuesday, July 28, 2026
E-voting Start Date & TimeThursday, July 30, 2026 from 09:00 a.m. (IST)
E-voting End Date & TimeMonday, August 03, 2026 till 05:00 p.m. (IST)
E-voting Event Number (EVEN)140102
E-voting website of NSDLhttps://www.evoting.nsdl.com/
Registration for Speaker ShareholderSend an email to [email protected]
on or before Friday, July 31, 2026

(Please mention registered e-mail address, Name of the shareholder, DP ID and Client ID/Folio No., PAN, Mobile No. in the e-mail sent for registration)
Name & Details of Registrar & Share Transfer Agent (RTA)MUFG Intime India Private Limited
(Formerly Link Intime India Private Limited)
C-101, 247 Park, L.B.S Marg, Vikhroli (West), Mumbai- 400 083.
Tel: +91 22 49186000
e-mail: [email protected]
Website: www.in.mpms.mufg.com