Strides Pharma Science Ltd

On behalf of the Board of Directors of the Company, it gives me pleasure in presenting the 33rd Board's Report, along with the Audited Financial Statements (Consolidated & Standalone) for the financial year ended March 31, 2024.

1. Financial performance

Company has prepared the Consolidated and Standalone Financial Statements for the financial year ended March 31, 2024 in accordance with the Indian Accounting Standards (Ind AS) as prescribed under the Companies Act, 2013 (Act).

( In Million)

1Revenues referred in this section excludes interest income, income from investments and guarantee commission.

2EBITDA referred in this section excludes employee benefits expenses & other expenses. 3FY23 Consolidated figures in this section are excluding de-consolidated UCL, Kenya. in FY24 on account of improved quality of business and superior portfolio mix. Gross margins consistently improved during the year and returned to a historic high of 60.7% in Q4FY24.

EBITDA grew by 77.6% (656 basis points) from 4,210 Million in FY23 to 7,477 Million in FY24. Stable operating costs led by cost control measures and manufacturing efficiencies enabled superior EBITDA margin expansion during the year. EBITDA margins improved from 16.1% in Q4FY23 to 19.3% in Q4FY24.

Net Debt/ EBITDA ratio was reported at 2.72x as at March 31, 2024. Company reduced its Net Debt by 3,131 Million in FY24 i.e., from 23,481 Million in FY23 to 20,350 Million in FY24.

Strong operating cash flow generation through efficient working capital cycle and timely corporate actions enabled the Company to reduce its debt during the year.

• Network optimization activity is completed across all our manufacturing infrastructure

2. Company's performance

FY24 was an exceptional year for Strides, marked by successful completion of its reset strategy initiated in FY22. With a sharper focus on Profitability, Efficiency and Growth (PEG) metrics, your Company achieved all its key objectives laid down in its reset strategy and bounced back to become a strong and resilient Company.

Company's targets for FY24 were in terms of achieving YoY growth of ~15% for its continuing business (i.e., excluding UCL Kenya), EBITDA of 7,000 to 7,500 Million, reducing debt and targeting Net Debt/ EBITDA ratio of less than 3x, manufacturing network optimization and superior cash generation.

• Consolidated revenues of the Company grew by ~ 14.4% YoY from 35,458 Million in FY23 to 40,555 Million in FY24, aided by growth in the US and Other Regulated Markets.

Gross margins grew by 19.3% (245 basis points) from 20,246 Million in FY23 to 24,150 Million and further augmented by divestment of Singapore manufacturing facility. This has led to reduction in net debt, reduced operating costs, lease costs and interest costs.

• Further, Return on Capital Employed (ROCE) for FY24 stood at 12.83% as compared to ROCE of 4.48% in FY23 mainly led by operating leverage, improved profitability and debt reduction.

US Market achieved the higher end of FY24 revenue outlook of USD 250 Million, with six new product launches and sustained market share across the product portfolio. Revenue from US Business for FY24 stood at 20,632 Million (USD 250 Million), as against 18,447 Million (USD 232 Million), growth by 11.8% over FY23.

Of 66 commercialized products, Strides was ranked amongst the top three players in 34 products, thereby enjoying a market leading position for several years. Industry leading customer service levels amongst generic pharma players is leading to near-zero-Failure to Supply penalties for Strides. From a US Business Outlook perspective, focus shall continue to remain on fast-tracking launches from the approved basket of ANDAs (260+ ANDAs with 245+ approvals) which comprises of acute and chronic products, including domains of controlled substances, hormones and nasal sprays. Calibrated portfolio expansion with the launch of additional 60 products over the next three years to achieve the stated objective of USD 400 Million revenue and investment in new segments as part of its long-term strategy to grow beyond USD 400 Million shall be the focus area for this region.

Other Regulated Markets (ORM) (comprising all Regulated Markets excluding US Business) delivered a YoY growth by 19.9%.

FY24 Revenues from ORM stood at 12,750 Million (USD 154 Million) as against 10,632 Million (USD 134 Million) in FY23.

Robust demand for key products coupled with new long term supply contracts has significantly propelled growth within the EU market. Strong customer advocacy and dependable supply enabled us to expand our customer base in this market.

From an ORM Business Outlook perspective, expansion of the product portfolio and new customer acquisitions, converting existing strong funnel of new opportunities and continued momentum in filings and approvals shall drive fast track growth in this region.

Growth Markets comprises of Africa operations and new geographies of LATAM, MENA, CIS, and APAC.

Revenue from the Growth Markets for FY24 stood at 4,186 Million (USD 51 Million) as against 3,256 Million (USD 41 Million) for FY23, reporting a YoY growth of 28.6%.

From Growth market Outlook perspective, focus on portfolio maximization strategies and astute channel partner expansion shall drive the future growth and new filings to aid Growth Market to grow better than Company average.

Access Markets (Institutional Business) revenues continues to be lumpy as all the business is tender driven. Revenue for FY24 stood at 2,987 Million (USD 36 Million) as against 3,123 Million (USD 40 Million) in FY23, recording a YoY de-growth by ~4.3%.

Continued focus on Cost Initiative Programs with vendors to reduce COGS and enhancing the competitiveness shall drive growth for the Access Markets. From a Business Outlook perspective,Global funds allocation for this market was muted in FY24. However, the Group received a higher allocation in FY25 on the back of superior DIFOT (Delivery in Full on Time).

As the Company paves its way into FY25, it is positively aligned with its financial goals to deliver a robust growth. In the near term, yourCompany will continue to focus on operating cash flows while investing in growth to ensure that the efforts of our reset are balanced by an improved revenue CAGR, in the coming years.

In FY25, Company targets to grow its continuing business at 12-15% with significant growth coming in H2FY25 based on targeted product launches globally. Company is confident of increasing its EBITDA from its current levels and intend to achieve Net Debt/ EBITDA ratio of less than 2x by end of FY25. Company is also committed to grow its US business and achieve revenues of USD 400 Million in next three years.

3. Dividend for FY24

Board of Directors of the Company are pleased to recommend for approval of the Members, a Dividend of 2.50/- per equity share (i.e., 25%) of face value of 10/- each for the financial year ended March 31, 2024.

Dividend is subject to approval of Shareholders of the Company at the ensuing Annual General Meeting and deduction of income tax at source.

Dividend if approved by the Shareholders, would be paid within 30 days from the date of AGM to those Shareholders whose name appear in the Register of Members as on the Record Date mentioned in the Notice convening the AGM.

Dividend payment is based upon the parameters mentioned in the Dividend Distribution Policy approved by the Board of Directors of the Company, which is in line with Regulation 43A of the SEBI(Listing Obligations and Disclosure Requirements) Regulations, 2015 (SEBI Listing Regulations).

The said Policy is available on the Company's website and web link to access the same is provided in Page 132 of the Annual Report.

4. Transfer to Reserves

Movement in Reserves and Surplus during the financial year ended March 31, 2024, is provided in the Statement of Changes in Equity included in the Consolidated and Standalone Financial Statements (Refer Note no. 20 and 19, respectively).

5. Update on Corporate Actions

During the year under review, your Company has initiated/ undertaken the following key corporate actions:

On August 2, 2023, Board of Directors of the Company approved an updated Scheme of Amalgamation for merger of its wholly owned subsidiary, Strides Alathur Private Limited (formerly known as Vivimed Life Sciences Private Limited) (Strides Alathur) into the Company pursuant to the provisions of Section 230 to 232 of the Act.

Appointed Date for the said Scheme is April

1, 2023, or such other date as the Hon'ble National Company Law Tribunal (NCLT) or such other competent authority may direct in relation to the said amalgamation.

In October 2023, NCLT provided dispensation from holding meetings of equity shareholders, secured creditors and unsecured creditors of the Company and Strides Alathur. However, NCLT directed to serve notice of Scheme upon creditors of Strides Alathur and to the concerned regulatory authorities of both the companies, amongst others.

Post completion of the above, Company and Strides Alathur has filed a Petition with NCLT seeking approval for the Scheme. As at the date of this report, the Scheme is awaiting final approval from the NCLT.

The said amalgamation shall improve synergies and optimize administrative and other operational costs.

Upon Scheme becoming effective, all shares held by the Company in Strides Alathur shall stand cancelled.

Subject to receipt of requisite regulatory approvals, Company expects the said amalgamation to be completed during FY25.

On September 25, 2023, Board of Directors of the Company approved a Scheme of Arrangement amongst Strides Pharma Science Limited, Steriscience Specialties Private Limited (Steriscience) and Stelis Biopharma Limited (now known as OneSource Speciality Pharma Limited) (OneSource) pursuant to the provisions of Section 230 to 232 and other applicable provisions of the Act and Rules framed thereunder, with an Appointed Date as April 1, 2024.

Pursuant to the proposed Scheme, participating entities are combining the Contract Development and Manufacturing (CDMO) business of Soft Gelatin Capsules of Strides, CDMO business of complex and specialty injectables of Steriscience and CDMO business of biologics products of OneSource (all the three CDMO business collectively called as ‘Identified CDMO Business') into a consolidated CDMO platform (‘OneSource') to be listed on BSE Limited (BSE) and The National Stock Exchange of lndia Limited (NSE), thereby unlocking value of the CDMO business.

Combining the three individually run business under one platform would lead to unlocking value for shareholders of the entities who are party to the Scheme (including public shareholders of Strides).

The proposed demerger shall facilitate in creation of two distinct listed operating entities (Strides housing retained business and OneSource housing combined CDMO business) which will ensure focussed leadership to drive growth in both entities.

The Scheme is expected to increase long-term value for shareholders of all the Companies and other stakeholders by unlocking intrinsic value of the Identified CDMO Business of the Company and Steriscience, on listing of shares of OneSource.

This combination shall enable OneSource to become a multispecialty CDMO with capabilities in biologics, oral soft gelatin, complex injectables, sterile injectables, including other complex drug delivery systems. While this will be strategically valuable, it will also be the first platform of its kind in India, spanning capabilities and services that only few global companies offer.

SER for the Scheme, based on the Valuation Report issued by M/s. PwC Business Consulting Services LLP and as confirmed by M/s. Jefferies India Private Limited in their Fairness Opinion is as under:

1) For shareholders of Strides: One equity share of OneSource for every Two equity shares of Strides;

2) For shareholders of Steriscience: 1,515 equity shares of OneSource for every One equity share of Steriscience.

Company has received No Objection for the proposed Scheme on May 21, 2024 from the Stock Exchanges viz., BSE and NSE.

Company is in the process of making an application with jurisdictional Hon'ble National Company Law Tribunal for seeking approval for the same.

The Scheme remains subject to receipt of applicable statutory and regulatory approvals including approval of respective shareholders and creditors. We will keep the stakeholders updated on the progress of the Scheme approval.

Arco Lab was established in December 2018 as a wholly owned subsidiary of the Company.

Arco Lab is an innovative Global Life Sciences Capability Centre designed to provide diverse capabilities across life sciences consulting, technology, and business services with subject matter experts across multiple domains.

Since its establishment in December 2018, the organization has transformed from a back-end cost-centre to a global value creation hub making remarkable advances in the life sciences sector. Beyond traditional captive centres, such as finance, legal, HR, and IT, the organization has expanded into specialized functions like global pharmacovigilance, clinical operations, intellectual property, and quality assurance.

Arco Lab acquired 25% stake in Neviton during August 2022.

Neviton is into the business of providing IoT (Internet of Things) and engineering solutions to a wide range of businesses and has expertise in building machine interfaces through IoT devices and live feeding data into real-time applications.

With the investments, Neviton and Arco Lab synergized their strengths, which enabled

Arco Lab to offer better IT services ensuring higher scale, scope and enable better internal group wise digitization process.

In January 2024, Arco Lab acquired additional 25% stake in Neviton, thereby consolidating its stake to 50%. Effective January 5, 2024, Neviton is classified as a Subsidiary of Arco Lab (and consequently of Strides Pharma Science Limited)

Strides' operates in South Africa through its subsidiaries viz., Trinity Pharma Proprietary Ltd., (Trinity) and Strides Pharma (SA) Pty Ltd,South Africa (Strides South Africa).

As part of business consolidation and to achieve operational synergies, Strides proposed to consolidate the Group's South African business under Trinity.

Accordingly, on March 30, 2024, Trinity acquired 100% stake in Strides South Africa from its erstwhile shareholders (i.e., 60% stake from Strides Pharma (Cyprus) Limited and 40% stake from the other shareholder) for an aggregate consideration of ZAR 21.73 Million.

The said consideration shall be settled in cash by Trinity on or before third anniversary from March 30, 2024. Trinity shall have option to prepay the consideration in case of any corporate transaction or out of its internal accruals.

In December 2023, Strides Pharma Global Pte. Limited, Singapore (SPG), a step-down wholly owned subsidiary of the Company, completed divestment of its Singapore manufacturing facility including licenses, equipment, vendor contracts, etc., to Rxilient Biohub Pte. Ltd. (now known as PharmaGend Global Medical Services Pte. Ltd.), for a total cash consideration of USD 15 Million. SPG has received USD 12 Million as part of closing and the remaining consideration of USD 3 Million will be received in Q2 FY25.

The said manufacturing site was mothballed as part of manufacturing network optimization and cost reduction programs announced as part of reset strategy. Efforts were focused in integrating the manufacturing for US markets and the products that were supplied for US government procurement have been transferred to the Chestnut Ridge, US manufacturing site. The said transaction was EPS accretive immediately with reduction of ~USD 9 Million (~ 750 Million) in annual costs with no impact on revenues. Proceeds from the transaction has been utilized for debt reduction.

During the year, following entities were divested as part of the entity optimization exercise:

a) Strides Pharma International AG(formerly known as Fairmed Healthcare AG), Switzerland, a step-down subsidiary of the Company, has divested its 100% stake in Eris Pharma GmbH, Germany to a third party. The said transaction achieved closure effective January 30, 2024.

b) SPG Singapore divested its entire stake (80%) in Strides Pharma Latina SA De CV, Mexico (Strides Mexico) effective March 31, 2024 to the local partner who was holding the balance stake.

Pursuant to approval accorded by Shareholders of the Company at the Extraordinary General Meeting held on April 7, 2022, Company had allotted 2 Million Equity Warrants on April 26, 2022, on a preferential basis to M/s. Karuna Business Solutions LLP (Karuna), a Promoter Group Company, at a price of 442/- per Equity Warrant.

The said allotment was in compliance with the provisions of the Act, SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018 and other applicable regulations.

During September 2022, Karuna had converted 452,490 Warrants into Equity Shares. Further, during October 2023, Karuna converted the balance 1,547,510 Warrants into Equity Shares. As at March 31, 2024, there are no outstanding Warrants.

Company has raised an aggregate amount of 884 Million from issuance and conversion of Warrants (including ~ 513 Million received during FY24). The Company has fully utilised the amount towards capital resources and operations.

In terms of Regulation 32 of SEBI Listing Regulations, there was no deviation or variation in the use of proceeds raised through issue of Equity Warrants on a preferential basis, from the object as stated in the explanatory statement to the Notice of Extraordinary General Meeting held on April 7, 2022.

6. Composition of the Board

Company is in compliance with the provisions of the Act and the SEBI Listing Regulations with regard to composition of the Board.

As at March 31, 2024, Strides' Board comprised of Seven Directors viz., Two Executive Directors and Five Independent Directors, details of which are provided below:

1) Mr. Subir Chakraborty as the Independent Director effective June 1, 2024 for a period of five years; &

2) Mr. Aditya Arun Kumar as Executive Director Business Development effective June 1, 2024 for a period of three years.

1) Mr. Arun Kumar (Whole-time Director)

2) Mr. Badree Komandur (Whole-time Director)

3) Ms. Manjula Ramamurthy (Company Secretary)

Details pertaining to changes in Board of Directors of the Company during the year and to the date of this report and details of Director retiring by rotation at the ensuing AGM and being eligible offered for re-appointment is provided in the Corporate Governance Report (Page 108 & 109), which forms part of this Annual Report.

Board has constituted sub-committees to focus on specific areas and make informed decisions within the authority delegated to each of the Committees. Each Committee of the Board is guided by its Charter, which defines the scope, powers and composition of the Committee.

1) Audit Committee

2) Nomination and Remuneration Committee

3) Stakeholders' Relationship Committee

4) Corporate Social Responsibility Committee &

5) Risk Management Committee

Board has also constituted a non-statutory committee titled "Management Committee (MC)". This Committee primarily considers matters that may be delegated by the Board of Directors under Section 179 of the Act and other delegable matters for administrative convenience.

The Committee comprises of two Independent Directors and an Executive Director. Chairperson of the Committee shall be appointed on a rotation basis amongst the Independent Directors.

The Committee meets at such intervals based on needs of the Company.

Details of meetings of Board and Board Committees held during FY24 along with information relating to attendance of each director/ committee member is provided in the Corporate Governance Report, which forms part of this Annual Report.

7. Share Capital

Authorised Share Capital of the Company as at March 31, 2024 is 1,883,700,000/- divided into 188,370,000 equity shares of 10 each.

Issued, Subscribed and Paid-up Share Capital of the Company is as under:

8. Subsidiary, Joint Ventures and Associate Companies

Details of Subsidiaries, Joint Venture and Associate entities as at March 31, 2024 are provided herein below:

List of Subsidiaries, which have become or ceased to be part of the Group during the year is enclosed as Annexure-1 to this Report.

9. Accounts of Subsidiaries

In accordance with Section 129 (3) of the Act, the Company has prepared a consolidated financial statement.

A statement containing salient features of the financial statements of the Company's subsidiaries, joint ventures and associate companies as required in Form AOC 1 is enclosed as Annexure-2 to this Report.

As per SEBI Listing Regulations, Corporate Governance Report along with Statutory Auditor's Certificate thereon for FY24 forms part of this Annual Report.

As per SEBI Listing Regulations, Management Discussion and Analysis Report for FY24 forms part of this Annual Report.

As per SEBI Listing Regulations, Business Responsibility and Sustainability Report of the Company for FY24 forms part of this Annual Report.

Company has one Stock Option Plan viz., Strides Employee Stock Option Plan 2016 (ESOP Plan).

A statement giving detailed information on stock options granted to Employees under the ESOP Plan as required under Section 62 of the Act, read with Rule 12 of Companies (Share Capital and Debentures) Rules, 2014 and Regulation 14 of SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021 is enclosed as Annexure-3 to this Report and is also available at https://www. strides.com/investor-financial.html

The percentage increase in remuneration, ratio of remuneration of directors and key managerial personnel (KMP) (as required under the Act) to the median of employees' remuneration forms part of this report and is appended herewith as Annexure-4 to this report.

Further, as per the provisions of Section 197(12) of the Act read with Rule 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, a statement containing names of top ten employees in terms of remuneration drawn and the particulars of employees employed throughout the year and in receipt of remuneration of 1.02 Crore or more per annum and employees employed for part of the year and in receipt of remuneration of 8.50 Lakh or more per month is to be provided.

However, in terms of the first proviso to Section 136(1) of the Act, Annual Report, excluding the aforesaid information, is being sent to Shareholders of the Company and others entitled thereto.

The said information is available for inspection at the registered office of the Company up to the date of ensuing AGM. Any Shareholder interested in obtaining a copy thereof, may write to the Company Secretary in this regard.

Strides' CSR initiatives help address socioeconomic challenges in the realms of Health and Hygiene, Education, Employability and Disaster Management.

A detailed report on the CSR activities undertaken during FY24 is enclosed as Annexure-5 to this Report.

Strides' CSR Policy is available on Company's website and web link to access the same is provided in Page 132 of the Annual Report.

Company has disclosed the full particulars of loans given, investments made or guarantee given or security provided during the year, as required under Section 186 of the Act in Note no. 38 to the standalone financial statements, which forms part of this Annual Report.

All contracts/ arrangements/ transactions entered into by the Company during FY24 with related parties were in ordinary course of business and at arm's length basis.

There are no materially significant related party transactions made by the Company which may have potential conflict with the interests of the Company.

Information on transactions with related parties pursuant to Section 134(3)(h) of the Act read with Rule 8(2) of the Companies (Accounts) Rules, 2014 is enclosed as Annexure-6 to this Report. All transactions with related parties are disclosed in Note no. 43 to the Standalone Financial Statements in the Annual Report.

Strides' Policy for Governance of Related Party Transactions is available on the Company's website and web link to access the same is provided in Page 132 of the Annual Report.

M/s. Gopalakrishnaraj H H & Associates, Company Secretaries in Practice (Certificate of Practice No: 4152) is the Secretarial Auditor for the Company.

Secretarial Audit for FY24, inter alia, included audit of compliance with the Act and the Rules made thereunder, SEBI Listing Regulations and other applicable Regulations prescribed by SEBI, amongst others.

Secretarial Audit Report does not contain any qualifications, observations, reservations or adverse remarks.

The said Report is enclosed as Annexure-7 to this report.

M/s. B S R & Co. LLP, Chartered Accountants (Firm Registration no. 101248W/ W-100022) were reappointed as Statutory Auditors of the Company at the AGM held on September 9, 2022 for the second term of five (5) years i.e., from the conclusion of the 31st AGM till the conclusion of the 36th AGM of the Company to be held in the year 2027.

Statutory Auditors' Report for the financial year ended March 31, 2024, is enclosed along with the financial statements in the Annual Report.

Statutory Auditors' Report does not contain any qualifications, observations, reservations or adverse remarks.

M/s. Grant Thornton Bharat LLP (formerly known as Grant Thornton India LLP) (LLPIN: AAA-7677) are the Internal Auditors of the Company. During the year under review, Internal Auditors were satisfied with the management response on the observations and recommendations made by them during the course of their audit.

Pursuant to Section 148(1) of the Act, Company is required to maintain cost records and accordingly such accounts and records are made and maintained.

Pursuant to Section 148(3) of the Act and the Companies (Cost Records and Audit) Rules, 2014, M/s. Rao, Murthy & Associates, Cost Accountants (Firm Registration No.: 000065), has been appointed as Cost Auditors of the Company for FY24 and FY25.

A proposal relating to remuneration of Cost Auditors for FY24 and FY25 is placed before the Shareholders for approval in the ensuing AGM.

Company has in place adequate framework for Internal Financial Controls as required under Section 134(5)(e) of the Act.

During the year under review, such controls were tested and no material weaknesses in their design or operations were observed.

Risk Management has always been an integral aspect of our organisational activities and control systems. Strides' Risk management process covers all functions and operating locations globally at the enterprise level.

Company has in place Enterprise Risk Management Policy which outlines risk management process and framework for identification and management of risks.

In line with the SEBI Listing Regulations, Company has constituted Risk Management Committee (RMC) comprising of members of Board and Senior Management Personnel.

Terms of reference of the Committee and composition thereof including details of meetings held during FY24 forms part of the Corporate Governance Report (Page 113 & 116) and additional details relating to Risk Management is provided in Page 56-59 of the Annual Report.

During the year under review, there has been no change in the nature of business of the Company.

During the year under review, Company has not accepted any deposits falling within the ambit of Section 73 of the Companies Act, 2013 and Rules framed thereunder. Accordingly, no disclosure or reporting is required in respect of details relating to deposits.

Company has a robust vigil mechanism through its Whistle Blower Policy approved and adopted by the Board of Directors of the Company, which is in conformity with the provisions of the Act and SEBI Listing Regulations.

The said Policy provides appropriate avenues to the directors, employees and stakeholders of the Company to make protected disclosures in relation to matters concerning the Company.

The Policy aims to:

• allow and encourage stakeholders to bring to the management's notice concerns about unethical behaviour;

• ensure t imely and consistent organisational response;

• build and strengthen a culture of transparency and trust; and

• provide protection against victimisation.

The said Policy also establishes adequate mechanism to enable employees to report instances of leak or suspected leak of unpublished price sensitive information. Audit Committee of the Company oversees implementation of the Whistle Blower Policy. Every director/ employee of the Company has been provided access to the Audit Committee Chairperson/ Whistle Officer through email or correspondence address or by calling designated toll-free number, should they desire to avail the vigil mechanism. During the review period, none of the personnel of the Company has been denied access to the Audit Committee.

During the year, Company has not received any protected disclosure.

Strides' Whistle Blower Policy is available on the Company's website and web link to access the same is provided in Page 132 of the Annual Report.

Company has formulated a Nomination and Remuneration Policy for the Board of Directors including Key Managerial Personnel (KMP) and Senior Management Personnel (SMP) and other employees of the Company.

The said Policy inter-alia covers criteria for appointment and remuneration of Directors, KMP and SMP including criteria for determining qualifications, positive attributes, independence of a director and other matters, as required under Section 178 of the Act.

Strides' Nomination and Remuneration Policy is available on Company's website and web link to access the same is provided in Page 132 of the Annual Report.

Company complies with all applicable mandatory secretarial standards issued by the Institute of Company Secretaries of India.

No frauds were reported by Auditors of the Company as specified under Section 143 the Act for FY24.

g) Significant and material orders passed by Regulators or Courts

There were no significant and material orders passed by Regulators/ Courts that would impact the going concern status of the Company and its future operations.

Pursuant to Section 92 of the Act and Rules made thereunder, Annual Returns filed by theCompany has been uploaded on the website of the Company and can be accessed at https:// www.strides.com/cg-annual-return.html

Details of Energy Conservation, R&D, Technology Absorption and Foreign Exchange Earnings/ Outgo is enclosed as Annexure-8 to this Report.

The Company has zero tolerance for sexual harassment at workplace and has adopted a Policy on Prevention of Sexual Harassment in line with the requirements of The Sexual Harassment of Women at the workplace (Prevention, Prohibition & Redressal) Act, 2013 (PoSH Act) and Rules framed thereunder. Strides has adopted a gender-neutral policy. In terms of PoSH Act, Company has constituted Internal Complaints Committee (ICC) to redress complaints received on sexual harassment. Adequate trainings and awareness programmes against sexual harassment are conducted across the organisation to sensitize employees to uphold dignity of their colleagues and prevention of sexual harassment.

Disclosure relating to PoSH complaints during the year is provided in Page 128 of the Corporate Governance Report, which forms part of this Annual Report.

1) During the year, Company has not made any application under the Insolvency and Bankruptcy Code, 2016 (IBC).

Further, there are no proceedings admitted against the Company under IBC.

2) During the year, there was no one-time settlement done with the Banks or Financial Institutions.

Therefore, the requirement to disclose details of difference between amount of valuation done at the time of one-time settlement and the valuation done, while taking loan from Banks or Financial Institutions along with reasons thereof, is not applicable.

In accordance with Section 149(7) of the Act and Regulation 25(8) of the SEBI Listing Regulations, Independent Directors of the Company have confirmed that they continue to meet the criteria of independence as laid down in Section 149(6) of the Act and Regulation 16(1)(b) of SEBI ListingRegulations.

Independent Directors of the Company have also confirmed that they have complied with the Code for Independent Directors prescribed in Schedule IV to the Companies Act, 2013.

In the opinion of the Board, Independent Directors of the Company possess necessary expertise, integrity and experience in their respective fields and fulfil the conditions specified in the SEBI Listing Regulations and are independent of management.

Further, all Independent Directors have confirmed that they have registered with the data bank of Independent Directors maintained by Indian Institute of Corporate Affairs in accordance with the provisions of Section 150 of the Act.

Evaluation of all Directors, Committees, Chairperson of the Board, and the Board as a whole was conducted for the year.

Evaluation process has been explained in Page 110 of the Corporate Governance Report, which is part of this Annual Report.

There were no material changes and commitments affecting the financial position of the Company which occurred between end of the Financial Year to which this financial statement relates and the date of this report.

Pursuant to the requirement under Section 134 (3)(c) of the Act with respect to the Directors' Responsibility Statement, Board of Directors of your Company state that:

(a) in preparation of annual accounts, the applicable accounting standards have been followed along with proper explanation relating to material departures, if any;

(b) directors have selected such accounting policies and applied them consistently and made judgements and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the financial year and of the profit and loss of the Company for that period;

(c) directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

(d) directors have prepared the annual accounts of the Company on a going concern basis;

(e) directors have laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and are operating effectively;

(f) directors have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

Your directors take this opportunity to express their sincere gratitude to all employees, customers and suppliers who have contributed to Strides' success over years. Their hard work, dedication and support have been instrumental in achieving our goals and driving our business forward. We would also like to thank our shareholders for their continued trust and investment in the Company.

We are committed to build strong relationships with all our stakeholders, and we value their feedback and inputs as we strive to improve and grow our business.

We look forward to your continued support in the years ahead.