Jubilant Pharmova Ltd

<dhhead>Directors’ Report</dhhead>

To the Members,

The Directors are pleased to present their Forty Six (46^th) Report of Jubilant Pharmova Limited (the ‘Company’ or ‘Jubilant Pharmova’) together with the Audited Standalone and Consolidated Financial Statements for the year ended March 31, 2024.

1. OVERVIEW

Jubilant Pharmova Limited is a company with global presence that is involved in Radiopharma, Allergy Immunotherapy, CDMO Sterile Injectables, Contract Research Development and Manufacturing Organisation (CRDMO), Generics and Proprietary Novel Drugs businesses. In the Radiopharma business, the Company is involved in manufacturing and supply of Radiopharmaceuticals with a network of 46 radiopharmacies in the US. The Company’s Allergy Immunotherapy business is involved in the manufacturing and supply of allergic extracts and venom products in the US and in some other markets such as Canada, Europe and Australia. Jubilant through its CDMO Sterile Injectables business offers manufacturing services including sterile _ll and finish injectables (both liquid and lyophilization), full-service ophthalmic offer (liquids, ointments & creams) and ampoules. The CRDMO business of the Company includes the Drug Discovery Services business that provides contract research and development services through two world class research centers in Bengaluru and Noida in India and the CDMO-API business that is involved in the manufacturing of Active Pharmaceutical Ingredients. Jubilant Therapeutics is involved in Proprietary Novel Drugs business and is an innovative biopharmaceutical company developing breakthrough therapies in the area of oncology and auto-immune disorders. The Company operates multiple manufacturing facilities that cater to all the regulated market including USA, Europe and other geographies. Jubilant Pharmova Limited has a team of around 5,500 multicultural people across the globe. The Company is well recognised as a ‘Partner of Choice’ by leading pharmaceuticals companies globally. For more information, please visit: www.jubilantpharmova.com.

2. RESULTS OF OPERATIONS AND STATE OF COMPANY’S AFFAIRS & FINANCIALS

(Rs/millions)

(Rs/millions)

(I) Standalone Financials Revenue from Operations

In the Financial Year 2023-24, on a standalone basis, the Company recorded total revenue from operations of H7,847 million as compared to H8,101 million in the Financial Year

2022-23.

EBITDA

For the year ended March 31, 2024, Earnings before Interest, Taxes, Depreciation and Amortisation (‘EBITDA’) stood at H1,199 million as compared to H1,410 million in the Financial

Year 2022-23.

Reported Profit after Tax and EPS

Reported Profit after Tax was H316 million in the Financial Year 2023-24. Basic Earnings per Share (‘EPS’) stood at H1.99 per equity share of H1 each.

(II) Consolidated Financials

The Consolidated Financial Statements, prepared in accordance with the provisions of the Companies Act, 2013, (the ‘Act’), the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (the ‘Listing Regulations’) and Indian Accounting Standards (Ind-AS) as per the Companies (Indian Accounting Standards) Rules, 2015 notified under Section 133 of the Act, forms part of the Annual Report.

Performance Review

During the Financial Year 2023-24, Revenue from operations for the year was H67,029 million as compared to H62,817 million in the Financial Year 2022-23. Revenue from the Radiopharma segment was H30,013 million as compared to

H25,524 million in the Financial Year 2022-23. Revenue from the Allergy Immunotherapy segment was H6,786 million as compared to H6,027 million in the Financial Year 2022-23. Revenue from the Contract Development and Manufacturing Organisation - Sterile Injectables segment was H11,171 million as compared to H11,547 million in the Financial Year 2022-23. Revenue from the Generics segment was H7,746 million as compared to H7,615 million in the Financial Year 2022-23. Revenue from the Contract Research, Development and Manufacturing Organisation was H10,930 million as compared to H11,848 million in the Financial Year 2022-23. Revenue from Proprietary Novel Drugs was Nil for the year as compared to H38 million in the Financial Year 2022-23. Revenue from Management Services stood at H383 million as compared to H218 million in the Financial Year 2022-23.

During the Financial Year 2023-24, EBITDA (including share of Profit of associates) was H9,936 million for the year as compared to H8,268 million in the Financial Year 2022-23.

EBITDA of the Radiopharma segment was H5,840 million for the year as compared to H3,907 million in the Financial Year 2022-23 with margins of 19.5% as against 15.3% in the Financial Year 2022-23. EBITDA of the Allergy Immunotherapy segment was H2,734 million for the year as compared to H2,055 million in the Financial Year 2022-23 with margins of 40.3% as against 34.1% in the Financial Year 2022-23. EBITDA of the Contract Development and Manufacturing Organisation - Sterile Injectables segment was H1,923 million for the year as compared to H3,451 million in the Financial Year 2022-23 with margins of 17.2% as against 29.9% in the Financial Year 2022-23. EBITDA loss of the Generics segment was H1,408 million for the year as compared to H2,304 million in the Financial Year 2022-23 with negative margins of 18.2% as against 30.3% in the Financial Year 2022-23. Contract Research, Development and Manufacturing Organisation segment reported EBITDA of H1,692 million as compared to H1,993 million in the Financial Year 2022-23 with margins of 15.5% as against 16.8% in the Financial Year 2022-23. EBITDA loss of the Proprietary Novel Drugs segment was H299 million as compared to H349 million in the Financial Year 2022-23.

Profit after Tax was H727 million as compared to Loss after Tax

H649 million in the Financial Year 2022-23. Basic earnings per share (EPS) was H4.87 per equity share of H1 each.

3. DIVIDEND

The Board is pleased to recommend a dividend of 500% i.e. H5 per fully paid up equity share of H1 each amounting to H796.41 million for the year ended March 31, 2024.

The payment of dividend is subject to approval of the shareholders at the ensuing Annual General Meeting (‘AGM’) of the Company and shall be subject to deduction of income tax at source, if any. Upon approval, dividend will be paid to those members whose name will appear in the Register of Members as on Friday, August 2, 2024.

Dividend Distribution Policy of the Company as per the Listing Regulations is available at the following link: https://www.jubilantpharmova.com/investors/corporate-governance/policies-and-codes/dividend-distribution-policy.

4. TRANSFER TO GENERAL RESERVE

During the year under review, no amount has been transferred to General Reserve of the Company.

5. CAPITAL STRUCTURE

(a) Share Capital

During the year, there has been no change in the authorised, subscribed and paid-up share capital of the Company. As on March 31, 2024, the paid-up share capital stood at H159,281,139 comprising 159,281,139 equity shares of H1 each.

(b) Employees Stock Option Plan and General Employee Benefits Scheme

The Company has an employee stock option plan namely Jubilant Pharmova Employees Stock Option Plan 2018 (‘Plan 2018’). There was no material change in the Plan 2018 during the year and the Plan is in compliance with the SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021 (the ‘SEBI ESOP Regulations’). During the year, 78,997 Stock Options were granted. Each Option entitles the holder to acquire one equity share of H1 each of the Company at the exercise price fixed at the time of grant.

The Company has a general employee benefits scheme namely Jubilant General Employee Benefits Scheme-2019 (‘JGEBS-2019’). The Scheme is in compliance with the SEBI ESOP Regulations and there was no material change in the Scheme during the year. The details of the Plan 2018 and JGEBS-2019 pursuant to the SEBI ESOP Regulations have been placed on the website of the Company and the same can be accessed at the following web-link https://www.jubilantpharmova. com/Uploads/image/893imguf_esop_disclosure2024. pdf.

(c) Debentures

In the Financial Year 2020-21, the Company had issued Secured Redeemable Unlisted Non-Convertible Debentures (‘NCDs’) of H950 million for a period of upto 5 years. During the financial year, 250 secured, redeemable, unlisted non-convertible debentures of face value of H10,00,000 per debenture aggregating to H250 million were redeemed.

6. SUBSIDIARIES AND ASSOCIATES INCLUDING ITS PERFORMANCE & FINANCIAL POSITION

As on March 31, 2024, the Company had 36 subsidiaries. Brief particulars of the principal subsidiaries are given below. There was no addition / deletion in number of subsidiary companies during the year.

Jubilant Pharma Limited

Jubilant Pharma Limited, Singapore (‘Jubilant Pharma’) is a wholly-owned subsidiary of the Company. Jubilant Pharma holds the global pharmaceutical business of the Company through its subsidiaries in the US, Canada, Europe, India and rest of the world. These subsidiaries of Jubilant Pharma are engaged in manufacturing, marketing and distribution of various pharmaceutical products and services including APIs, oral dosage forms (tablets and capsules), contract manufacturing of sterile injectables including vaccines, ointment, creams and liquids, allergy therapy products and radiopharmaceutical products. Jubilant Pharma through its wholly-owned subsidiary operates a second largest radiopharmacy network in the US, with 46 pharmacies (43 SPECT & 3 PET) which cater to more than 1800 hospitals in 21 states.

In November, 2020, Jubilant Pharma invested US $25 million in So_e Biosciences Inc., USA (‘So_e’). During the year, So_e has entered into a definitive merger agreement with Trilantic Capital Partners, North America (‘Trilantic North America’), a US private equity firm.

Pursuant to said agreement, the Company proposes to sell its entire stake of 25.8% held in So_e for an aggregate proceeds of about US $142.92 million, including preferred returns. Transaction is expected to close by May 31, 2024.

Total income of the company during the Financial Year 2023-24 was H612 million as compared to H432 million during the Financial Year 2022-23.

Jubilant Generics Limited

Jubilant Generics Limited (‘JGL’) is a wholly-owned subsidiary of the Company through Jubilant Pharma. JGL is engaged in the business of development, manufacturing, distribution, sales and marketing of Dosage (formulations) Forms at its plant at Roorkee and / or CMOs, including in-licensing, out-licensing, collaboration with CROs to ensure a robust product pipeline that caters to over 50 countries and has expanded its market presence through strategic partnerships, fostering sustainable business growth. JGL also has India Branded Pharmaceuticals ("IBP") business, which caters to dosage formulations under its own brand name to the Indian market in di_erent therapeutic areas including chronic specialties like Cardiology and Diabetes, and multi-specialty. The dosage formulations manufacturing facility at Roorkee, Uttarakhand, with 5 acres of infrastructure, is inspected by global regulatory agencies such as USFDA, Japan PMDA, UK MHRA, Australia TGA, Belgium FAMHP and South Africa SAHERA, etc. This facility primarily manufactures immediate and modi_ed release oral solid dosage forms (Tablets, Capsules and Powder for Suspension) with capabilities on complex processes like _uid bed pellet coating, MUPS (Multi Unit Pellet System) and extended release drug delivery technology based on matrix formulations and functional coatings. In addition to manufacturing and supplies of _nished formulations to the US market, JGL’s non-US _nished formulations business is focussed on various markets in Europe, UK, Japan, Canada, Australia, South Africa and Middle-East as well as various countries in the emerging markets. JGL also caters to the selected overseas markets under its own brand name. JGL’s major therapy areas includes Cardiovascular, CNS and Gastrointestinal products. The business derives benefit of lowering cost and managing risks from sourcing APIs from both sources (a) vertical integration and in-house APIs from the Company and (b) qualifying alternate suppliers for key APIs with an objective to de-risk our API source. The Solid Dosage Formulation facility at Roorkee, India which manufactures and distributes _nished solid dosage pharmaceutical products, was inspected by the USFDA in February 2024. The inspection resulted in four observations in which Jubilant took prompt and comprehensive corrective action. In April 2024, USFDA categorised the inspection as Voluntary Action Indicated (VAI). Based on this inspection and the USFDA VAI classification, this facility is in compliance with regard to current good manufacturing practices (cGMP). In addition, the site was inspected by both the EU and TGA agencies during the _scal year. These inspections resulted in no critical observations. The site has already received EU compliant certificate.

JGL recalibrated its R&D strategy that leverages variety of product opportunities through in-licensing and/or external product development in collaboration with specialised CROs, with an objective to continually deliver innovative, high quality products for various markets. This is expected to accelerate product introduction as well as deliver the products in cost-e_ective and speedy manner. Total income of JGL during the Financial Year 2023-24 was H3,883 million as compared to H3,296 million during the

Financial Year 2022-23. The Company is in compliance with Regulation 24A of the Listing Regulations. Secretarial Audit was conducted for JGL, an unlisted material subsidiary of the Company. Copy of the Secretarial Audit Report is attached as Annexure-1 to this report. The Secretarial Report of JGL does not contain any qualification, reservation or adverse comments or disclaimer.

Jubilant Cadista Pharmaceuticals Inc.

Jubilant Cadista Pharmaceuticals Inc., (‘Jubilant Cadista’) a corporation incorporated in Delaware, US is a wholly-owned subsidiary of Jubilant Pharma Holdings Inc. This company is engaged in the business of developing, manufacturing and marketing of solid dosage forms of generic prescription pharmaceuticals at its USFDA approved manufacturing facility in Salisbury, Maryland, US. Jubilant Cadista is also marketing the solid dosage forms manufactured at Roorkee Plant, India or other CMOs. Its customer base includes large wholesalers, retail and pharmacy chains with focus in the therapeutic areas of CVS, CNS, Anti Allergic, Steroids, etc. Total income of the company during the Financial Year 2023-24 was H4,348 million as compared to H5,079 million during the Financial Year 2022-23.

Over the last few years, the US Generics market has been witnessing signi_cant pricing pressure led by demand supply imbalances, consolidation in the drug buyer market and vertical integration of the GPOs with the large retail pharmacy chains. Jubilant Cadista has been witnessing signi_cant losses since Financial Year 2021-22 due to the high cost of manufacturing in the US amid low drug prices. In order to move the US generics business to profit ability, it has been decided to close the in-house manufacturing operations at the US manufacturing facility and transfer profit able products to CMOs. The company will continue to have sales and marketing presence in the US that will market supplies from its USFDA approved Roorkee facility in India, new CMOs and products from in-licensing route. These actions are expected to improve the gross margins of the business and hence propel the business towards profit ability. Further, In-licensing of new products will not only grow the revenue base of the company but also ensure robust product portfolio.

Jubilant HollisterStier LLC

Jubilant HollisterStier LLC (‘JHS’) is a wholly-owned subsidiary of Jubilant Pharma Holdings Inc. This subsidiary based out of Spokane-Washington (USA) is a fully integrated Contract Manufacturing Organisation along with leading Allergy Immunotherapy provider in north America. The CMO business offer manufacturing services including sterile _ll and finish injectables (both liquid and lyophilization). Its facilities are approved by regulators across the world including USFDA, Health Canada, ANVISA Brazil, PMDA Japan, and various others. The products manufactured at the site are sold in over 50 countries across the globe. The company lays strong emphasis on compliance and protecting Intellectual Property Rights (IPR) for its customer base. The company will continue to focus on the highest level of compliance with a lean operation setup and supply of right quality products in a timely manner to its customers which helps it further grow the order book.

The US $285 million expansion at Spokane site aimed to double its injectable _lling (liquid & lyo) production capacity, under a cooperative agreement for US $149.6 million with Biomedical Advanced Research and Development Authority (BARDA), within the US Department of Health and Human Services is progressing as planned. The Phase-1 of the project will be operational in Financial Year 2026 and the second Phase is scheduled to be operational by Financial Year 2028.

The Allergy Immunotherapy business provides products in the US and also exports to several international markets such as Canada, Europe and Australia. The company supply bulk extracts and Skin testing devices to physicians who then use the products for diagnostic testing and to administer immunotherapy treatment. Allergenic extracts in our portfolio are o_ered in the form of consistent, high-quality, di_erentiated products along with a range of specialised diagnostic devices for skin testing.

A di_erentiated business of manufacturing and marketing of allergenic extracts is backed by one of the oldest and most trusted brands, HollisterStier, which is in existence for over 100 years. The company has been focusing on expanding market coverage and ensuring robust o_ering of our antigens to customers. In addition, company has increased capacities in Lyophilization and are further increasing capacities in the Allergy Immunotherapy manufacturing facility to ensure consistent and reliable supply of our _ying insect venom products. The company is the sole producers and suppliers of venom immunotherapy in the US and Canada.

This business continues to build on the development of innovative products to address various allergies. The company is expanding its footprint beyond US and is building networks in other regions outside of North America including EU, MEA and APAC with a focus on our venom immunotherapy products in these regions. Total income of the company during the Financial Year 2023-24 was H17,155 million as compared to H15,617 million during the Financial Year 2022-23.

Jubilant DraxImage Inc.

Jubilant DraxImage Inc. (‘Jubilant Radiopharma’) is a wholly owned subsidiary of the Company through Jubilant Pharma. Jubilant Radiopharma has a solid foundation in speciality pharma. Headquartered in Montreal, Canada, Jubilant Radiopharma operates a highly specialised manufacturing facility approved by USFDA, Health Canada and selected EU countries. It develops, manufactures, commercialises and distributes radiopharmaceuticals used in Nuclear Medicine for the diagnosis, treatment and monitoring of a broad range of diseases. It serves hospital-based customers (Nuclear Medicine Physicians, Nuclear Cardiologists and Technologists) in addition to specialised commercial radiopharmacies in the United States and Canada. Jubilant Radiopharma employs about 867 highly skilled professionals dedicated to providing high quality, reliable products and services to healthcare providers around the globe. The business is supported by an experienced research and development organisation, specialised radiopharmaceutical manufacturing, strong regulatory a_airs, quality systems and marketing and commercial operations. The disease areas of specialisation include cardiology, oncology, neurology, and therapeutics for neuro-endocrine and thyroid diseases. The business distributes radiopharmaceutical products through a network of 46 radiopharmacies in the United States after carrying out compounding activities of Radiopharmaceuticals products with radioactive isotopes in these radiopharmacies.

Jubilant Radiopharmaceuticals business is a market leader in North America in several specialty areas, including I-131Therapeutic and Diagnostics (Theranostics) for imaging and treatment of thyroid diseases and thyroid cancer, Macro-Aggregated Albumin (MAA) for lung perfusion imaging and Pentetic Acid (DTPA) for renal, brain and functional pulmonary imaging. RUBY-FILL, a cutting-edge technology for PET myocardial perfusion imaging (MPI) to evaluate regional myocardial perfusion in adult patients with suspected or known coronary artery disease is approved by USFDA, Health Canada, Swissmedic, Switzerland, BfArM, Germany, Le gouvernement du Grand- Duch? de Luxembourg, Luxembourg, MHRA UK and Health authorities of Denmark, Sweden and Netherland. Ruby-Fill was launched in mobile settings (Ruby-Fill Mobile) in FY 2024 which allowed the company to expand the use of Ruby-Fill into smaller community hospitals, in rural settings, and in areas with relatively lower volumes but need for cardiac PET diagnostics.

Jubilant Radiopharmaceuticals business is sponsoring and supporting two clinical trials for I-131-MIBG, a unique approach under evaluation for _rst-line and later stage treatment of high-risk neuroblastoma. Approximately 800 patients are diagnosed with Neuroblastoma every year in the USA, mostly children.

The Montreal manufacturing site was inspected by Health Canada in 2021, and by Health Canada and the USFDA in 2022, both resulting in ratings of GMP compliance. USFDA inspected the site in April 2024 for which IER is awaited. E_ective June 1, 2021, Jubilant Draximage Inc. acquired the Radiopharmacies business which operates 46 radiopharmacies in 21 States and is headquartered in Yardley. Jubilant Radiopharmacy network is the second largest network of commercial nuclear radiopharmacies in the United States, directly serving over 1,800 individual hospitals, clinics and medical centres. Business delivers approx 3 million patient doses per year. Vertical integration of the Radiopharmaceuticals and Radiopharmacy divisions positions Jubilant Radiopharma to capitalise on the expanding nuclear medicine market.

The company has also received approval from the USFDA with regards to the company’s abbreviated new drug application (ANDA) submitted pursuant to section 505(j) of the Federal Food, Drug, and Cosmetic Act (FD&C) for kit for the preparation of Technetium (Tc 99m) Sulfur Colloid Injection.

Total income of the company during the Financial Year 2023-24 was H31,145 million as compared to H26,108 million during the Financial Year 2022-23.

Jubilant Biosys Limited

Jubilant Biosys Limited (‘Biosys’) provides Drug Discovery and Contract Development and Manufacturing Services to global pharmaceutical and biotech companies.

The company focus on o_ering integrated solutions to our customers, which maximises the speed to develop a new lead. Our service offering includes early Drug Discovery Services, mg to kilo, non-GMP and GMP scale-up of novel compounds, intermediates and New Chemical Entities (NCEs). This provides an integrated solution (from early phase discovery and development to commercialisation of the molecule) to pharmaceutical customers. In Financial Year 2024, our portfolio of projects encompassed Full Time Equivalent (FTE), Fee for Service (FFS) and Integrated Drug Discovery (IDD) contracts. The business operates from Bengaluru, Noida and Greater Noida in India, offering integrated as well as functional drug discovery and development services to global innovators. The therapeutic areas of expertise include Oncology, Metabolic Disorders, Central Nervous System (CNS), Pain and Infiammation.

The company has a three-pronged growth strategy for drug discovery services. The _rst vector is to offer di_erentiated chemistry services. We have invested in further expanding capacity in Greater Noida for Chemistry services and strengthened the services o_erings by adding a centre of chemistryexcellence.Thesecondvectoristodiversifycustomer segments by making inroads in the pharmaceutical customer segment. In Financial Year 2024, the company has added 2 new large pharma companies as its customers. The third vector is to build development capabilities and offer complete CDMO services.

The company also offer Cloud/ SaaS (Software as a Service) based on Arti_cial Intelligence /Machine Learning proprietary platform for clinical trials. The eClinical suite includes TrialStat? Orbit for electronic database capture, TrialStat? CTMS for Clinical Trial Management Software and TrialStat Portal for analytics and customer interface software.

During the year, the company has entered into an agreement for acquisition of 1.70% stake of O2 Renewable Energy XVI Private Limited for an aggregate value of H7.6 million for purchase of renewable energy power (electricity) generated from the Captive Generating Plant (CGP).

Total income of the company during the Financial Year 2023-24 was H4,715 million as compared to H5,628 million during the Financial Year 2022-23.

Jubilant Therapeutics Inc.

Jubilant Therapeutics is a clinical stage precision therapeutics company advancing potent and selective small molecule modulators to address unmet medical needs in oncology and autoimmune diseases. Its advanced discovery engine integrates structure-based design and computational algorithms to discover and develop novel, precision therapeutics against both _rst-in-class and validated but intractable targets in genetically de_ned patient populations. Its advanced structure based discovery engine, TIBEO (Therapeutic Index and Brain Exposure Optimisation), has been validated through successful partnerships including with Blueprint Medicines. The Company’s pipeline consists of a _rst in class Dual coREST modi_er – Dual LSD1/HDAC6 Inhibitor (JBI-802) currently in a Phase I/II clinical trial in multiple tumors, a novel brain-penetrant modulator of PRMT5 (JBI-778) for which an IND has been accepted, brain penetrant and gut restrictive PDL1 inhibitors, as well as PAD4 inhibitors for oncology and in_ammatory indications. The company’s key achievements during the Financial Year 2023-24 includes transitioning from Phase I to Phase II stage biotech with lead program (JBI-802) soon to start Phase II trials and second program (JBI-778) soon to start Phase I trials. Total income of the company during the Financial Year 2023-24 was H5 million as compared to H2 million during the

Financial Year 2022-23. Jubilant Pharma UK Limited

Jubilant Pharma UK Limited, a corporation incorporated in UK, is a wholly-owned subsidiary of Jubilant Pharma Limited,

Singapore. This company is engaged in the business of marketing and supply of generic dosage formulations in market. Total income of the company during the Financial Year 2023-24 was H842 million as compared to H72 million during the Financial Year 2022-23.

Jubilant Pharma NV

Jubilant Pharma NV is a wholly-owned subsidiary of the Company through JGL and Jubilant Pharma. This company holds shares of Jubilant Pharmaceuticals NV (99.81%) and PSI Supply NV (99.50%) along with Jubilant Pharma which holds the balance shares.

Jubilant Pharmaceuticals NV

Jubilant Pharmaceuticals NV is a wholly-owned subsidiary of the Company through Jubilant Pharma NV, Belgium, which holds 99.81% of its shares and Jubilant Pharma holds the balance shares. This company is engaged in the business of licensing generic dosage forms and providing regulatory services to generic pharmaceutical companies. Total income of the company during the Financial Year 2023-24 was H1 million as compared to H1 million during the Financial Year 2022-23.

PSI Supply NV

PSI Supply NV is a wholly-owned subsidiary of the Company. 99.50% of its shares are held by Jubilant Pharma NV and the balance by Jubilant Pharma. It is engaged in the supply of generic dosage forms to the European and UK markets. Total income of the company during the Financial Year 2023-24 was H186 million as compared to H187 million during the Financial

Year 2022-23.

Other subsidiaries are mentioned below:

Jubilant Pharma Holdings Inc., USA Jubilant Pharma Australia Pty. Limited Jubilant Innovation (USA) Inc. Jubilant HollisterStier Inc., USA Jubilant First Trust Healthcare Limited Jubilant DraxImage Limited Jubilant DraxImage (USA) Inc. Jubilant Discovery Services LLC, USA Jubilant Clinsys Inc., USA

Jubilant Clinsys Limited

Jubilant Therapeutics India Limited Jubilant Business Services Limited Jubilant Pharma SA Pty. Limited Jubilant Episcribe LLC, USA Jubilant Epicore LLC, USA

Jubilant Prodel LLC, USA

Jubilant Epipad LLC, USA

Drug Discovery and Development Solutions Limited, Singapore Draxis Pharma LLC, USA

Draximage (UK) Limited TrialStat Solutions Inc., Canada Jubilant Pharma ME FZ-LLC, Dubai

Jubilant Draximage Radiopharmacies Inc., USA

Jubilant Biosys Innovative Research Services Pte. Limited, Singapore 1359773 B.C. Unlimited Liability Company, Canada

Associate Company

SOFIE Biosciences Inc., USA SPV Laboratories Private Limited

During the year under review, there is no change in Associate companies.

The performance and financial position of the subsidiaries and associates is also given in Form AOC-1 attached to the Financial Statements for the year ended March 31, 2024.

7. PARTNERSHIPS

Jubilant HollisterStier General Partnership

It is a Canada based partnership, owned by subsidiaries of the Company - Jubilant HollisterStier Inc., Draxis Pharma LLC and 1359773 B.C. Unlimited Liability Company, that provides contract manufacturing services of sterile products including liquid and freeze-dried (lyophilized) injectables, ampoules, ophthalmic tubes/ solutions and sterile ointments and creams. The CMO Montreal facility was inspected by Health Canada in January 2024 resulting in a Compliant GMP rating, with no critical observations. The CMO Montreal facility was also inspected by the USFDA in February 2023. This resulted in four observations and classification was determined to be O_cial Action Indicated (OAI). The company has carried out most of the Corrective and Preventive Actions since the close of the FDA inspection. The site has also created a full remediation plan and inspection readiness plan for the upcoming inspection.

The partnership is expanding its reach as a full scale ophthalmic solution provider in the form of bottles including preservative free ointments, liquids, creams and injectables. The partnership is also planning to undertake a CAD 108 million investment at Montreal facility to modernise and augment the sterile production (liquid and lyo) capacity by over 100%. To fund this project, the partnership has arranged partially repayable loans of maximum CAD 23.8 million from the Government of Canada through its Strategic Innovation Fund (SIF) program and CAD 25 million from the Province of Quebec. This project will be completed by FY 2027, and is planned to be fully operational by FY 2028.

8. STATUTORY AUDITORS

Pursuant to Section 139 of the Act and the Rules made thereunder, the Shareholders of the Company at its 45^th AGM approved the appointment of M/s. Walker Chandiok & Co LLP, Chartered Accountants (ICAI Registration No.: 001076N/ N500013) as Statutory Auditors of the Company for a term of _ve (5) years from conclusion of the 45^th AGM of the Company till the conclusion of 50^th AGM of the Company.

The Auditors’ Reports for the Financial Year 2023-24 do not contain any quali_cation, reservation, adverse remark or disclaimer.

9. COST AUDIT

Pursuant to Section 148(1) of the Act read with the Companies (Cost Records and Audit) Rules, 2014, the Company was not required to maintain the cost records during FY 2023-24.

10. SECRETARIAL AUDIT

The Board had appointed M/s Sanjay Grover & Associates, Company Secretaries to conduct Secretarial Audit pursuant to the provisions of Section 204 of the Act for the Financial Year 2023-24. The Report of the Secretarial Auditors is attached as Annexure-2 to this Report and does not contain any quali_cation, reservation, adverse remark or disclaimer. The Company has also obtained a Secretarial Compliance Report from M/s Sanjay Grover & Associates, Company Secretaries confirming compliances with the provisions of the applicable Listing Regulations for the year ended March 31, 2024. The Compliance Report will be _led within the due date with the Stock Exchanges in Compliance with the Listing Regulations.

11. REPORTING OF FRAUDS BY AUDITORS

During the year under review, Auditors did not report any instance of fraud committed in the Company by its o_cers or employees under Section 143(12) of the Act, the details of which need to be mentioned in the Board’s report.

12. BOARD OF DIRECTORS

Your Company is managed and controlled by a Board comprising an optimum blend of Executive, Non-Executive and Independent Directors. The Chairperson of the Board is a Non-Executive Non Independent Director. As on March 31, 2024, the Board of Directors comprises of thirteen (13) Directors, out of whom four (4) are Executive Directors including one (1) Managing Director and one (1) Joint Managing Director apart from nine (9) Non-Executive Directors, out of whom seven (7) are Independent Directors including one (1) Woman Independent Director and two (2) Non-Executive Non-Independent Directors. The composition of the Board is in conformity with Regulation 17 of the Listing Regulations and the relevant provisions of the Act.

Mr. Shirish G. Belapure (DIN: 02219458) was appointed as Non-Executive Independent Director for a period of _ve (5) years e_ective from March 7, 2023. His appointment was duly approved by the members of the Company vide postal ballot on April 12, 2023.

The Shareholders, at the 45^th Annual General Meeting (AGM) held on August 31, 2023, approved re-appointment of Mr. Arun Seth (DIN: 00204434) as an Independent Director of the Company for a second term of _ve (5) years e_ective from October 22, 2023 till October 21, 2028.

Mr. Kumar Ramamurthi, Whole-Time Director (DIN: 09139426) resigned from the Board with e_ect from the closing business hours of October 31, 2023. The Board placed on record its appreciation for the contributions made by him during his association with the Board.

Mr. S. Sridhar (DIN: 00004272), Ms. Sudha Pillai (DIN: 02263950) and Dr. Ashok Misra (DIN: 00006051), Independent Directors of the Company, completed their second term on March 31, 2024 and accordingly ceased to be Independent Directors on Board of the Company with e_ect from the closing business hours of March 31, 2024. The Board placed on record its sincere appreciation for their contribution towards the success of the Company, during their tenure as Independent Directors on the Board of the Company.

The Board, at its meetings held on May 29, 2023 based on the recommendation of the Nomination, Remuneration and Compensation Committee of the Company, approved the following changes to the Board:

Mr. Hari S. Bhartia (DIN: 00010499) stepped down from the position of Managing Director of the Company e_ective from the closing business hours of May 31, 2023 and continues as Co-Chairman, Non-Executive Director on the Board of the Company.

Mr. Priyavrat Bhartia (DIN: 00020603) was appointed as Managing Director of the Company for a period of three (3) years with e_ect from June 1, 2023. The appointment was duly approved by the members of the Company vide postal ballot on August 21, 2023.

Mr. Arjun Shanker Bhartia (DIN: 03019690) was appointed as Joint Managing Director of the Company for a period of three (3) years with e_ect from June 1, 2023. The appointment was duly approved by the members of the Company vide postal ballot on August 21, 2023.

The Board at its meeting held on October 27, 2023, based on the recommendation of the Nomination, Remuneration and Compensation Committee had appointed Mr. Jinang Pratap Parekh (DIN: 10366075) as an Additional Director and Whole-time Director of the Company for a period of three (3) years with e_ect from November 1, 2023. His appointment as a Director and as a Whole-time Director was duly approved by the members of the Company vide postal ballot on January

25, 2024. Mr. Jinang Pratap Parekh tendered his resignation from the Board with e_ect from the closing business hours of May 31, 2024. The Board placed on record its appreciation for the contributions made by him during his association with the Board.

The Board at its meeting held on February 02, 2024, based on the recommendation of the Nomination, Remuneration and Compensation Committee had re-appointed Mr. Arvind Chokhany (DIN: 06668147) as a Whole-time Director (Designated as Group Chief Financial O_cer and Whole-time Director) of the Company for a further period of three (3) years with e_ect from April 1, 2024. Your Company issued a postal ballot notice dated May 17, 2024 for the approval of members and the e-voting on the resolutions is under process.

The Board at its meeting held on March 26, 2024, based on the recommendation of the Nomination, Remuneration and Compensation Committee appointed Dr. Harsh Mahajan (DIN: 00824227) and Ms. Shivpriya Nanda (DIN: 01313356), as additional directors in the category of Independent Director of the Company with e_ect from April 1, 2024. Your Company issued a postal ballot notice dated May 17, 2024 for the approval of members and the e-voting on the resolutions is under process. In the opinion of Nomination, Remuneration and Compensation Committee and Board, Dr. Harsh Mahajan (DIN: 00824227) and Ms. Shivpriya Nanda (DIN: 01313356) are persons of high repute, integrity, pro_ciency and possesses the relevant expertise and experience in the respective _elds. They ful_ls the conditions speci_ed under the Act, read with Rules thereunder and the Listing Regulations and are independent of the management. The Board at its meeting held on May 29, 2024, based on the recommendation of the Nomination, Remuneration and Compensation Committee appointed Dr. Ramakrishnan Arul (DIN: 08236356) as an Additional Director and Whole-time Director of the Company for a period of three (3) years with e_ect from June 1, 2024, subject to approval of the shareholders to be obtained within three (3) months hereof. None of the Directors on the Board of the Company has been debarred or disquali_ed from being appointed or continuing as directors of companies by the Securities and Exchange Board of India, Ministry of Corporate A_airs or any other statutory authority.

13. RETIREMENT BY ROTATION AND SUBSEQUENT REAPPOINTMENT

In accordance with the provisions of the Companies Act, 2013 and Articles of Association of the Company, Mr. Arjun Shanker Bhartia (DIN: 03019690) and Mr. Arvind Chokhany (DIN: 06668147) retire by rotation at the ensuing AGM and being eligible, offer themselves for re-appointment. Brief resume and other details of Mr. Arjun Shanker Bhartia and Mr. Arvind Chokhany have been furnished in the Annexure of the notice of the annual general meeting.

14. KEY MANAGERIAL PERSONNEL

Mr. Arun Kumar Sharma ceased to be a Chief Financial O_cer of the Company with e_ect from the closing business hours of May 31, 2023.

Mr. Arvind Chokhany, Group Chief Financial O_cer, Jubilant Bhartia Group & Whole-time Director was appointed as Chief Financial O_cer of the Company with e_ect from June 1, 2023.

Mr. Hari S. Bhartia stepped down from the position of Managing Director of the Company e_ective from the closing business hours of May 31, 2023.

Mr. Priyavrat Bhartia and Mr. Arjun Shanker Bhartia were appointed as Managing Director and Joint Managing Director, respectively e_ective June 1, 2023.

Mr. Jinang Pratap Parekh was appointed as Whole-Time Director of the Company e_ective November 1, 2023. Apart from above-mentioned changes, there is no other change in Key Managerial Personnel of the Company during the year.

As on March 31, 2024, Mr. Priyavrat Bhartia, Managing Director, Mr. Arjun Shanker Bhartia, Joint Managing Director, Mr. Arvind Chokhany, Group Chief Financial O_cer & Whole-Time Director, Mr. Jinang Pratap Parekh, Whole-Time Director and Mr. Naresh Kapoor, Company Secretary are the Key Managerial Personnel of the Company.

15. MEETINGS OF THE BOARD

During the year under review, five (5) meetings of the Board of Directors of the Company were held on May 29, 2023, July 19, 2023, October 27, 2023, February 2, 2024 and March 26, 2024. For details of meetings of the Board and attendance of the Directors, please refer to the Corporate Governance Report, which forms part of this report.

16. COMPOSITION OF AUDIT COMMITTEE

As on March 31, 2024, the Audit Committee comprises of Mr. Vivek Mehra, Chairperson, Mr. Sushil Kumar Roongta, Member and Mr. Arvind Chokhany, Member.

Further, for details on Audit Committee, including the meetings and attendance of the members, terms of reference and changes in the committee composition etc., please refer to the Corporate Governance Report, which forms part of this report. During the year under review, all recommendations of the Audit Committee were accepted by the Board of Directors of the Company.

17. DECLARATION BY INDEPENDENT DIRECTORS

The Company has, inter alia, received the following declarations from all the Independent Directors confirming that:

they meet the criteria of independence as prescribed under the provisions of the Act, read with the Rules made thereunder, and the Listing Regulations. There has been no change in the circumstances a_ecting their status as Independent Directors of the Company; they have complied with the Code for Independent Directors prescribed under Schedule IV to the Act; and they have registered themselves with the Independent Director’s Database maintained by the Indian Institute of Corporate A_airs.

In the opinion of the Board, all Independent Directors possess requisite quali_cations, experience, expertise and hold high standards of integrity required to discharge their duties with an objective independent judgment and without any external in_uence. List of key skills, expertise and core competencies of the Board, including the Independent Directors, forms a part of the Corporate Governance Report of this Annual Report.

18. APPOINTMENT AND REMUNERATION POLICY

The Company has implemented Appointment and Remuneration Policy pursuant to the provisions of Section 178 of the Act and Regulation 19 read with Part D of Schedule II to the Listing Regulations. Salient features of the Policy and other details have been disclosed in the Corporate Governance Report attached to this Report. The Policy is available at the web-link: www.jubilantpharmova. com/investors/corporate-governance/policies-and-codes/ appointment-and-remuneration-policy.

19. ANNUAL PERFORMANCE EVALUATION OF THE BOARD

The Annual Performance Evaluation of the directors (including Chairman), Committees and the Board as a whole was carried out in compliance with the requirement of Section 178 of the Act and Regulation 17, 19 and 25 of the Listing Regulations. The criteria, manner of performance evaluation and related details are given in the Corporate Governance Report.

20. DIRECTORS’ RESPONSIBILITY STATEMENT

Your Directors, based on the representation received from the management, confirm that:

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

(ii) the Directors have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of a_airs of the Company as on March 31, 2024 and of the profit s of the Company for the year ended March 31, 2024;

(iii) the Directors have taken proper and su_cient 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;

(iv) the Directors have prepared the annual accounts on a going concern basis;

(v) the Directors have laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and are operating e_ectively.

Based on the framework of internal financial controls including the Controls Manager for financial reporting and compliance systems established and maintained by the Company, work performed by the internal, statutory and secretarial auditors and the reviews performed by the management and the relevant Board committees, including the Audit Committee, the Board is of the opinion that the Company’s internal financial controls were adequate and e_ective during the Financial Year 2023-24; and (vi) the Directors have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems are adequate and operating e_ectively.

Based on the framework of internal financial controls including the Controls Manager for financial reporting and compliance systems established and maintained by the Company, work performed by the internal, statutory and secretarial auditors and the reviews performed by the management and the relevant Board committees, including the Audit Committee, the Board is of the opinion that the Company’s internal financial controls were adequate and e_ective during FY 2023-24; and (vii) the Directors have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems are adequate and operating e_ectively.

21. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO

Information relating to Conservation of Energy, Technology Absorption and Foreign Exchange Earnings and Outgo required to be disclosed pursuant to Section 134 of the Act read with the Companies (Accounts) Rules, 2014 is given as Annexure-3 and forms part of this Report.

22. EMPLOYEES

Particulars of Directors and Employees as required under Section 197(12) of the Act read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 are given as Annexure-4 and form part of this Report.

The statement containing particulars of employees, as required under Section 197 of the Act, read with Rule 5(2) and Rule 5(3) of the Rules, is provided in a separate annexure forming part of this Board’s Report. However, in terms of the provisions of Section 136 of the Act, the Annual Report is being sent to the members of the Company, excluding the said annexure. The said annexure is available for inspection by the shareholders at the Registered O_ce of the Company during working hours of the Company i.e. on Monday to Friday between 11:00 a.m. (IST) to 05:00 p.m. (IST). Any shareholder interested in obtaining a copy of the said annexure may write to the Company Secretary of the Company or send an email at the following email address: investors@jubl.com.

23. HUMAN RESOURCES

At the heart of your organisation is the commitment to foster an "Employee First" culture, driven by our values of caring, sharing, and growing.

In line with this, the Company consistently listen to the employees at various touchpoints throughout their journey with the Company. By identifying our strengths and addressing areas of concern, the Company remain agile and responsive to the evolving needs of its workforce. Partnering with Willis Tower Watson, your Company introduced the ‘Jubivoice Employee Experience Survey’, which garnered a sustainable engagement score of 86% - a testament to our commitment to fostering a workplace where every individual feels valued and supported.

With the continued focus on enhancing the employee experience, your Company has been comprehensively addressing the four elements of wellbeing: physical, mental, social, and _nancial. The Company enable this through the employee assistance programs, delivered by experts and delivered by industry professionals, the Company strive to provide its employees with the tools and resources they need to thrive personally and professionally. Your Company recognise that one of its greatest asset in achieving continued business success is its talented workforce and to ensure they’re equipped for the challenges ahead, the Company is dedicated to fostering a culture of continuous learning and leadership development. Through structured classroom training and a cutting-edge digital learning platform, the Company provide its employees with the skills, mind-set, and competencies they need to thrive. Additionally, the Company is cultivating sustainable leadership - leaders who will not only guide your company now but also chart the course for a successful future. Our Leadership Development focus was marked by the graduation of its senior leaders from the Global Leadership Program, a nine-month journey curated in partnership with INSEAD. This was focused on equipping its senior leaders for success in the digital era. In pursuit of excellence, your Company meticulously craft a high-performance culture within the organisation, starting with our robust performance management process. Through initiatives such as our esteemed "Applause" program and the prestigious Chairmen’s Annual Awards, the Company not only celebrate exceptional accomplishments but also ingrain a culture of appreciation and recognition deep into our DNA. The Company’s culture of high performance is further strengthened by giving continuous performance feedback, Pay for performance and role based promotions. This unleashes the full potential of its employees and drive us towards collective success.

24. POLICY FOR PREVENTION OF SEXUAL HARASSMENT

The Company as an employer is committed to creating a work place that is free from all forms of sexual harassment. In order to deal with sexual harassment at workplace, the Company has implemented the Policy for Prevention of Sexual Harassment Policy (POSH) with training to all employees by an external consultant having expertise in subject matter. The Company has constituted the Internal Complaints Committee and is in compliance with the provisions of the Sexual Harassment of Women at workplace (Prevention, Prohibition and Redressal) Act, 2013. The Company received two

(2) complaints under POSH during the Financial Year 2023-24, which were disposed o_ during the Financial Year 2023-24.

The Company periodically conducts sessions for employees across the organisation to build awareness about the Policy and the provisions of the Prevention of Sexual Harassment Act.

25. RISK MANAGEMENT AND INTERNAL CONTROL SYSTEMS

Pursuant to Regulation 21 of Listing Regulations, your Company has constituted a Risk Management Committee of the Board. As on March 31, 2024, the committee comprises of six (6) members including three (3) Independent Directors of the Company. The Committee met twice in Financial Year 2023-24 on April 25, 2023 and October 12, 2023. The gap between the two (2) meetings was not more than one hundred and eighty (180) days. The Committee is authorised to monitor and oversee implementation of the risk management policy, including evaluating the adequacy of risk management systems, if any.

The Company has formed a strong risk management framework that enables regular and active monitoring of business activities for the identi_cation, assessment and mitigation of potential internal or external risks. The Company has established processes and guidelines, along with a strong overview and monitoring system at the Board and senior management levels. Our senior management team sets the overall tone for risk minimisation culture through de_ned and communicated corporate values, clearly assigned risk mitigation responsibilities, and appropriately delegated authority. Your Company has laid down procedures to inform Board members about the risk assessment and risk minimisation procedures. Your Company has in place a comprehensive internal audit plan and a robust Enterprise Risk Management (ERM) exercise which helps to identify risks at an early stage and take appropriate steps to mitigate the same. As an organisation, the Company promotes strong ethical values and high levels of integrity in all our activities, which by itself signi_cantly mitigates risk.

Internal Financial Controls

To compete globally, world class Corporate Governance and Financial Controls over operations are necessary for the Company. The Internal Financial Controls as mandated by the Act not only require a certi_cation from CEO-CFO but also put an obligation on the Board of Directors to ensure that the Internal Financial Controls are adequate and are operating e_ectively. Besides this, the Statutory Auditors are also required to give an opinion on the adequacy and e_ectiveness of Internal Controls over Financial Reporting (‘ICFR’). Your Company has a transparent framework for periodic evaluation of the Internal Financial Controls through annual testing of operative e_ectiveness of internal controls, perpetual internal audit exercises and quarterly online controls self-assessment through Controls Manager software, thereby reinforcing the commitment to adopt the best corporate governance practices.

A detailed note on Internal Control Systems and Risk Management is given under ‘Management Discussion and Analysis Report’.

26. VIGIL MECHANISM

The Company has adopted Vigil Mechanism and the same has been disclosed in the Corporate Governance Report and forms part of the Report. The Whistle Blower Policy has been posted on the Company’s website at https://www. jubilantpharmova.com/investors/corporate-governance/ policies-and-codes/whistle-blower-policy. Further, the Whistle Blower Policy provides for adequate safeguards against victimisation of Director(s) or Employee(s) and also provides for direct access to the Chairperson of the Audit Committee in appropriate or exceptional cases. During the financial year, no such complaints were received.

27. CORPORATE SOCIAL RESPONSIBILITY

Pursuant to the provisions of Section 135 of the Act, the Company has constituted a Sustainability and Corporate Social Responsibility (CSR) committee. As on March 31, 2024, the Committee comprises of _ve (5) Directors out of which two (2) are Non-Executive Independent Director, and three (3) are Executive Directors. The CSR is an essential pillar of Jubilant in its endeavours towards sustainable & responsible growth. CSR activities at Jubilant are weaved in accordance with the provisions of Section 135 read with Schedule VII to the Act. Besides, the

CSR initiatives at the company are in line with the United Nations Sustainable Development Goals (SDGs).

Jubilant Bhatia Foundation (‘JBF’) formed in the year 2007, a not-for-Profit arm of the Jubilant Bhartia Group works towards conceptualisation and implementation of CSR activities of all group companies of Jubilant. Since the year 2003, the Company has been issuing its Corporate Sustainability report which has external assurance and this is as per the Global Reporting Initiative (‘GRI’) guidelines. The Company is also receiving A+ level by GRI since the year 2007. Along with this, from the year 2017-18, the Corporate Sustainability Report is aligned with the GRI Standards in accordance with the ‘Comprehensive’ option. All reports are available on the Company’s website at the weblink: www.jubilantpharmova. com/sustainability/sustainability-report.

Through CSR, the Company is working in the realm of Health, Education & Livelihood. The CSR projects focuses towards empowering and adding value in the lives of the communities around the area of operations of Jubilant with a 4P (Public-Private-People-Partnership) during the implementation. JBF’s detailed activities are available on its website: www.jubilantbhartiafoundation.com. In Financial Year 2024, with a vision to bring progressive social change through strategic multi-stakeholder partnership involving knowledge generation & sharing, experiential learning and entrepreneurial ecosystem, the Company continued working towards empowering and adding value in the lives of the communities around the area of operations of the Company. In Financial Year 2024, Jubilant Pharmova through CSR reached out to the community around its manufacturing unit through several community empowering projects as below: Jubicare/Arogya: To achieve good health and well-being, promote health-seeking behaviour and provide e_ective basic healthcare, the foundation is implementing Arogya/ Jubicare programme through Mobile Medical Unit.

- Besides, the foundation is also reaching to the community through focused awareness program on nutrition for the community through village level workers.

Muskaan: Strengthening Rural Education system through various education centric programmes in government school:

- Khushiyon ki Pathshala program to inculcate 21^st century value based skills in rural government primary school student;

- Digitisation program in partnership with HP across the location through E-Muskaan;

- Setting up of Micro science Labs in schools;

- Career counselling to support students of government school to make informed career choices.

Nayee Disha: Livelihood centric programs to enhance employability of community as below:

- Vocational Training & Virtual skilling Program to enhance employability skills amongst youths & women in the community around manufacturing units

- JubiFarm to empower farmers by facilitating access to modern and sustainable farming methods.

Rural Development- to strengthen the services in the rural areas for the community following programs were implemented:

- Jansuvidha Kendra for community for awareness and easy access to government’s social welfare scheme.

- Jansanchetna Program for emergency preparedness at village level through Emergency Response Team (ERTs).

During the year under review, your Company spent H29 million on its CSR activities. The CSR initiatives undertaken by your Company, along with other details including contents of the CSR Policy, form part of the annual report on CSR activities for Financial Year 2023-24, which is annexed as

Annexure–5.

28. BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORT

In compliance with Regulation 34(2)(f ) of the Listing Regulations, the Business Responsibility and Sustainability Report ("BRSR") as stipulated under the Listing Regulations is presented in a separate section forming part of the Annual Report.

29. OTHER DISCLOSURES i. Extracts of Annual Return: Pursuant to the provisions of Section 134(3)(a) of the Act, the Annual Return for the Financial Year 2023-24 has been uploaded on the Company’s website and can be accessed at https:// www.jubilantpharmova.com/investors/financials/ annual-return. ii. Public Deposits: The Company has not accepted any deposits from the public during the year. The Company had no outstanding, overdue, unpaid or unclaimed deposits at the beginning and end of the Financial Year 2023-24. iii. Loans, Guarantees and Investments: Details of loans, securities and investments along with the purpose for which the loan or security is proposed to be utilised by the recipient have been disclosed in Note nos. 5, 6 and 41 to the Standalone Financial Statements, as applicable. The Company has not provided any guarantee.

During the Financial Year 2023-24, the Company has invested an amount of H13.62 million in O2 Renewable

Energy XVI Private Limited (‘O2 Renewable’), a wholly-owned subsidiary of O2 Energy SG Pte. Ltd., Singapore, a leading renewable energy developer for acquisition upto 19.89% stake in O2 Renewable for purchase of renewable energy power generated from the Captive Generating Plant. This will help to meet the green energy requirement for Company’s manufacturing facility located at Nanjangud, Karnataka and optimise energy cost. iv Particulars of Contracts or Arrangements with the Related Parties: The Company has formulated a policy on Materiality of Related Party Transactions and Dealing with Related Party Transactions (‘RPTs’). The Policy is available at https://www.jubilantpharmova.com/ investors/corporate-governance/policies-and-codes/ policy-on-rpts. Prior omnibus approval is obtained for RPT’s which are of repetitive natures. All RPTs are placed before the Audit Committee for review and approval. All RPT’s entered into during the Financial Year 2023-24 were in the ordinary course of business and on arm’s length basis. No material RPTs were entered into during the Financial Year 2023-24 by the Company as de_ned in the Policy. Accordingly, the disclosure of RPTs as required under Section 134(3) (h) of the Act in Form AOC-2 is not applicable. Your Directors draw attention of the members to Note no. 37 to the Standalone Financial Statements which sets out the Related Party disclosures. v. Material Changes in Financial Position: No material change or commitment has occurred after close of the Financial Year 2023-24 till the date of this Report, which a_ects the financial position of the Company. vi. Orders passed by Courts/ Regulators: No signi_cant or material order has been passed by the regulators or courts or tribunals impacting the going concern status of the Company or its future operations.. vii. Secretarial Standards: The Company has complied with the Secretarial Standard 1 and 2 issued by the Institute of Company Secretaries of India on Meetings of the Board of Directors and General Meetings. viii. No disclosure or reporting is required in respect of issue of equity shares with di_erential voting rights as to dividend, voting or otherwise as the same is not applicable. ix. Neither the Managing Director nor the Whole-time Director(s) of the Company received any remuneration or commission from any of its subsidiaries. x. No application has been made under the Insolvency and Bankruptcy Code, 2016. Hence, the requirement to disclose the details of the application made or any proceeding pending under the said Code during the year along with their status as at the end of the financial year is not applicable. xi. The requirement to disclose the details of the di_erence between the amount of the valuation done at the time of one-time settlement and the valuation done while taking a loan from the Banks or Financial Institutions along with the reasons thereof, is not applicable.

30. CORPORATE GOVERNANCE

As a responsible corporate citizen, the Company is committed to maintain the highest standards of Corporate Governance and believes in adhering the best corporate practices prevalent globally.

A detailed Report on Corporate Governance is attached as Annexure-6 and forms part of this Report. A certificate from Mr. Rupinder Singh Bhatia, Practising Company Secretary (C.P. No. 2514), confirming Compliance with the conditions of Corporate Governance, as stipulated in Clause E of Schedule V to the Listing Regulations is attached to the Corporate Governance Report.

The Board Members and Senior Management Personnel have afirmed compliance with the Code of Conduct for Directors and Senior Management for the year ended March 31, 2024. A certificate from the Managing Director confirming the same is attached to the Corporate Governance Report.

A certificate from the CEO and CFO confirming correctness of the financial statements, adequacy of internal control measures, etc. is also attached to the Corporate Governance Report.

31. MANAGEMENT DISCUSSION AND ANALYSIS REPORT

The Management Discussion and Analysis Report on the operations of the Company as provided under the Listing Regulations has been given separately and forms part of this Report.

32. ACKNOWLEDGEMENTS

Your Directors acknowledge with gratitude the cooperation and assistance received from the Central and State Government authorities, International Regulatory Agencies viz. USFDA, EU agencies, Australian agency, Canadian agency, World Health Organisation (WHO) etc. Your Directors thank the shareholders, debenture holders, financial institutions, banks/ other lenders, debenture trustee, customers, vendors and other business associates for their con_dence in the Company and its management and look forward to their continued support. The Board wishes to place on record its appreciation for the dedication and commitment of the Company’s employees at all levels, which has continued to be our major strength. We look forward to their continued support in the future.

For and on behalf of the Board