Aarti Drugs Limited — Capital/Financing Update 2021

Mar 19, 2021

Ref. No.: ADL/SE/2020-21 March 19, 2021

To, Listing/ Compliance Department BSE LTD. Phiroze Jeejeebhoy Towers Dalal Street, Mumbai 400 001

To, Listing/ Compliance Department National Stock Exchange of India Limited "Exchange Plaza", Plot No C/1, G Block, Bandra Kurla Complex, Bandra (E), Mumbai 400 051

BSE CODE: 524348

NSE CODE: AARTIDRUGS

Sub: Outcome of Board Meeting held today i.e. March 19, 2021 of Aarti Drugs Limited ("Company")

Dear Sir/ Madam,

Further to our intimation dated March 16, 2021 and in terms of Regulation 30 and 42(2) of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 and Regulation 9(i) of Securities and Exchange Board of India (Buyback of Securities) Regulations, 2018, as amended ("Buyback Regulations"), we wish to inform you that the Board of Directors at its meeting held today has approved:

The Buyback of up to 6,00,000 fully paid-up equity shares of face value of Rs. 10/- (Rupees Ten only) each of the Company ("Equity Shares") representing up to 0.64% of the total number of Equity Shares of the Company at a price of Rs. 1,000/- (Rupees One Thousand Only) per Equity Share ("Buy Back Price") (including premium of Rs. 990/- per Equity Share) payable in cash for an aggregate amount of up to Rs. 60,00,00,000/- (Rupees Sixty Crore Only ) (excluding transaction costs such as brokerage, Buyback tax, securities transaction tax, goods and service tax, stamp duty etc.)("Buyback Size"), which is 9.82% and 9.41% of the fully paid- up equity share capital and free reserves, as per the audited standalone and consolidated balance sheet, respectively, of the Company as on March 31, 2020, (the last audited balance sheet available as on the date of Board meeting), on a proportionate basis through tender offer ("Tender Offer") as prescribed under Buyback Regulations, to all the equity shareholders/ beneficiary owners who hold Equity Shares on the Record Date ("Buyback"). The Buyback Size does not include any transaction costs viz. brokerage, applicable taxes inter alia including Buyback taxes, securities transaction tax, GST, stamp duty, expenses incurred or to be incurred for the Buyback like filing fees payable to Securities and Exchange Board of India ("SEBI"), advisors/legal fees, public announcement publication expenses, printing and

dispatch expenses and other incidental and related expenses etc. ("Transaction Cost").

The Board took note of intention of members of the promoter and promoter group including person in control of the Company to participate in the proposed Buyback.

The Board of Directors has determined the Record Date for the proposed Buyback as April 1, 2021 ("Record Date").

The public announcement setting out the process, timelines and other requisite details will be released in due course in accordance with the Buyback Regulations.

The Company has formed a Buyback Committee to do all such acts, deeds , matters and things as it may, in its absolute discretion deem necessary, expedient usual or proper in connection with the proposed Buyback.

The pre Buyback shareholding pattern of the Company is attached hereto as Annexure "A".

Inga Ventures Private Limited has been appointed as the Manager to the proposed Buyback.

The meeting of Board of Directors commenced at 12 Noon and concluded at 2:35 p.m.

This is for your information and records.

Thanking you,

Yours Faithfully, FOR AARTI DRUGS LIMITED

RUSHIKESH DEOLE COMPANY SECRETARY & COMPLIANCE OFFICER ICSI M. NO.:- A54527

Annexure "A"

Pre Buyback shareholding pattern of the Company as on March 12, 2021

Category of Shareholder	Number of equity share held	% to the existing equity share capital
A) Promoter and Promoter Group	5,61,02,300	60.2
B) Public Shareholder
Institutions
Mutual Funds	14,14,696	1.52
Foreign Portfolio Investor	29,92,541	3.21
Financial Institutions / Banks	780	0.00
Insurance Companies	712	0.00
Alternate Investment Funds	1,61,932	0.17
Others	0	0.00
Non-Institutions
NBFCs registered with RBI	5,300	0.00
IEPF	2,72,119	0.29
Foreign Companies	0	0.00
Individuals	2,93,35,271	31.48
Trusts / HUF	9,78,658	1.05
NRIs	5,40,441	0.58
Clearing Members	4,18,384	0.45
Bodies Corporate	9,76,666	1.05
Others	200	0.00
C) Non Promoter – Non Public	0	0.00
TOTAL	9,32,00,000	100

FOR AARTI DRUGS LIMITED

RUSHIKESH DEOLE

COMPANY SECRETARY & COMPLIANCE OFFICER ICSI M. NO.:- A54527