Beta Drugs Limited — Proxy Solicitation & Information Statement 2024

Nov 7, 2024

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BDL/PKL/SEC/2024 7[th] November, 2024

To, The Manager Listing Department National Stock Exchange of India Limited Exchange Plaza, C-1, Block-G Bandra Kurla Complex Bandra East Mumbai 400051

Script :-BETA

Dear Sir,

Sub: 2[nd] Corrigendum to the Notice of Extra Ordinary General Meeting of Company Scheduled to be held on Tuesday, November 12, 2024

Dear Sir/ Madam,

Pursuant to Regulation 30 of SEBI (Listing Obligation and Disclosure Requirements) Regulations, 2015 and in furtherance to our letter dated October 19, 2024 wherein the Company has informed about the Extra Ordinary General Meeting ("EGM") of the shareholders of Beta Drugs Limited which is scheduled to be held on Tuesday, 12[th] November 2024 , at registered office of the company situated at Village Nandpur, Lodhimajra Road, Baddi Distt Solan, H.P - 174101 at 10:30 a.m. and the Company has circulated a Corrigendum dated October 28[th] , 2024 to the shareholders of the Company, to amend and/or provide additional details/clarifications.

Further the company has circulated 2[nd] Corrigendum dated 7[th] November, 2024 to the shareholders of the Company, to amend point 1 & 8 of the Explanatory Statement to the EGM Notice under “Item No. 2”.

The 2[nd] Corrigendum shall form an integral part of the Notice, which has already been circulated to the Members of the Company, and on and from the date hereof, the Notice shall always be read in conjunction with all the Corrigendum. Except as detailed in the attached Corrigendum, all other items of the EGM Notice along with Explanatory Statement dated October 19[th] 2024, shall remain unchanged. The said Corrigendum is also available on the Company's website at i.e., www.betadrugslimited.com

You are kindly requested to take the same on record.

Thanking You Your’s faithfully For Beta Drugs Ltd.

Digitally signed by Rajni Brar Rajni Brar Date: 2024.11.07 19:20:33 +05'30' Rajni Brar Company Secretary

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2[nd] CORRIGENDUM TO THE NOTICE OF THE EXTRAORDINARY GENERAL MEETING TO BE HELD ON TUESDAY, NOVEMBER 12, 2024 AT 10.30 A.M.

An Extraordinary General Meeting (“EGM”) of the Members of BETA DRUGS LIMITED (“the Company”) is scheduled to be held on Tuesday, November 12, 2024 AT 10:30 A.M .

The Notice of the EGM (“EGM Notice”) was dispatched to the Shareholders of the Company on 19[TH] October, 2024 in due compliance with the provisions of the Companies Act, 2013, and rules made thereunder, read with circulars issued by Ministry of Corporate Affairs and Securities Exchange Board of India and all other applicable provisions.

The Company had filed applications with the stock exchange namely NSE Limited (“NSE”), for seeking in-principle approval in relation to the proposed preferential issue of Equity Shares & Compulsory Convertible Debentures for which the approval of the shareholders is being sought. Thereafter, the Company has received observations from NSE through e-mail dated 25[th] October, 2024 and has directed the Company to rectify / provide additional details through Corrigendum and Company has issued Corrigendum on 28[th] October, 2024. Thereafter, the Company has received 2[nd] observations from NSE through e-mail dated 4[th] November, 2024 and has directed the Company to rectify / provide additional details through Corrigendum. This 2[nd] Corrigendum is being issued to notify the amendments/ provide clarifications & additional details with respect to certain disclosures made under the explanatory statement to Item No. 2, which is annexed to the Notice (“Explanatory Statement”), as mentioned herein:

• 1 In the explanatory statement “Item No. 2”, point 1 should be read as follows:

1. Object of the preferential issue of equity shares:

Subject to applicable law, the Company shall utilize the proceeds from the preferential issue for funding capital investment or expenditure requirements of the Company and its subsidiaries (including, by way of investment in its subsidiaries) and other general corporate purposes. The Company will use the Subscription Amount for the following purposes:

Sr. No	Use of Funds	Estimated Amount (Rs. in cr)	Timeline
1	FacilityUpgradation of 100% Subsidiary- AdleyFormulations P Ltd.	8	within 24 months from the date of allotment of CCD's
2	FacilityUpgradation of 100% Subsidiary- AdleyLab Ltd.	5
3	R & D facilty (new setup)	15
4	Geographical Expansion	10
	4.1New Registrations
	4.2Audits
	4.3Dossiers costs
	4.4Bioequivalence studies costs
5	Capital Expenditure(Manufacturing- new setup)	44
6	Capital Investment(includingcapital acquisitions)	20
7	General Corporate	15
	Total	117

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The fund requirement and the proposed utilization schedule are based on management estimates, market conditions, business needs and other commercial and technical factors, and the actual deployment of funds at each stage will depend on a number of factors such as financial, market and sectoral conditions, business performance and strategy, and other external factors (such as competitive environment, pandemic and related government requirements, employment and disposable income levels, demographic trends, technological changes, changing customer preferences and increasing regulations or changes in government policies), which may not be within the control of the Company and may result in modifications to the proposed schedule for utilization of the net proceeds at the discretion of the Board, subject to compliance with applicable laws.

Pending utilization of the proceeds from the Preferential Issue, the Company may invest such proceeds in money/debt market instruments (including mutual funds and liquid funds), deposits in scheduled commercial banks, or any other avenues as permitted under applicable laws.

Further it is confirmed that company will not invest in capital eroding and high risk taking instruments and all other investment shall be done in compliance with the applicable laws.

1. In the explanatory statement “Item No. 2”, point 8 should be read as follows:

8. Identity the Proposed Allottee and the percentage of post preferential issue capital that may be held by them:

To meet the object of the issue, below Proposed Allottee, has shown its intent to subscribe to Equity Shares and CCDs of the Company.

Name of the Proposed Allottees	Category	Pre issue Shareholding	Pre issue Shareholding	No. of equity shares to be allotted	No. of CCD shares to be allotted	Post issue Shareholding	Post issue Shareholding	Post issue Category
		Number	% of shares			Number	% of shares
Healthquad Fund II (a scheme under Healthquad Trust II)	Non- promoter	0	0.00%	70	4,53,623	4,53,693	4.40%	Non- promoter
Inti Capital VCC - Inti Capital I	Non- promoter	0	0.00%	30	2,11,691	2,11,721	2.05%	Non- promoter
Generational Capital Breakout Fund 1	Non- promoter	14,000	0.15%	0	42,337	56,337	0.55%	Non- promoter

This 2[nd] corrigendum to the EGM Notice shall form an integral part of the EGM Notice and Corrigendum, which has already been circulated to the Shareholders of the Company and on and from the date hereof, the EGM Notice shall always be read in conjunction with this Corrigendum. This 2[nd] Corrigendum will be made available on website of the stock exchange i.e. NSE and on the website of the Company.

All other contents of the EGM Notice, save and except as modified or supplemented by this Corrigendum, shall remain unchanged.

By Order of the Directors

Place: Baddi sd/Date: 07.11.2024 Ms. Rajni Brar Company Secretary

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