Cipla Ltd. — AGM Information 2022

Aug 26, 2022

Cipla

26th August 2022

(1) BSE Limited Listing Department, Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai 400 001

Scrip Code: 500087

• (3) SOCIETE DE LA BOURSE DE LUXEMBOURG Societe Anonyme 35A Boulevard Joseph II, L-1840 Luxembourg
• (2) National Stock Exchange of India Limited Listing Department Exchange Plaza, 5th floor, Plot no. C/1, G Block, Bandra Kurla Complex, Bandra (East), Mumbai - 400 051 Scrip Code: CIPLA

Subject: Proceedings of the 86th Annual General Meeting of the Company

Dear Sir/Madam,

We hereby notify that the 86th Annual General Meeting (AGM) of the Company was held on Friday, 26th August 2022 at 3.00 pm through video conferencing/ other audio-visual means (OAVM).

Pursuant to the provisions of Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 we are enclosing the following:

• 1. Speech by Dr Y K Hamied Chairman
• 1. Presentation by Mr Umang Vohra Managing Director and Global Chief Executive Officer
• 1. Proceedings of the AGM.

Kindly take the above on record.

Thanking you,

Yours faithfully,

Rajendra Chopra Company Secretary

Enclosed: a/a

Prepared by: Raviraj Soni

Cipla Ltd.

Eighty-Sixth Annual General Meeting Friday, 26th August 2022 Address by Dr. Y. K. Hamied Chairman

Ladies & Gentleman,

I would like to welcome you to the 86th Annual General Meeting of your Company. Once again, this meeting is virtual. It has been two years since we last held an inperson meeting. Unfortunately, the unpredictable nature of the COVID-19 pandemic still prevails and now there is a new threat to public health with the monkeypox outbreak. I sincerely appeal to all of you to be disciplined and look after yourself, your families, your friends and colleagues as best possible.

Apart from this, the world continues to be plagued by newer diseases, war, supply chain disruptions, market volatility and above all, the major threats of climate change and anti-microbial resistance. Despite these major problems, scientists have been able to effectively control the COVID virus and its variants and also provide the world with newer therapies, diagnostics, vaccines and medications.

All of you have received by email a copy of Cipla's annual report for the year ended 31st March 2022. This includes a detailed survey of your Company's financial performance, management discussions and analysis, business strategy, technical and manufacturing operations, human relations, corporate social responsibility, supply chain management and overall company governance. With your permission, I take this report as read. It is the 5th year in succession that your Company has presented a fully integrated annual report and the people responsible for it have to be duly commended.

You would be interested to know that today, India is among the largest providers of generic medicines in the world, catering to 20% of the global demand in terms of volume. India ranks 3rd globally by pharma volume and 14th by value and has the highest number of approved pharmaceutical plants outside the USA. The pharma industry has to navigate uncertainties. Building innovation, both incremental and transformational with scientific acumen is the only way to progress.

The year under review has been a momentous one for Cipla. We were recognised by Business Standard as the 'Company of the year 2021' and our executive Vice-Chairperson, Samina Hamied, was conferred with The Economic Times 'Businesswoman of the Year' 2021 award. Cipla was also recognized among the companies responsible for India's overall development covering 75 years of independence. These recognitions are a testament to the high standards and commitment of all Cipla employees who continue to uphold the Company's legacy of Caring for Life.

At this stage, I would again like to thank all in the Cipla family throughout India and globally for their outstanding performance and work during this difficult year, not only in fighting COVID-19, but also in providing medicines on a continuous basis worldwide. The work done has been well beyond the call of duty and your Company has been among the most responsible in the industry during this period. We have made significant progress in our business and continue our forward growth, not only in India, but also in the USA and other key markets. Cipla continues to remain the third largest pharmaceutical company, both in India and in South Africa. Globally, among all pharmaceutical companies we rank number 52 and among the global generic drug companies we rank in the leading 15. We have expanded our leadership role beyond providing medicines and are on a path to becoming an overall healthcare provider, thereby improving the quality of life of patients.

It is now 25 years since we started the Cipla Palliative Care and Training Centre in Pune. This humanitarian institution provides free-of-cost services to all patients who are terminally ill with serious medical problems, in particular cancer and allied ailments. It supports both patients and their families during critical and difficult times. We are proud that this institution is unique, and one of its kind not only in India, but elsewhere as well.

I would like to reiterate that Cipla continues to be a partner of choice for many domestic and global pharmaceutical companies. We have an excellent on-going relationship with international organisations such as the Global Fund, DNDi, MMV, UNAIDS, CHAI, etc. Within India, Cipla has close links with Government institutions and laboratories under ICMR, CSIR and establishments such as CDRI, IICT, etc., as also private organisations and universities. These partnerships help us in R&D, manufacturing and distribution of specialized medicines and diagnostics.

Finally, I would like to assure you, our shareholders, that your Company will continue to do whatever best possible towards healthcare, with a humanitarian approach by providing affordable medication and that none should be denied treatment, both in India and globally. My sincere gratitude to all my colleagues on the Cipla Board of Directors and the Company's leadership team headed by Samina Hamied and Umang Vohra for their support, guidance and visionary leadership. I also wish to acknowledge the contribution of all our employees, both past and present, as also our partners and collaborators in bringing Cipla to its current eminent position in the pharma industry and ensuring the future success of your Company. As always, our profuse thanks to our shareholders, medical profession, customers, suppliers, partners, associates for their continuing support and trust in our Company. Many thanks for being with us today virtually in such large numbers.

Thank you.

MD & GCEO's Address

Umang Vohra Aug 2022

Cipla – FY22 Performance

We delivered strong performance across our key markets; upward operating profitability trajectory sustained

No te:l. Excludes impact o f one-timecovid inventory and other charges of~ INR 200crin Q4 I 2. Opex inc luding depreciation

Cipla – Standing Strong, Caring for Life

Cipla Foundation works across the four focus areas of Health, Education, Skilling and Disaster Response in India and South Africa.

Cipla – Building a Sustainable Future: Our ESG Goals

At Cipla, we believe that when purpose meets passion, people and planet are the winners

Carbon Neutrality

Renewable energy

Water Neutrality

Zero Liquid Discharge plants In formulation sites comm issioned

Li2% Total water recycled/reused

Zero Waste to Landfill

FY2022 Progress

Well-being of Employees and Partners

Tota l Incident Rote

0.53

AMR Stewardship

Achieved a score of 60% in generic pharma manufacturing in Access to Medicine Foundation's AMR Benchmark Report 2021, 2nd highest in Indian Generic Pharma companies

Green Chemistry and Making it Right

Eliminated 7 undesirable solvents

Substituted 3 solvents with safer alternatives 112 HAZOP stud ies conducted dur'ln g the year.

Sustainability Award Industry Mover 2022 S&PGlobal

30%

of Clpla fac11It Ies ore Reduction In zero waste to land 1111 waste disposal

►

120,6.liS kl Rain water harverstIng potential

Cipla- Strategy strengthened for a Sustainable tomorrow

Our strategic Business objectives to drive growth, and deliver pioneering and innovative healthcare solutions

Cipla of the Future Pioneering, Innovative and Firmly rooted in Care

Indian Pharma Player to secure Asian Centre for Corporate a rank

Cipla, Only

Cipla conferred Best Governed Company instralia China Hongkong India Award

Cipla conferred 'FICCI CSR Award'

Cipla recognized 'Top Employer for 2022 in SA'

Cipl~

Summary of proceedings of the 86th Annual General Meeting

The 86th Annual General Meeting (AGM) of the Members of Cipla Limited (the "Company") was held on Friday, 26th August 2022, through video conferencing (VC) / OAVM. In compliance with the SEBI (Listing Obligations and Disclosure Requirements) Regulations, the webcast facility was also provided to the shareholders. The AGM commenced at 3.00 p.m. 1ST and concluded at 5.15 p.m. 1ST.

Directors present through VC:

• 1) Dr Y K Hamied Chairman
• 2) Mr Adil Zainulbhai Lead Independent Director
• 3) Mr Ashok Sinha Independent Director and Chairman Audit Committee
• 4) Mr M K Hamied -Vice-Chairman and Chairman Corporate Social Responsibility Committee
• 5) Dr Mandar Vaidya Independent Director
• 6) Dr Peter Mugyenyi Independent Director
• 7) Ms Punita Lal Independent Director and Chairperson Nomination and Remuneration Committee
• 8) Mr P R Ramesh Independent Director
• 9) Mr Robert Stewart Independent Director
• 10) Ms Samina Hamied Executive Vice-Chairperson and Chairperson Investment and Risk Management Committee
• 11) Mr S Radhakrishnan Non-executive Director and Chairperson Stakeholders Relationship Committee
• 12) Mr Umang Vohra Managing Director and Global Chief Executive Officer

In attendance through VC:

• 1) Mr. Ashish Adukia Global Chief Financial Officer
• 2) Mr Rajendra Chopra Company Secretary
• 3) Mr Ashish Gupta Representative of Walker Chandiok & Co LLP, Chartered Accountants, Statutory Auditor
• 4) Mr B. Narasimhan Practising Company Secretary, representative of BNP & Associates, Secretarial Auditor and the scrutiniser for the purpose of remote e-voting and voting at the AGM
• 5) Mr D H Zaveri Cost Auditor
• 6) Mr L Bhargav Assurance Reviewer for Integrated Annual Report FY 2021-22.

Shareholders present through VC / Other audio-visual means: 113

Pursuant to Article 77 of Article of Association of the Company, DrY K Hamied, Chairman presided over the meeting and welcomed the shareholders. The Chairman introduced the directors, management team, statutory auditor, secretarial auditor, cost auditor and assurance reviewer participating through VC / OAVM. Requisite quorum being present, the Chairman called the meeting to order and requested Mr Rajendra Chopra, Company Secretary to make the statutory announcements.

Cipla Ltd.

The Company Secretary inter-alia informed the shareholders that,

• a) the meeting was being held through vc / OAVM In accordance with the provisions of Companies Act, 2013 and various circulars issued by the Ministry of Corporate Affairs (MCA) and the Securities and Exchange Board of India (SEBI).
• b) the Integrated Annual Report containing the financial statements, board's report, auditor's report, and other reports along with notice of this meeting were already circulated to the members at their registered email address and taken as read.
• c) since there were no qualifici;itions, observations, comments or remarks in the statutory auditor's and the secretarial auditor's reports for the year ended 31st March 2022, the reports were taken as read.
• d) the remote e-voting facility commenced at 9.00 a.m. (1ST) on Monday, 22nd August 2022, and ended at 5.00 p.m. (1ST) on Thursday, 25th August 20i2. The voting rights were reckoned on the shares held as on the cut-off date i.e. 19th August, 2022.
• e) electronic voting facility during the AGM was made available for members who had not exercised their vote through remote e-voting facility and was open up to 30 minutes from the conclusion of the meeting.
• f) the statutory documents and reports as required to be placed at the AGM were open for inspection electronically.

The Chairman addressed the shareholders and delivered his speech. The Chairman apprised the shareholders on the Company's progress. Thereafter, Mr. Umang Vohra, Managing Director and Global Chief Executive Officer, was invited to brief the shareholders on the operations and performance of the Company.

Mr. Umang Vohra made a brief presentation covering the FY22 performance, CSR initiatives, ESG FY25 goals and progress during the year, Strategy, focus areas for the future, and awards and recognition.

With the permission of the Chairman, the Company Secretary explained to the shareholders the resolutions put forth for approval. He stated that since the meeting was held through VC and the resolutions provided in the notice were being put to vote through e-voting, there would be no proposing and seconding of the resolutions.

The summary of the resolutions put up for shareholder's approval were as under:

Sr.	Agenda Item	Type of
No.		Resolution
	Ordinary Business
1.	To receive, consider and adopt the audited standalone financial statements of the Company for the financial year ended 3i5t March 2022 and the reports of the Board of Directors and Auditor thereon	Ordinary
2.	To receive, consider and adopt the audited consolidated financial statements of the Company for the financial year ended 31st March 2022 and the report of the Auditor thereon	Ordinary
3.	To declare final dividend on equity shares	Ordinary
4.	To re-appoint Ms Samina Hamied as director liable to retire by rotation*	Ordinary
	Special Business
5.	To appoint Dr Mandar Purushottam Vaidya as independent director	Special

Cipla Ltd.

Regd. Office - Cipla House, Peninsula Business Park, Ganpatrao Kadam Marg, Lower Parel, Mumbai-400 013, India

P +9122 24826000 F +9122 24826120 W www.cipla.com E-mail contactus@dpla.com Corporate Identity Number L24239MH1935PLC002380

		Cipla
6.	Authorisation to grant share-based benefits from one or more subsidiary of the Company to Mr Umang Vohra, Managing Director and Global Chief Executive Officer"	Ordinary
7.	To ratify remuneration of the cost auditor for the financial year ending 31st March, 2023	Ordinary

* Dr Y K Hamied, Mr MK Hamied and Ms Samina Hamied were interested in this resolution ¹¹Mr. Umang Vohra was interested in this resolution

The Chairman then invited queries from the shareholders which were suitably replied by Mr Umang Vohra, Managing Director and Global Chief Executive Officer.

Thereafter, the Chairman announced the commencement of e-voting at the AGM and requested Mr B. Narasimhan, the scrutiniser, for the orderly conduct of the e-voting.

The Company Secretary was authorised to receive the scrutiniser's report and announce the e-voting results.

The Chairman thanked the shareholders for attending the 86th AGM of the Company and declared the meeting as concluded.

As per the scrutiniser's report received, all the resolutions as set out in the notice of the 86th AGM were declared as approved with the requisite majority.

Thanking you,

Yours faithfully, For Cipla Limited

Rajendra Chopra Company Secretary

Prepared by: Ravi raj Soni