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Cipla Ltd. AGM Information 2025

Jul 16, 2025

59275_rns_2025-07-16_1c36b64d-8b32-4107-87db-b7b30f69eef0.pdf

AGM Information

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16[th] July, 2025

(1) BSE Limited (2) National Stock Exchange of India Limited Listing Department, Listing Department Phiroze Jeejeebhoy Towers, Exchange Plaza, 5[th] floor, Dalal Street, Plot no. C/1, G Block, Mumbai 400 001 Bandra Kurla Complex, Bandra (East), Mumbai - 400 051 Scrip Code: 500087 Scrip Code: CIPLA

(3) SOCIETE DE LA BOURSE DE LUXEMBOURG Societe Anonyme 35A Boulevard Joseph II, L-1840 Luxembourg

Subject: Proceedings of the 89[th] Annual General Meeting of the Company

Dear Sir/Madam,

We hereby notify that the 89[th] Annual General Meeting (AGM) of the Company was held on Wednesday, 16[th] July, 2025 at 3.00 p.m. IST through video conferencing (VC).

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

  2. Presentation by Mr Umang Vohra – Managing Director and Global Chief Executive Officer

  3. Proceedings of the AGM

Kindly take the above on record.

Thanking you,

Yours faithfully,

For Cipla Limited

RAJENDR Digitally signed by RAJENDRA CHOPRA A CHOPRA Date: 2025.07.16 21:47:29 +05'30' Rajendra Chopra

Company Secretary

Enclosed: a/a

Prepared by: Sharina Dsilva

Cipla Ltd. Regd. Office - Cipla House, Peninsula Business Park, Ganpatrao Kadam Marg, Lower Parel, Mumbai-400 013, India P +91 22 41916000 F +91 22 41916120 W www.cipla.com E-mail [email protected] Corporate Identity Numbe r L24239MH1935PLC002380

  • Eighty Nineth Annual General Meeting

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Address by Dr Y K Hamied on 16[th] July 2025, Chairman, Cipla Limited

Dear Shareholders,

Welcome to all of you at the 89[th] Annual General Meeting of your Company. This year, 2025, marks a significant milestone - Cipla will be 90 on 17[th] August. We are proud that over these years we have been of service to society. Throughout this period, Cipla has been guided by a vision - a strong determination to do good for humanity by providing access to affordable, high-quality medicines, not only in India, but globally. This mission remains relevant even today, and we continue to be deeply involved and committed to our compassionate purpose of ‘Caring for Life’.

Personally, I have been involved with Cipla since its inception. It has been a long, happy, and productive association. The 65 years that I have spent actively in Cipla since 1960 has been the most rewarding experience. Our performance is a testament to our overall business strategy and work ethics. Cipla continues to be among the leading generic pharmaceutical companies, not only in India, but also in Africa, USA, Europe and has a growing presence in selected markets around the world.

Over the years, Cipla has evolved from a pioneering indigenous pharmaceutical company into a global generic supplier of medicines. This journey has been promoted by R&D, innovation, quality control and the pursuit of excellence in whatever we do. As we look ahead, we will continue along the same path to achieve a vibrant Cipla of the future.

There are many areas in healthcare where Cipla has specifically focused and defined long-term commitment. First and foremost is our leadership in respiratory medicine. We are also actively collaborating to combat the global crisis of Anti-Microbial Resistance (AMR). Cipla remains committed to providing relevant and advanced therapies across a broad spectrum of health issues including cardiac, cancer, mental health, obesity, urology, and other critical chronic and acute diseases.

Cipla’s mission goes beyond business and incorporates a humanitarian approach in the area of healthcare. Since its inception in 1997, the Palliative Care & Training Centre in Pune has provided solace, comfort and care to over 25,000 patients and their families. We have extended our palliative care services appropriately to over 30 cities in India. This initiative reflects Cipla’s total involvement to care beyond cure.

We now have a global workforce of around 30,000 employees, who all play a vital role in Cipla’s development and progress. We all share a sense of purpose, passion, and pride to uphold the strong values on which Cipla stands.

I would like to express the Company’s and my personal thanks to my brother, Mr. M. K. Hamied, who joined Cipla in 1974 and retired in 2024 after spending 50 years in managing our Company. His visionary leadership has been instrumental in shaping Cipla’s growth over the years. Without his inputs, Cipla would not be where we are currently ranked. Though he has formally retired, he continues to offer invaluable guidance on many company’s issues, especially in our Corporate Social Responsibility and humanitarian work. On behalf of all of

Cipla Ltd. Regd. Office - Cipla House, Peninsula Business Park, Ganpatrao Kadam Marg, Lower Parel, Mumbai-400 013, India P +91 22 41916000 F +91 22 41916120 W www.cipla.com E-mail [email protected] Corporate Identity Numbe r L24239MH1935PLC002380

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us at Cipla, including you, our shareholders, I extend our gratitude and best wishes for his good health and well-being, as also for his continuing assistance to our Company. I would like to thank Samina Hamied for her positive role in Cipla over 20 years till 2024 as Executive Vice-Chairman of the Company. Additionally, three of our Directors, Mr. S. Radhakrishnan, Mr. Ashok Sinha, and Mrs. Punita Lal have retired from the Company’s Board last year and we wish them all the very best in their future endeavours.

As we celebrate 90 years of Cipla, I would like to acknowledge the strategic leadership of our Company’s Senior Management Team under our CEO, Mr. Umang Vohra, as also that of the Cipla Board of Directors. Many thanks to all our partners and suppliers, the medical profession, and the pharmacies for their continued support. Above all, I thank you, our shareholders, for your trust and faith in our Company. To one and all, I extend my personal appreciation. Together, we will continue to expand our access to innovative, high-quality healthcare and at the same time, uphold Cipla’s values of compassionate care to society and humanity.

Thank you.

Cipla Ltd. Regd. Office - Cipla House, Peninsula Business Park, Ganpatrao Kadam Marg, Lower Parel, Mumbai-400 013, India P +91 22 41916000 F +91 22 41916120 W www.cipla.com E-mail [email protected] Corporate Identity Numbe r L24239MH1935PLC002380

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Annual General Meeting MD & GCEO’s Address

Umang Vohra Jul 2025

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FY25: Robust performance across geographies[1] ; highest ever EBITDA margin

Revenue EBITDA PAT 8% 14% 28% INR 7,128 Cr INR 5,273 Cr INR 27,548 Cr (YoY) (YoY) (YoY) 25.9% (139 bps YoY) 19.1% (301 bps YoY)

FY25

Business Performance Snapshot

One India North America One Africa

12% $ 452 Mn (YoY)

7% 3% INR 11,615 Cr $ 934 Mn (YoY) (YoY)

Emerging Markets & Europe

15% $ 390 Mn (YoY)

FY25

Foracort surpassed the Received drug approval SA private Growing at a INR 900 Cr revenue for Nilotinib (NDA) & market[3] growth multiple mark[2] Nano Paclitaxel (&A) 1.4x

Revitalizing growth after an extended standstill

2

  1. Ex-QCIL; Divested in Q3FY24 | 2. Market data IQVIA MAT Mar’25 | 3. Market data IQVIA MAT Feb’25

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Strategic focus driving steady expansion; Strong $1bn+ net cash position

EBITDA & PAT Margin %

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Revenue from Operations (in INR Cr)
10%
5 Year CAGR
FY 20 FY 21 FY 22 FY 23 FY 24 FY 25
27,548

25,774

22,753
21,763 ₹

19,160

17,132

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26%
24%
23%
22%
21%
19% 19%
16%
13% 12%
12%
9%
FY 20 FY 21 FY 22 FY 23 FY 24 FY 25
EBITDA Margin% PAT Margin%
5.6% 33.1%
R&D Expense % of Return on Invested
Revenue Capital [3]
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10,000 Cr+ 430 Cr+
Total Cash [1] Total Debt [2]
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  1. Cash & cash equivalents includes current investments, fixed deposits, margin deposits & excluding unclaimed dividend balances 2. Total Debt = Lease Liabilities + Other Debt 3. RoIC = EBITDA - depreciation & amortisation ÷ Average [(Fixed assets including goodwill + Current assets excluding cash & cash equivalent) - Current liabilities excluding borrowing)]

3

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Sustained Market Leadership: Key Highlights of the FY25

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North Emerging
America Markets
4 [th] 2 [nd]
Largest by prescription Largest Indian
for generic inhalation exporter to emerging
markets [4]
products in the US [3]
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South
India
Africa
2 [nd]
3 [rd]
Largest pharma Largest pharma
company in India [1] company in
prescription market [2]
Expanding
AMR Stewardship
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Expanding manufacturing footprint

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Key Partnerships
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Received regulatory approval for
Afrezza in India in partnership with
MannKind corporation
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  • Partnered with Orchid pharma to launch antibiotic Cefepime Enmetazobactam

  • Initiated commercial batches manufacturing at the China facility

  • • Derisking of U.S. business continues by investing in local MDI/ DPI manufacturing capabilities

  • Signed multi-regional licensing deal with Formosa Pharma for Clobetasol Suspension

  • Launched Zemdri (Plazomicin) Injection in India in Q1 FY26

4

  1. Market data as per IQVIA MAT Mar 2025 2. Market data as per IQVIA MAT Feb 2025 3. IQVIA TRx MAT March 2025 4. EXIM FY2025

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Maintaining Quality as a pillar of long-term success

Jun-24 Jul-24 Oct-24 Feb-25 Apr-25* Patalganga, Kurkumbh, Verna, Virgonagar, Medispray, Maharashtra Maharashtra Goa Bengaluru Goa

5 Manufacturing facilities were audited by the USFDA in FY25 All 5 inspections have been classified as ‘VAI’

5

*Month of official classification from USFDA; while all these facilities have been inspected in FY25

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Commitment to Environmental Sustainability

Progress on ESG Goals

Key Highlights

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Achieved 1.75 times water positive

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Achieved full compliance with the safe discharge targets established by AMR Industry Alliance

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58% reduction in absolute scope 1* & scope 2 GHG established by AMR Industry Alliance emission compared to FY2019-20

ESG Ratings & Score 79

B

Featured in the prestigious DJSI World (Climate & Water) Index & DJSI Emerging Markets Index

AMR Certification

Ciprofloxacin made at Indore plant is Anti Microbial Resistance compliant, certified by BSI 64% electricity consumed through Renewable sources FY25: Stellar Performance across markets

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Manufacturing operations (36 units & R&D Centre) are Zero waste to l&fill certified.

Ranked Fifth in Pharma & Healthcare sector at the BW Businessworld India's Most Sustainable Companies Awards 2024

Note: Boundary for sustainability data is India Manufacturing operations | *Scope 1 energy based

6

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Cipla Foundation: Nurturing the Ecosystem of Care

In FY 2024-25, we touched the lives of 3,38,000+ individuals through our work across five thematic areas

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Health

  • Palliative care

  • Door-step health

  • Patient support & medical grants

  • Public health system strengthening

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Environmental Sustainability

  • Water resource development

  • Natural

  • resource management

  • Sustainable farming

Education

  • Student learning development

  • Mobile science labs

  • Student scholarships

  • & merit awards

Skilling

  • Upskilling

  • Government internship program

Disaster Response

  • Relief material & community outreach

FY25: Stellar Performance across markets

7

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Accolades

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Certificate of Appreciation: Large Category (Listed Segment) at the ICSI National Awards for Excellence in Corporate Governance

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Certified as Great Place to Work for 7th year in a row by Great Place to Work Institute, India – Feb’25 to Feb’26

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Cipla Global Supply Chain Team wins its first global award in 'Transformation’ & 'Risk Management & Resilience’ categories at the ISM Supply Chain Trailblazer Awards 2023

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Indore & Goa-1 sites awarded Gold in the Occupational Health & Safety category at the 9th Apex India Excellence Awards 2024

Gold Shield in Large Manufacturing & Trading sector category at ICAI Awards for Excellence in Financial Reporting for FY 23-24

‘Tuffies’ won the Health Awareness Campaign of the Year award Gold Shield in Large Manufacturing & for driving meaningful change paediatric rTrad in g sector cat e gospi r y at atory care in India ICAI Awards for Excellence in Financial Reporting for FY 23-24at ET RE Pharma Awards

Cipla Health brand Nicotex won Silver in the Best Connected TV/ OTT Ad campaign category at e4m Real Time Programmatic Advertising Awards 2024

Best Gen AI Use Case of 2024 for Cipla Genie Platform at the Gen AI Conclave & Awards by the UBS Forum

8

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Nurturing the business for the future (1/2)
India South Africa

Nicotex [1] , Omnigel [2] & Cipladine [2 ] ranked #1 •
Wellness Ranked #3 in the SA OTC market [3]
in respective categories •
Secured revenues of ZAR 1.65 billion ,

Acquisition of key brands i.e. Astaberry,
growing at 11.8% over the last FY
Ikin, Bhimsaini from Ivia Beaute Pvt. Ltd
CipAir Spirofy Cippoint
Handheld
Point-of-Care
Diagnostics An AI powered spirometer for
diagnostic
mobile app for diagnosing
with multiple
asthma screening chronic respiratory
tests
diseases
mRNA
mRNA

Working closely with our investee co. Ethris GmBH to co-develop mRNA assets for India & LMICs

Setting up our own mRNA R&D laboratory & Centre of Excellence in Europe
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9

  1. Market data as per IQVIA Feb’ 25 2. Market data as per AC Neilsen Feb’ 25 3. IQVIA MAT Feb’25

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Nurturing the business for the future (2/2)

Respiratory
Assets Pipeline &
LGWP Propellants

Filed 6 Respiratory assets including
gSymbicortandgQvarin US

4 assets to be filed over next 12-18 months
Respiratory Assets Pipeline

Four key assets with Low Global Warming
Potential (LGWP) under development
Low Global Warming Potential Propellants

Two Oligonucleotides
assets to be filed over next
12-24 months
Oligonucleotides

Pipeline unlocking
continues with Nilotinib

2 more launches
expected in 2-3 years
505 b(2) Assets

9 assets filed with launches
expected in FY26-FY28

10 assets to be filed over
next 12-24 months
Peptides & Complex Generics
Respiratory Assets Pipeline Low Global Warming Potential Propellants

Filed 6 Respiratory assets including
gSymbicortandgQvarin US

4 assets to be filed over next 12-18 months

Four key assets with Low Global Warming
Potential (LGWP) under development
Specialty
Assets
Biosimilars &
Cell Therapy

JV‘Aspergen’ with Kemwell Biopharma

2 Global assets in early stage of
development
Biosimilars

JV with Kemwell & Manipal Education &
Medical Group to develop &
commercialize novel Cell therapy products
Cell Therapy
Biosimilars &
Cell Therapy
Cell Therapy

JV with Kemwell & Manipal Education &
Medical Group to develop &
commercialize novel Cell therapy products

Biosimilars Cell Therapy

  • Biosimilars & • JV‘Aspergen’ with Kemwell Biopharma

  • Cell Therapy2 Global assets in early stage of development

  • JV with Kemwell & Manipal Education & Medical Group to develop & commercialize novel Cell therapy products

10

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“With 90 years of excellence, our purpose is our legacy – it’s what sets us apart; driving us to continually innovate & provide care across continents, communities & generations”

THANK YOU

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Summary of proceedings of the 89[th] Annual General Meeting

The 89[th] Annual General Meeting (AGM) of the members of Cipla Limited (the “Company”) was held on Wednesday, 16[th] July 2025, through Video Conferencing (VC). In compliance with the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the webcast facility was also provided to the shareholders. The AGM commenced at 3.00 p.m. IST and concluded at 5:15 p.m. IST (including time allowed for e-voting at the AGM).

Directors present :

  • 1) Dr Y K Hamied – Non-Executive Chairman

  • 2) Mr Abhijit Joshi – Non-Executive Director

  • 3) Mr Adil Zainulbhai – Non-Executive Director

  • 4) Dr Balram Bhargava – Independent Director and Chairman - Corporate Social Responsibility Committee

  • 5) Mr Kamil Hamied - Non-Executive Director

  • 6) Dr Mandar Vaidya – Independent Director and Chairman - Nomination and Remuneration Committee and Stakeholders Relationship Committee

  • 7) Ms Maya Hari - Independent Director

  • 8) Mr P R Ramesh – Lead Independent Director and Chairman – Audit Committee

  • 9) Mr Robert Stewart – Independent Director and Chairman - Investment and Risk Management Committee

  • 10) Ms Sharmila Paranjpe - Independent Director

  • 11) Mr Umang Vohra – Managing Director and Global Chief Executive Officer

In attendance :

  • 1) Mr Ashish Adukia – Global Chief Financial Officer

  • 2) Mr Rajendra Chopra – Company Secretary

  • 3) Mr Adi Sethna – Representative of Walker Chandiok & Co LLP, Chartered Accountants, Statutory Auditor

  • 4) Mr Avinash Bagul – Representative of BNP & Associates, Secretarial Auditor and the Scrutinizer for the purpose of e-voting and voting at the AGM

  • 5) Mr Ashish Thatte – Representative of M/s Joshi Apte & Associates, Cost Accountants, Cost Auditor

  • 6) Ms Ankita Parab – Representative of DNV Business Assurance India Private Limited, Assurance Provider for Integrated Annual Report and Business Responsibility and Sustainability Report for FY 2024-25

Shareholders present : 101

Pursuant to Article 77 of Article of Association of the Company, Dr Y 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

Cipla Ltd. Regd. Office - Cipla House, Peninsula Business Park, Ganpatrao Kadam Marg, Lower Parel, Mumbai-400 013, India P +91 22 41916000 F +91 22 41916120 W www.cipla.com E-mail [email protected] Corporate Identity Numbe r L24239MH1935PLC002380

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VC. Requisite quorum being present, the Company Secretary on behalf of the Chairman called the meeting to order and made the statutory announcements. The Company Secretary inter-alia informed the shareholders that:

  • a) the meeting was being held through VC in accordance with the provisions of the 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, Statutory Auditor’s report and other reports along with notice of this meeting circulated to the members were taken as read.

  • c) since there were no qualifications, observations, comments or remarks in the statutory auditor’s and the Secretarial Auditor’s reports for the year ended 31[st] March 2025, the reports were taken as read.

  • d) the e-voting facility commenced at 9.00 a.m. (IST) on Saturday, 12[th] July, 2025 and ended at 5.00 p.m. (IST) on Tuesday, 15[th] July, 2025. The voting rights were reckoned on the shares held as on the cut-off date i.e. Wednesday, 9[th] July, 2025.

  • e) electronic voting facility during the AGM was made available for members who had not exercised their vote through 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. 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 FY 2024-25 performance, quality audit status, progress on ESG goals, CSR initiatives, accolades and therapies offered by Cipla during the year.

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.

Cipla Ltd. Regd. Office - Cipla House, Peninsula Business Park, Ganpatrao Kadam Marg, Lower Parel, Mumbai-400 013, India P +91 22 41916000 F +91 22 41916120 W www.cipla.com E-mail [email protected] Corporate Identity Numbe r L24239MH1935PLC002380

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

Sr.
No.
Agenda Item Type of
Resolution
Ordinary Business
1. To receive, consider and adopt the audited standalone financial statements of the
Company for the financial year ended 31stMarch, 2025 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 31stMarch, 2025 and the report of the
Auditor thereon.
Ordinary
3. To declare dividend on equity shares. Ordinary
4. To re-appoint Mr Umang Vohra as director liable to retire by rotation Ordinary
Special Business
5. To ratify remuneration of the cost auditor for the financial year ending
31stMarch, 2026.

Ordinary
6. To appoint Secretarial Auditors of the Company Ordinary

The Chairman then invited the shareholders to express their views or ask questions. Mr Umang Vohra, Managing Director and Global Chief Executive Officer and Mr Ashish Adukia, Global Chief Financial Officer suitably responded on the queries raised.

The Chairman thanked the shareholders for attending the 89[th] AGM of the Company and authorised the Company Secretary to conclude the meeting, receive the scrutiniser’s report and announce the e-voting results.

Upon completion of the e-voting process, the Company Secretary declared the meeting as concluded.

As per the Scrutiniser’s Report received, all the resolutions as set out in the notice of the 89[th] AGM were passed by requisite majority.

Thanking you,

Yours faithfully,

For Cipla Limited

RAJENDRA Digitally signed by RAJENDRA CHOPRA CHOPRA Date: 2025.07.16 21:47:58 +05'30'

Rajendra Chopra

Company Secretary

Prepared by: Sharina Dsilva

Cipla Ltd.

Regd. Office - Cipla House, Peninsula Business Park, Ganpatrao Kadam Marg, Lower Parel, Mumbai-400 013, India P +91 22 41916000 F +91 22 41916120 W www.cipla.com E-mail [email protected] Corporate Identity Numbe r L24239MH1935PLC002380