Cipla Ltd. — AGM Information 2025

Jun 19, 2025

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Date: 19[th] June, 2025

• (1) BSE Ltd.

Listing Department Phiroze Jeejeebhoy Towers Dalal Street Mumbai 400 001 Scrip Code: 500087

(2) National Stock Exchange of India Ltd. Listing Department Exchange Plaza, 5[th] floor Plot no. C/1, G Block Bandra Kurla Complex Bandra (East), Mumbai - 400 051 Scrip Code: CIPLA

• (3) SOCIETE DE LA BOURSE DE

• LUXEMBERG

Societe Anonyme 35A Boulevard Joseph II L-1840 Luxembourg

Sub: Notice of the 89[th] Annual General Meeting (‘AGM’) along with Integrated Annual Report for FY 2024-25

Dear Sir/Madam,

Pursuant to Regulations 30 and 34 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, we are enclosing herewith the following documents:

1. Notice of the 89[th] AGM (‘AGM Notice’)

2. Integrated Annual Report, for FY 2024-25

3. Copy of the letter containing the QR code, path and web-link to access AGM Notice and Integrated Annual Report to be sent to those shareholders who have not registered their email IDs with the Company/ National Securities Depositories Limited/ Central Depositories Service (India) Limited (‘Depositories’)/ KFin Technologies Limited and the Registrar and Share Transfer Agent.

The important information w.r.t the 89[th] AGM and e-voting is as follows:

• The 89[th ] AGM of the Company is scheduled to be held on Wednesday, 16[th] July, 2025, at 3:00 p.m. (IST) through Video Conferencing (VC).

• The AGM Notice and the Integrated Annual Report are also available on the Company's website at -

• https://www.cipla.com/investors/annual reports and are being sent to all the eligible shareholders, whose email IDs are registered with the Company/ Depositories, by email.

• The Company has provided the e-voting facility to its shareholders to exercise their voting rights on the resolutions set forth in the AGM Notice.

• Only those shareholders, whose names appear in the Register of Members/Beneficial Owners as on Wednesday, 9[th] July 2025, will be entitled to vote on the resolutions as mentioned in the AGM Notice.

• The remote e-voting will commence on Saturday, 12[th] July, 2025 at 9.00 a.m. IST and will end on Tuesday, 15[th] July, 2025 at 5.00 p.m. IST.

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 contactus@cipla.com Corporate Identity Numbe r L24239MH1935PLC002380

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• The e-voting facility will also be available during the AGM. Shareholders attending the AGM through VC facility who are unable cast their vote by remote e-voting will be able to vote during the AGM.

• Other important information, including instructions on e-voting and process to attend the AGM, have been provided in the AGM Notice.

Kindly take the above information on record.

Thanking you,

Yours faithfully, For Cipla Limited RAJENDRA Digitally signed by RAJENDRA KUMAR KUMAR CHOPRA Date: 2025.06.19 CHOPRA 20:58:54 +05'30' Rajendra Chopra Company Secretary

Encl: As above

Prepared by: Gargi Sahasrabudhe

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 contactus@cipla.com Corporate Identity Numbe r L24239MH1935PLC002380

Notice

Cipla Limited

Registered Office: Cipla House, Peninsula Business Park, Ganpatrao Kadam Marg, Lower Parel, Mumbai – 400 013 Phone: +91 22 4191 6000, Fax: +91 22 4191 6120, Email: cosecretary@cipla.com , Website: www.cipla.com Corporate Identity Number: L24239MH1935PLC002380

Notice of 89[th] Annual General Meeting

NOTICE is hereby given that 89[th] Annual General Meeting of Cipla Limited will be held on Wednesday, 16[th] July, 2025 at 3.00 PM (IST) through Video Conferencing (‘VC’) to transact the following businesses:

Ordinary Business(es):

To consider and if thought fit, to pass the following resolutions as ordinary resolutions:

1. To receive, consider and adopt the audited standalone financial statements of the Company for the financial year ended 31[st] March, 2025 and the reports of the Board of Directors and Auditor thereon

“Resolved that the audited standalone financial statements of the Company for the financial year ended 31[st] March, 2025 and the reports of the Board of Directors and Auditor thereon as circulated to the members with the notice of the Annual General Meeting, be and are hereby received, considered and adopted.”

2. To receive, consider and adopt the audited consolidated financial statements of the Company for the financial year ended 31[st] March, 2025 and the report of the Auditor thereon

“Resolved that the audited consolidated financial statements of the Company for the financial year ended 31[st] March, 2025 and the report of Auditor thereon, as circulated to the members with the notice of the Annual General Meeting, be and are hereby received, considered and adopted.”

3. To declare dividend on equity shares

“Resolved that the final dividend of H 13/- per equity share and a special dividend of H 3/- per equity share on the occasion of completing 90 years of the Company, aggregating to H 16/- per equity share (i.e. 800% on the face value of H 2), as recommended by the Board of Directors for the financial year ended 31[st] March, 2025, be and is hereby declared.”

4. To re-appoint Mr Umang Vohra as director liable to retire by rotation

“Resolved that pursuant to the provision(s) of applicable law(s), and the Articles of Association, and upon recommendation of the Board of Directors, Mr Umang Vohra (DIN: 02296740), Managing Director and Global Chief Executive Officer, who retires by rotation and being eligible, has offered himself for re-appointment, be and is hereby re-appointed as director of the Company liable to retire by rotation.”

Special Business(es):

To consider and if thought fit, to pass the following resolutions as ordinary resolutions:

5. To ratify remuneration of the Cost Auditor for the financial year ending 31[st] March, 2026

“Resolved that pursuant to the provisions of Section 148 of the Companies Act, 2013 read with Rule 14 of the Companies (Audit and Auditors) Rules, 2014, and other applicable provisions, the remuneration of H 12,50,000/- (Rupees Twelve Lacs Fifty Thousand Only) plus applicable taxes and reimbursement of out-of-pocket expenses to be paid to M/S Joshi Apte and Associates (Firm Registration No. 000240), the Cost Auditor of the Company, to conduct audit and submit the cost audit report for the financial year ending 31[st] March, 2026, as approved by the Board of Directors, be and is hereby ratified and confirmed.

Resolved further that the Board of Directors be and is hereby authorised to do all such acts, deeds, matters and things and take all such steps as may be deemed necessary, proper, or expedient to give effect to the above resolution.”

6. To appoint Secretarial Auditor of the Company

“Resolved that pursuant to the provision(s) of Regulation 24A of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 and upon recommendation of the Audit Committee and Board of Directors, M/s BNP & Associates, Company Secretaries (Firm Registration No. P2014MH037400) be and is hereby appointed as the Secretarial Auditors of the Company, for a term of five (5) years, commencing from the conclusion of 89[th] Annual General Meeting till the conclusion of 94[th] Annual General Meeting at such remuneration and on such terms and conditions as may be determined by the Board of Directors.

Resolved further that the Board of Directors be and is hereby authorised to do all such acts, deeds, matters and things and take all such steps as may be deemed necessary, proper, or expedient to give effect to the above resolution.”

For Cipla Limited

Rajendra Chopra Company Secretary (Membership No. A12011)

Date: 13[th] May, 2025 Place: Mumbai

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NOTES:

1. The Ministry of Corporate Affairs (‘MCA’) has, vide its Circular nos. 20/2020, 14/2020, 17/2020, 02/2021, 02/2022, 10/2022, 09/2023, the latest being 09/2024 dated 19[th] September, 2024 and the Securities and Exchange Board of India (‘SEBI’) vide its circular no. SEBI/HO/ CFD/CFD-PoD-2/P/CIR/2024/133 dated 3[rd] October, 2024 and other applicable circulars issued in this regard, (hereinafter collectively referred to as ‘the Circulars’), have permitted holding of the Annual General Meeting (‘AGM’) through Video Conferencing (‘VC’). Hence, the AGM of the Company is being held through VC. The deemed venue for AGM shall be the registered office of the Company, i.e. Cipla House, Peninsula Business Park, Ganpatrao Kadam Marg, Lower Parel, Mumbai – 400 013.

2. The Notice of 89[th] AGM (‘Notice’) was approved by the Board of Directors in its meeting held on 13[th] May, 2025 and the Company Secretary was authorised to issue the Notice.

3. The members can join the AGM through VC mode 15 minutes before the scheduled time or any time thereafter till the conclusion of the meeting by following the procedure mentioned in the Notice. The facility of participation at the AGM through VC will be made available for 1,000 members on a first-come-first-serve basis. This will not include large shareholders (holding 2% or more shareholding), promoters, institutional investors, directors, key managerial personnel and auditors, among others, who are allowed to attend the AGM without restriction on account of a first-comefirst-serve basis and can connect with the Company at cipla.agm@cipla.com.

4. The Board of Directors of the Company has appointed Mr Avinash Bagul (Membership No. 5578, CP No. 19862) failing him Mr K Venkataraman (Membership No. 8897, CP No. 12459), Partners of BNP & Associates, Company Secretaries as the Scrutiniser to scrutinise the remote e-voting process and e-voting in a fair and transparent manner.

5. Since this AGM is being held pursuant to the Circulars through VC, physical attendance of members has been dispensed with, accordingly, the facility for appointment of proxies by the members will not be available for the AGM.

Members attending the AGM through VC will be considered for the purpose of reckoning the quorum under Section 103 of the Companies Act, 2013 (‘Act’).

Members of the Company under the category of Institutional Investors are encouraged to attend and vote at the AGM through VC. In compliance with the provisions of Section 113 of the Act, Corporate/ Institutional members (i.e. other than Individuals, HUF, NRI, etc.) are required to send scanned certified true

copy (PDF/JPG format) of the board resolution/ power of attorney/authority letter etc. to the Scrutiniser at e-mail id: ciplascrutinizer@gmail.com with copy marked to evoting@nsdl.com to attend the AGM through VC and to vote through remote electronic voting (‘e-voting’).

1. In compliance with the Circulars, Notice along with the Integrated Annual Report 2024-25 is being sent only through electronic mode to those members whose email addresses are registered with the Company/ National Securities Depository Limited and Central Depository Services (India) Limited (‘Depositories’)/ KFin Technologies Limited (‘RTA’). The printed copy of the Integrated Annual Report and the Notice will be sent to only those members who request for the same at cipla.agm@cipla.com. The members are requested to mention their Folio No./DP id and Client id while submitting the request.

2. A letter containing a weblink and QR code for accessing the Notice and Integrated Annual Report for the financial year 2024-25 will be sent to those shareholders who have not registered their email address with the Company/ Depositories/RTA.

3. Since the AGM will be held through VC, the route map, proxy form and attendance slip are not attached to this Notice.

4. Members will be provided with the facility of e-voting and attending the AGM through VC by the National Securities Depository Limited (‘NSDL’).

5. Notice of the AGM along with the Integrated Annual Report 2024-25 is available on the website of the Company at www.cipla.com, on websites of the Stock Exchanges i.e. BSE Limited and National Stock Exchange of India Limited at www.bseindia.com and www.nseindia.com, respectively and also on website of NSDL (i.e. www.evoting.nsdl.com).

6. The Register of Directors and Key Managerial Personnel and their shareholding, maintained under Section 170 of the Act, the Register of Contracts or Arrangements in which the directors are interested, maintained under Section 189 of the Act and the Certificate from the secretarial auditor of the Company under Regulation 13 of the Securities and Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regulations, 2021, will be available for inspection in electronic mode by the members during the AGM. All documents referred to in the Notice will also be available for inspection in electronic mode without any fee by the members from the date of circulation of this Notice up to the date of AGM on Wednesday, 16[th] July, 2025 during business hours. Members seeking to inspect such documents may send a request on the email id cipla.agm@cipla.com at least one working day before the date on which they intend to inspect the document.

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Notice

1. The explanatory statement pursuant to Section 102 of the Act forms part of the Notice. As required under the Secretarial Standard – 2 and Regulations 36(3) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘SEBI Listing Regulations’) the relevant information of director seeking re-appointment is attached as Annexure 1.

13. Important instruction for shareholders holding shares in physical form.

• i. SEBI, vide its circular no. SEBI/HO/MIRSD/ MIRSD_ RTAMB/P/CIR/2022/8 dated 25[th] January, 2022 has mandated the listed company to issue the securities in dematerialised form only while processing investor service requests viz. issue of duplicate securities certificate; renewal/ exchange of securities certificate; endorsement; sub-division/ splitting of securities certificate; consolidation of securities certificates/folios; transmission and transposition. In view of the same and to eliminate the risks associated with physical shares and to avail various benefits of dematerialisation, members are advised to dematerialise the shares held by them in physical form. Members can contact the Company or RTA, for assistance in this regard.

• ii. As per the SEBI Circular, the Company/ RTA can entertain a shareholder’s service request only upon completion of the KYC viz., PAN, contact details, bank account details and specimen signature. The service requests are required to be submitted in the format prescribed by the SEBI.

• iii. Members are requested to update their email address and KYC records by submitting duly filled and signed relevant form along with the relevant proofs listed in the forms, to RTA, Unit: Cipla Limited, Selenium Tower B, Plot 31-32, Gachibowli, Financial District, Nanakramguda, Hyderabad – 500 032. Alternatively, members can also send digitally signed documents from their registered email address at einward.ris@kfintech.com. Details of the relevant forms are provided herein below:

Form	Particulars
ISR 1	Request for registering PAN, KYC or changes/updatingthereof
ISR 2	Confirmation of signature of the securities holder bythe banker
ISR 3	Declaration form for holders of physical securities in listed companies to opt out of nomination
ISR 4	Request for issue of Duplicate Certificate and other Service Requests

Form	Particulars
ISR 5	Request for Transmission of Securities byNominee or Legal Heir
SH-13	Nomination form
SH-14	Cancellation or variation of Nomination

1. Members holding shares in demat form who wish to update any of the details mentioned above can contact their depository participant for the same.

2. SEBI has introduced Online Dispute Resolution (‘ODR’) portal for dispute resolution in addition to the existing SEBI Complaints Redress System (‘SCORES’) platform, which can be utilised by the investors and the Company for dispute resolution. The SMART ODR Portal can be accessed at: https://smartodr.in/login. The detailed circulars and process are also available on the website of the Company at https://www.cipla.com/investors/ corporate-governance.

3. Record Date and Dividend:

4. i. The dividend for the year ended 31[st] March, 2025 as recommended by the Board, upon approval at the AGM, will be paid to those members whose names will appear in the Register of Members/ Beneficial Owners as at the close of business hours on Friday, 27[th] June, 2025 i.e. Record Date.

5. ii. With effect from 1[st] April, 2024, as per the SEBI Circular dated 10[th] June, 2024 read with SEBI Master Circular dated 7[th] May, 2024, shareholders holding shares in physical form and who have not completed any of their KYC, will be eligible to receive dividend, only upon completion of KYC. Members are therefore advised to update their KYC details on priority, if not done already, following the procedure as mentioned in point 13(iii).

6. iii. Members holding shares in dematerialised form may please note that, in accordance with the direction of the Stock Exchanges, bank details as furnished by the respective depositories will be used for the purpose of distribution of dividend. For members who have not updated their bank account details, cheque will be sent at their address registered with the Depositories. To avoid delay in receiving dividend, members are advised to update their KYC with their depositories, where shares are held in dematerialised mode.

7. iv. Pursuant to the provisions of Sections 124 and 125 of the Act and the Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Rules, 2016 (‘IEPF Rules’) dividends that remain unpaid or unclaimed for a period of seven year or more, are mandatorily required

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to be transferred to the Investor Education and Protection Fund (‘IEPF’). Accordingly, unpaid or unclaimed dividends up to the financial year 2016- 17 have been transferred to the IEPF.

As per the provisions of Section 124(6) of the Act read with the IEPF Rules as amended, all shares in respect of which dividends have remained unclaimed for seven consecutive years or more for the financial year ended 31[st] March, 2017 were transferred by the Company to the IEPF in October 2024. The Company had sent individual communications to the concerned shareholders whose shares were liable to be transferred to the IEPF.

Members may note that unclaimed final dividend for the financial year ended 31[st] March, 2018 will become due for transfer to the IEPF on Friday, 3[rd] October, 2025. Those members who have not claimed dividend for the said period and also for the subsequent years are requested to claim the dividend. The member can contact our Registrar and Share Transfer Agent, KFin Technologies Limited at einward.ris@kfintech.com /Shares Department of the Company at cosecretary@cipla.com to claim the dividend.

We have uploaded the details of such members on website of the Company, i.e., www.cipla.com, under the ‘Investors section’. Please note that no claim will lie against the Company in respect of unclaimed dividend and shares transferred to the IEPF pursuant to the said Rules.

As per the provisions of Section 125 of the Act and the IEPF Rules, members whose unclaimed dividend, unclaimed redemption amount of preference shares, unclaimed sale proceeds of fractional shares and equity shares have been transferred to IEPF, may claim the refund by making an application to the IEPF Authority in web form IEPF-5 available on www.mca.gov.in.

TDS on Dividend Amount

1. Pursuant to the Finance Act, 2020, dividends paid or distributed by the Company after 1[st] April, 2020 shall be taxable in the hands of the shareholders. The Companies are required to deduct tax at source from dividends paid to shareholders. The rate of deduction of tax depends on residential status of the shareholder, the documents submitted by the shareholder and accepted by the Company.

For resident individual shareholders:

The tax shall be deducted under Section 194 of the Income Tax Act, 1961 as follows:

• At 10% if aggregate amount of dividend to be received by the shareholder during the given financial year (FY 2025-26) exceeds H 10,000/- and valid PAN is provided by the shareholder. However, if shareholder provides duly filled form 15G (applicable only to individual) / Form 15H (applicable to an Individual above the age of 60 years) for relevant financial year (FY 2025-26) complete in all respects and all the required eligibility conditions are met then, NIL tax will be deducted at source.

• As per Finance Act, 2023, the new taxation regime under Section 115BAC of the Act is the default tax regime. Accordingly, we shall consider the forms for exemption only in cases where estimated total income in case of 15G is <= H 4,00,000/- and in case of 15H is <= H 12,00,000/- as per provisions of Section 197A of the Act.

• In case of invalid or non-availability of PAN, tax will be deducted at the rate of 20%.

For resident shareholders other than individual (HUF/ LLP/AOP/Companies/Firm/Trust):

• At 10% on the entire amount of dividend to be received by the shareholder without any threshold. However, on submission of any lower withholding tax certificate or any exemption status under any provision of the Income Tax Act obtained by shareholder for FY 2025-26, the withholding tax shall be at the rate mentioned in the certificate issued by the competent authority and the same submitted to the Company.

• In case of invalid or non-availability of PAN, the withholding tax shall be at 20%.

• Resident shareholders who are eligible to provide declarations in Form 15G or 15H as may be applicable to them, may fill up the relevant declaration and submit at the link provided: https://easydividend.nexdigm.com/Shareholders.

• The User Manual for filling and submission of declarations on the above link is available on the website of the Company at https://www. cipla.com/sites/default/files/TDS-on-dividendFY-2025-26_website.pdf.

For other category shareholders, viz. Mutual Fund, Insurance Company, Alternate Investment Fund (AIF) Category I and II, Government (Central/State Government) etc:

In order to provide exemption from withholding the taxes on dividend payable, the shareholder has to provide self-declaration along with their registration with concerned authority about their category, such as :-

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Notice

• Declaration and registration certificate by shareholder qualifying as Insurer as per Section 2(7A) of the Insurance Act, 1938.

• Declaration and registration certificate by Mutual Fund shareholder eligible for exemption u/s 10(23D) of the Income Tax Act, 1961.

• Declaration and registration certificate by Category I/II Alternate Investment Fund (‘AIF’) registered with SEBI.

• Self attested copy of valid approval granted by Commissioner as per relevant Income Tax Rules of Fourth Schedule of Income Tax Act to Recognised Provident Fund / Approved Gratuity Fund/ Approved Superannuation Fund.

• The aforesaid declarations is to be submitted through the link : https://easydividend.nexdigm.com /Shareholders.

For non-resident shareholders including Foreign Portfolio Investor (FPI)/(FII) Category:

At 20% (plus applicable surcharge and cess) on the entire amount of dividend to be received by the shareholder without any threshold. However, as per Section 90(2) of the Income Tax Act, 1961, the non resident shareholder has the option to be governed by the provisions of the Double Tax Avoidance Agreement (tax treaty) between India and the country of tax residence of the shareholder, if they are more beneficial to them. For this purpose, i.e. to avail a lower rate of deduction of tax at source under an applicable tax treaty read with multilateral instruments, if applicable, such non-resident shareholders must provide the following:

• Self-attested copy of the PAN allotted by the Indian Income Tax authorities if any.

• Self-attested copy of Tax Residency Certificate (‘TRC’) obtained from the tax authorities of the country of which the shareholder is resident for FY 2025-26.

• Self-attested copy of acknowledgement and copy of Form 10F filed online for FY 2025-26 in https://www.incometax.gov.in/iec/foportal/.

• Self-declaration, certifying the following points that no PE declaration should cover points given below:

• i. Non-Resident is and will continue to remain a tax resident of the country of residence during FY 2025-26.

• ii. Non-Resident is eligible to claim the beneficial DTAA rate for the purposes of tax withholding on dividend declared by the Company

• iii. Non-Resident has no reason to believe that the claim for the benefits of the DTAA is impaired in any manner.

• iv. Non-Resident is the ultimate beneficial owner of the shareholding in the Company and Dividend receivable from the Company.

• v. Non-Resident does not have a taxable presence or a permanent establishment in India during FY 2025-26.

• vi. The aforesaid declarations is to be submitted through the link :https://easydividend.nexdigm. com/Shareholders.

Benefit under Rule 37BA

If dividend income on which tax has been deducted at source is assessable in the hands of a person other than the shareholder, then declaration needs to be provided by shareholder for the same as per Rule 37BA of the Income Tax Rules, 1962. The aforesaid declaration is to be e-mailed to dividend.cipla@nexdigm.com.

General Instructions:

• All the documents submitted by the shareholder will be verified by the Company / its Authorised Representative and the Company will consider the same while deducting appropriate taxes, if they are in order with the provisions of the Income Tax Act, 1961.

• For resident shareholders, the rate of TDS would not be increased by surcharge and cess. For nonresident shareholders, the rate of TDS would be increased by applicable surcharge and cess.

• The Company is not obligated to apply the beneficial DTAA rates at the time of withholding tax on the dividend amount. Application of beneficial DTAA rate shall depend upon the completeness and satisfactory review by the Company, of the documents submitted by the non-resident shareholder.

• The Company to email soft copy of the TDS certificate at the registered email id of the shareholders within statutory timelines mentioned in the Income Tax Rules. The shareholders will also be able to see the credit of TDS in their Form 26AS, which can be downloaded from their e-filing account at https://incometaxindiaefiling.gov.in

• If for any reason the tax on dividend is deducted at a higher rate for the shareholder, there would still be an option available with the shareholder to file the return of income and claim an appropriate refund, if eligible.

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• In the event of any income-tax demand (including interest, penalty etc.) arising from any misrepresentation, inaccuracy or omission of information provided / to be provided by the shareholders, such shareholders will be responsible to pay and indemnify such income tax demand (including interest, penalty, etc.) and provide the Company with all information / documents that may be necessary and cooperate in any proceedings before any income tax/appellate authority.

• The above notes are is in summarised form of law and not detailed analysis nor any tax advice. For detailed tax advice related to their tax matters, shareholders are advised to seek professional guidance

• We are pleased to provide the facility of live webcast of proceedings of AGM. Members who are entitled to participate in the AGM can view the proceeding of AGM by logging on the website at https://evoting. nsdl.com by following the instructions mentioned in the Notice below or on the website of the Company, i.e., www.cipla.com, under the ‘Investors section’.

• The Chairman or the authorised person will declare the e-voting results, along with the consolidated scrutiniser’s report within the timeframe prescribed under the Act and the SEBI Listing Regulations. The resolutions will be deemed to be passed on the AGM date subject to receipt of the requisite number of votes in favour of the resolutions.

• The results declared along with the scrutiniser’s report will be placed on the website of the Company, i.e., www.cipla.com, under the ‘Investors section’ and on the NSDL website i.e. https://evoting.nsdl.com. The results will also be communicated to the stock exchanges.

INSTRUCTIONS FOR MEMBERS FOR ATTENDING THE AGM THROUGH VC ARE AS UNDER:

1. Member will be provided with a facility to attend the AGM through VC through the NSDL e-voting system. Members may access by following the steps mentioned below for Access to NSDL e-voting. After successful login, you can see link of “VC link” placed under “Join meeting” menu against the Company name. You are requested to click on this link. The link for VC will be available in Shareholder/ Member login where the EVEN of the Company will be displayed. Please note that the members who do not have the User id and Password for e-voting or have forgotten the User id and Password may retrieve the same by following the remote e-voting instructions mentioned in the notice to avoid last minute rush.

2. For convenience and proper conduct of the AGM, members will be allowed to login and join 15 minutes before and anytime thereafter till conclusion of AGM. The login facility will remain open throughout the proceedings.

3. Members who need technical assistance before or during the AGM can:

   • Send a request at evoting@nsdl.com or use contact no. 022 - 4886 7000; or

   • Contact Mr Amit Vishal or Ms Pallavi Mhatre, NSDL at the designated email id: evoting@nsdl.com

4. Please note that members connecting from mobile devices or tablets or through laptop connecting via mobile hotspot may experience audio/video loss due to fluctuation in their respective network. It is therefore recommended to use stable Wi-Fi or LAN connections to avoid any kind of glitches.

5. Members who want to express their views or ask questions during the AGM may pre-register themselves as a speaker by sending a request from their registered email id mentioning their name, DP id and Client id/ folio number, PAN and mobile number at cipla.agm@cipla.com by Tuesday, 15[th] July, 2025 up to 5.00 pm. The members may send their questions in advance within the stipulated period to enable the management to respond to these queries objectively at the AGM. Only those members who have registered themselves as a speaker will be allowed to express their views/ ask questions during the AGM. The Company reserves the right to restrict the number of speakers depending on the availability of time for the AGM.

VOTING THROUGH ELECTRONIC MEANS:

1. Pursuant to the provisions of Section 108 of the Act read with Rule 20 of the Companies (Management and Administration) Rules, 2014 (as amended) and Regulation 44 of the SEBI Listing Regulations and the aforementioned Circulars, the Company is providing the facility of remote e-voting to its members in respect of the business to be transacted at the AGM. For this purpose, the Company has entered into an agreement with NSDL for facilitating voting. The facility of casting votes by a member using remote e-voting system as well as voting on the date of the AGM will be provided by NSDL.

2. The members, whose names appear in the Register of Members/ Beneficial Owners as on Wednesday, 9[th] July, 2025, are entitled to vote on the resolutions set forth in this notice. A person who is not a member as on the cut-off date should treat this Notice for information purpose only.

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1. The remote e-voting period begins on Saturday, 12[th] July, 2025 at 9.00 am and ends on Tuesday, 15[th] July, 2025 at 5.00 pm. The remote e-voting module will be disabled by NSDL for voting thereafter. Members, whose names appear in the Register of Members / Beneficial Owners as on the cut-off date for e-voting i.e., Wednesday, 9[th] July, 2025 may cast their vote electronically. The voting right of shareholders shall be in proportion to their share in the paid-up equity share capital of the Company as on the cut-off date.

2. In addition, the facility for voting through electronic voting system will also be made available during the AGM. Members attending the AGM who have not cast their vote by remote e-voting will be eligible to cast their vote through e-voting during the AGM. Members who have voted through remote e-voting will be eligible to attend the AGM, however, they will not be eligible to vote at the meeting. Members holding shares in physical form are requested to access the remote

e-voting facility provided by the Company through NSDL e-voting system at https://www.evoting.nsdl.com.

How do I vote electronically using NSDL e-voting system?

The way to vote electronically on NSDL e-voting system consists of “Two Steps” which are mentioned below:

Step 1: Access to NSDL e-Voting system

• A) Login method for e-voting for Individual shareholders holding securities in demat mode

• In terms of SEBI circular dated 9[th] December, 2020 on e-voting facility provided by Listed Companies, Individual shareholders holding securities in demat mode are allowed to vote through their demat account maintained with Depositories and Depository Participants. Shareholders are advised to update their mobile number and email Id in their demat accounts in order to access e-voting facility.

A) Login method for Individual shareholders holding securities in demat mode is given below:

Type of shareholders

Login Method

Individual Shareholders holding securities in demat mode with NSDL.

1. For OTP based login you can click onhttps://eservices.nsdl.com/SecureWeb/ evoting/evotinglogin.jsp.You will have to enter your 8-digit DP ID,8-digit Client Id, PAN No., Verification code and generate OTP. Enter the OTP received on registered email id/mobile number and click on login. After successful authentication, you will be redirected to NSDL Depository site wherein you can see e-voting page. Click on company name or e-Voting service provider i.e. NSDL and you will be redirected to e-Voting website of NSDL for casting your vote during the remote e-Voting period or joining virtual meeting & voting during the meeting. 2. ExistingIDeASuser can visit the e-Services website of NSDL Viz.https://eservices. nsdl.com either on a Personal Computer or on a mobile. On the e-Services home page click on the “Beneficial Owner” icon under “Login” which is available under ‘IDeAS’ section , this will prompt you to enter your existing User ID and Password. After successful authentication, you will be able to see e-Voting services under Value added services. Click on “Access to e-Voting” under e-Voting services and you will be able to see e-Voting page. Click on company name ore-Voting service provider i.e. NSDLand you will be re-directed to e-Voting website of NSDL for casting your vote during the remote e-Voting period. 3. If you are not registered for IDeAS e-Services, option to register is available at https://eservices.nsdl.com.Select “Register Online for IDeAS Portal” or click at https://eservices.nsdl.com/SecureWeb/IdeasDirectReg.jsp 4. Visit the e-Voting website of NSDL. Open web browser by typing the following URL: https://www.evoting.nsdl.com/ either on a Personal Computer or on a mobile. Once the home page of e-Voting system is launched, click on the icon “Login” which is available under ‘Shareholder/Member’ section. A new screen will open. You will have to enter your User ID (i.e. your sixteen digit demat account number hold with NSDL), Password/OTP and a Verification Code as shown on the screen. After successful authentication, you will be redirected to NSDL Depository site wherein you can see e-Voting page. Click on company name ore-voting service provider i.e. NSDLand you will be redirected to e-Voting website of NSDL for casting your vote during the remote e-Voting period.

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Type of shareholders

Login Method

1. Shareholders/Members can also download NSDL Mobile App “ NSDL Speede ” facility by scanning the QR code mentioned below for seamless voting experience.

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Individual Shareholders holding securities in demat mode with CDSL

1. Users who have opted for CDSL Easi / Easiest facility, can login through their existing user id and password. Option will be made available to reach e-voting page without any further authentication. The users to login Easi / Easiest are requested to visit CDSL website www.cdslindia.com and click on login icon & New System Myeasi Tab and then user your existing my easi username & password.

2. After successful login the Easi / Easiest user will be able to see the e-voting option for eligible companies where the evoting is in progress as per the information provided by company. On clicking the e-voting option, the user will be able to see e-voting page of the e-voting service provider for casting your vote during the remote e-Voting period. Additionally, there is also links provided to access the system of all e-voting Service Providers, so that the user can visit the e-voting service providers’ website directly.

3. If the user is not registered for Easi/Easiest, option to register is available at CDSL website www.cdslindia.com and click on login & New System Myeasi Tab and then click on registration option.

4. Alternatively, the user can directly access e-voting page by providing Demat Account Number and PAN No. from a e-voting link available on www.cdslindia.com home page. The system will authenticate the user by sending OTP on registered Mobile & Email as recorded in the Demat Account. After successful authentication, user will be able to see the e-voting option where the evoting is in progress and also able to directly access the system of all e-voting Service Providers.

Individual Shareholders (holding securities in demat mode) login through their depository participants

You can also login using the login credentials of your demat account through your Depository Participant registered with NSDL/CDSL for e-voting facility. upon logging in, you will be able to see e-voting option. Click on e-voting option, you will be redirected to NSDL/CDSL Depository site after successful authentication, wherein you can see e-Voting feature. Click on company name or e-voting service provider i.e. NSDL and you will be redirected to e-voting website of NSDL for casting your vote during the remote e-voting period.

Important note: Members who are unable to retrieve User ID/ Password are advised to use Forget User ID and Forget Password option available at abovementioned website.

Helpdesk for Individual Shareholders holding securities in demat mode for any technical issues related to login through Depository i.e. NSDL and CDSL.

through Depository i.e. NSDL and CDSL.
Login type	Helpdesk details
Individual Shareholders holding securities in demat mode with NSDL	Members facing any technical issue in login can contact NSDL helpdesk by sending a request at evoting@nsdl.comor call at 022 - 4886 7000.
Individual Shareholders holding securities in demat mode with CDSL	Members facing any technical issue in login can contact CDSL helpdesk by sending a request at helpdesk.evoting@cdslindia.comor contact at toll free no. 1800 21 09911

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Notice

B) Login Method for shareholders other than Individual shareholders holding securities in demat mode and shareholders holding securities in physical mode.

How to Log-in to NSDL e-Voting website?

1. Visit the e-Voting website of NSDL. Open web browser by typing the following URL: https://www.evoting.nsdl.com/ either on a Personal Computer or on a mobile.

2. Once the home page of e-Voting system is launched, click on the icon “Login” which is available under ‘Shareholder/Member’ section.

3. A new screen will open. You will have to enter your User ID, your Password/OTP and a Verification Code as shown on the screen.

Alternatively, if you are registered for NSDL eservices i.e. IDEAS, you can log-in athttps://eservices.nsdl.com/ with your existing IDEAS login. Once you log-in to NSDL eservices after using your log-in credentials, click on e-Voting and you can proceed to Step 2 i.e. Cast your vote electronically.

1. Your User ID details are given below :

Manner of holding shares i.e. Demat (NSDL or CDSL) or Physical

• a) For Members who hold shares in demat account with NSDL.

• b) For Members who hold shares in demat account with CDSL.

• c) For Members holding shares in Physical Form.

Your User ID is:

• 8 Character DP ID followed by 8 Digit Client ID

For example if your DP ID is IN300 and Client ID is 12 then your user ID is IN30012**. 16 Digit Beneficiary ID

For example if your Beneficiary ID is 12** then your user ID is 12** EVEN Number followed by Folio Number registered with the company

For example if folio number is 001 and EVEN is 101456 then user ID is 101456001

1. Password details for shareholders other than Individual shareholders are given below:

2. a) If you are already registered for e-Voting, then you can user your existing password to login and cast your vote.

3. b) If you are using NSDL e-Voting system for the first time, you will need to retrieve the ‘initial password’ which was communicated to you. Once you retrieve your ‘initial password’, you need to enter the ‘initial password’ and the system will force you to change your password.

4. c) How to retrieve your ‘initial password’?

   • (i) If your email ID is registered in your demat account or with the company, your ‘initial password’ is communicated to you on your email ID. Trace the email sent to you from NSDL from your mailbox. Open the email and open the attachment i.e. a .pdf file. Open the .pdf file. The password to open the .pdf file

     • is your 8 digit client ID for NSDL account, last 8 digits of client ID for CDSL account or folio number for shares held in physical form. The .pdf file contains your ‘User ID’ and your ‘initial password’.

   • (ii) If your email ID is not registered, please follow steps mentioned below in process for those shareholders whose email ids are not registered

5. If you are unable to retrieve or have not received the “Initial password” or have forgotten your password:

6. a) Click on “ Forgot User Details/ Password? ”(If you are holding shares in your demat account with NSDL or CDSL) option available on www.evoting.nsdl.com.

7. b) Physical User Reset Password? ” (If you are holding shares in

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Annual Report 2024-25

physical mode) option available on www.evoting.nsdl.com.

• c) If you are still unable to get the password by aforesaid two options, you can send a request at evoting@nsdl.com mentioning your demat account number/folio number, your PAN, your name and your registered address etc.

• d) Members can also use the OTP (One Time Password) based login for casting the votes on the e-Voting system of NSDL.

• After entering your password, tick on Agree to “Terms and Conditions” by selecting on the check box.

• Now, you will have to click on “Login” button.

• After you click on the “Login” button, Home page of e-Voting will open.

Step 2: Cast your vote electronically on NSDL e-Voting system.

How to cast your vote electronically on NSDL e-Voting system?

1. After successful login at Step 1, you will be able to see all the companies “EVEN” in which you are holding shares and whose voting cycle.

2. Select “EVEN” of company for which you wish to cast your vote during the remote e-Voting period.

3. Now you are ready for e-Voting as the Voting page opens.

4. Cast your vote by selecting appropriate options i.e. assent or dissent, verify/modify the number of shares for which you wish to cast your vote and click on “Submit” and also “Confirm” when prompted.

5. Upon confirmation, the message “Vote cast successfully” will be displayed.

6. You can also take the printout of the votes cast by you by clicking on the print option on the confirmation page.

7. Once you confirm your vote on the resolution, you will not be allowed to modify your vote.

General Guidelines for shareholders

1. Institutional shareholders (i.e. other than individuals, HUF, NRI etc.) are required to send scanned copy (PDF/JPG Format) of the relevant Board Resolution/ Authority letter etc. with attested specimen signature of the duly authorised signatory(ies) who

are authorised to vote, to the Scrutiniser by e-mail to ciplascrutinizer@gmail.com with a copy marked to evoting@nsdl.com Institutional shareholders (i.e. other than individuals, HUF, NRI etc.) can also upload their Board Resolution / Power of Attorney / Authority Letter etc. by clicking on " Upload Board Resolution / Authority Letter " displayed under " e-Voting " tab in their login.

1. It is strongly recommended not to share your password with any other person and take utmost care to keep your password confidential. Login to the e-voting website will be disabled upon five unsuccessful attempts to key in the correct password. In such an event, you will need to go through the “Forgot User Details/Password?” or “Physical User Reset Password?” option available on www.evoting.nsdl.com to reset the password.

2. In case of any queries, you may refer the Frequently Asked Questions (FAQs) for Shareholders and e-voting user manual for Shareholders available at the download section of www.evoting.nsdl.com or call on : 022 - 4886 7000 or send a request to Ms Prajakta Pawle at evoting@nsdl.com

Process for those shareholders whose email ids are not registered with the depositories for procuring user id and password and registration of e mail ids for e-voting for the resolutions set out in this notice:

1. In case shares are held in physical mode, please provide a signed request letter mentioning folio number, name of shareholder, scanned copy of the share certificate (front and back), selfattested scanned copy of PAN card and Aadhaar/ utility bill (not older than 3 months) by email to einward.ris@kfintech.com.

In case shares are held in demat mode, please provide DPID-CLID (16 digit DPID + CLID or 16 digit beneficiary ID), name, client master or copy of consolidated account statement, self-attested scanned copy of PAN card and Aadhar/ Utility bill (not older than 3 months) to einward.ris@kfintech.com.

1. Alternatively, shareholders/members may send a request to evoting@nsdl.com for procuring user id and password for e-voting by providing above mentioned documents.

2. If you are an individual shareholder holding securities in demat mode, you are requested to refer to the login method explained at Step 1 (A) i.e. Login method for e-voting and joining virtual meeting for individual shareholders holding securities in demat mode.

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Notice

1. Any person holding shares in physical form and non-individual shareholders who acquire shares of the Company and become members of the Company after the Notice is send through e-mail and holding shares as of the cut-off date i.e. Wednesday, 9[th] July, 2025, may obtain the login id and password by sending a request at evoting@nsdl.com or Issuer/RTA. However, if you are already registered with NSDL for remote e-voting, then you can use your existing user id and password for casting your vote. If you forgot your password, you can reset your password by using “Forgot User Details/Password” or “Physical User Reset Password” option available on www.evoting. nsdl.com or call on 022 - 4886 7000. In case of individual shareholders holding securities in demat mode who acquires shares of the Company and becomes a Member of the Company after sending of the Notice and holding shares as of the cut-off date i.e. Wednesday, 9[th] July, 2025 may follow steps mentioned in the Notice of the AGM under “Access to NSDL e-Voting system”.

Instructions for members for e-voting on the day of the AGM:

1. The procedure for e-voting on the day of the AGM is same as the instructions mentioned above for remote e-voting.

2. Only those members/ shareholders who will be present in the AGM through VC facility and have not cast their vote on the resolutions through remote e-voting and are otherwise not barred from doing so, will be eligible to vote through e-voting system in the AGM.

3. Members who have voted through remote e-voting will be eligible to attend the AGM. However, they will not be eligible to vote at the AGM

4. The details of the person who may be contacted for any grievances connected with the facility for e-voting on the day of the AGM will be the same person mentioned for remote e-voting.

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Annual Report 2024-25

EXPLANATORY STATEMENT SETTING OUT ALL MATERIAL FACTS CONCERNING EACH OF THE BUSINESS(ES) TO BE TRANSACTED AT THE 89[th] ANNUAL GENERAL MEETING AS STATED IN THE NOTICE DATED 13[th] MAY, 2025: [Pursuant to Section 102 of the Companies Act, 2013]

Item Nos. 1 and 2: Ordinary Resolution

In compliance with the provisions of Section 129 of the Act, the Company submits its standalone and consolidated financial statements for the financial year under review for adoption by members at the AGM.

The Board of Directors (hereinafter referred to as the Board), on the recommendation of the Audit Committee, has approved the standalone and consolidated financial statements for the financial year ended 31[st] March, 2025.

The standalone and consolidated financial statements of the Company along with the reports of the Board and Auditor thereon have been:

• sent to the members at their registered email address; and

• uploaded on the website of the Company, i.e., www.cipla.com, under the ‘Investors section’.

The Statutory Auditor has issued unmodified reports on the financial statements and has confirmed that both standalone and consolidated financial statements represent true and fair view of the state of affairs of the Company.

The Board has selected such accounting policies and applied them consistently and made judgements and estimates that are reasonable and prudent so as to represent true and fair view of the state of affairs and of the profit of the Company for the financial year ended 31[st] March, 2025.

In case members have any query or question on the financial statements, they are requested to send their queries or questions to the Company Secretary at the email id cipla.agm@cipla.com by Tuesday, 15[th] July, 2025 to enable the management to objectively respond to these queries at the AGM.

The Board recommends the resolutions as set out in item nos. 1 and 2 for approval of the members as ordinary resolutions.

None of the directors and key managerial personnel and/ or their relatives are in any way, financially or otherwise, interested or concerned in these resolutions.

Item No. 3: Ordinary Resolution

In terms of the provisions of Section 123 of the Act, the declaration of dividend is approved by the member of the Company on the recommendation of the Board.

In accordance with the Dividend Distribution Policy of the Company, the Board has recommended a final dividend of H 13/- per equity share and a special dividend of H 3/- per

equity share on the occasion of completing 90 years of the Company, aggregating to H 16/- per equity share (i.e. 800% on the face value of H 2/-), for the financial year ended 31[st] March, 2025. In case the shares are held in physical form, the dividend recommended by the Board, if approved, will be paid to those members whose name will appear in the Register of Members as at the close of business hours on Friday, 27[th] June, 2025 i.e. Record date and in respect of shares held in dematerialised form, the dividend will be paid to the beneficial owners whose name appears in the Register of Beneficial Owners as per the records of National Securities Depository Limited and Central Depository Services (India) Limited as on Friday, 27[th] June, 2025.

The Company will endeavour to pay the dividend within 7 working days but not later than 30 days from the date of the ensuing AGM.

The Board recommends the resolution as set out in item no. 3 for approval of the members as an ordinary resolution.

None of the directors and key managerial personnel and/ or their relatives are in any way, financially or otherwise, interested or concerned in this resolution except as member to the extent of their shareholding in the Company.

Item No. 4: Ordinary Resolution

In terms of the provisions of Section 152 of the Act at least two-thirds of the total number of directors (excluding independent directors), are liable to retire by rotation, out of which at least one-third of the total number of such directors shall retire at every AGM. In accordance with this requirement, Mr Umang Vohra, Managing Director and Global Chief Executive Officer (‘MD & GCEO’) of the Company, would be retiring at this AGM and being eligible, has offered himself for re-appointment.

Mr Umang Vohra has been the MD & GCEO of the Company since 1[st] September, 2016. His re-appointment was approved by the members in the 85[th] AGM for a period of 5 (five) years, w.e.f. 1[st] April, 2021 upto 31[st] March, 2026.

Mr Vohra has previously worked with Eicher Motors, PepsiCo and Dr. Reddy’s Laboratories in various roles across India and the US, and holds degrees in engineering, marketing, and finance. Through his distinguished career, spanning over two decades, Mr Vohra is recognised as an action-oriented industry leader with deep understanding of the global pharmaceutical business. He joined Cipla as the Global Chief Financial and Strategy Officer and was promoted as Global Chief Operating Officer before his appointment as the MD & GCEO.

12

Notice

Detailed profile of Mr Umang Vohra is available on the website of the Company at www.cipla.com in the ‘Investors section’. Details as required under Regulations 36(3) of the SEBI Listing Regulations, the Secretarial Standard – 2 and other applicable provisions are provided in Annexure 1 to the explanatory statement.

Based on the performance evaluation, the Board recommends the resolution as set out in item no. 4 for approval of the members as an ordinary resolution.

Except Mr Umang Vohra and his relatives, none of the other directors and key managerial personnel and/ or their relatives are in any way, financially or otherwise, interested or concerned in this resolution except as member to the extent of their shareholding in the Company.

Item No. 5: Ordinary Resolution

The Board, on the recommendation of the Audit Committee, has re-appointed M/s Joshi Apte & Associates – Cost Accountants (Firm Registration No. 000240) as the Cost Auditor to audit the Company’s cost records for the financial year ending on 31[st] March, 2026 at a remuneration of H 12,50,000/- (Rupees Twelve Lacs Fifty Thousand Only) plus applicable taxes and reimbursement of reasonable out-ofpocket expenses.

In accordance with the provisions of Section 148(3) of the Act read with the Companies (Audit and Auditors) Rules, 2014, the remuneration payable to the cost auditor is required to be ratified by the members of the Company.

The Board recommends the resolution as set out in item no. 5 for ratification of remuneration for approval by the members as an ordinary resolution.

None of the directors and key managerial personnel and/ or their relatives are in any way, financially or otherwise, interested or concerned in this resolution.

Secretarial Auditors for a term of five (5) years commencing from the conclusion of 89[th] AGM till the conclusion of 94[th] AGM.

The secretarial audit fees for FY 2025-26 will be H 5,50,000/(Rupees Five Lacs Fifty Thousand Only) plus applicable taxes and reasonable out-of-pocket expenses. The fees for subsequent years of term, will be approved by the Board. In addition to the secretarial audit, BNP may provide such other permissible services from time to time as may be approved by the Board of Directors.

BNP is a firm of Practising Company Secretaries, established in October 2014 by Mr B Narasimhan, a fellow member and past president of the Institute of Company Secretaries of India (ICSI). The firm is primarily engaged in areas of secretarial audit, corporate advisory services, transactional services, legal due diligence, compliance management etc. The firm is registered with the ICSI and hold Peer Review Certificate no. 6316/2024 issued by the Peer Review Board of ICSI. The firm has team size of 20 personnel with four partners, one associate partner and 15 personnel. The firm has extensive experience of handling audits of large listed corporates. The firm has been servicing as the Secretarial Auditor and Scrutinisers of the Company since FY 2014-15.

BNP have also confirmed their eligibility and independence under regulation 24A of SEBI Listing Regulations and have expressed their willingness to accept the appointment upon approval.

Considering the experience of BNP in handling audits of large listed companies, and its expertise the Board recommends the resolution as set out in item no. 6 for approval of the members as an ordinary resolution.

None of the directors and key managerial personnel and/ or their relatives are in any way, financially or otherwise, interested or concerned in this resolution.

Item No. 6: Ordinary Resolution

In accordance with the provisions of Regulation 24A of the SEBI Listing Regulations from financial year 2025-26 onwards, the appointment of Secretarial Auditor is required to be approved by the members in the AGM and a term of Secretarial Auditor shall be five years. In compliance with the aforesaid provisions, on the recommendation of the Audit Committee, the Board of Directors recommends the appointment of M/s BNP & Associates (‘BNP’), Company Secretaries (Firm Registration No. P2014MH037400) as the

Date: 13[th] May, 2025 Place: Mumbai

For Cipla Limited

Rajendra Chopra Company Secretary (Membership No. A12011)

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Annual Report 2024-25

ANNEXURE 1

PROFILE OF DIRECTOR

[Pursuant to Regulation 36(3) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and Secretarial Standard – 2 on General Meetings]

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----- Start of picture text -----

Full Name Mr Umang Vohra
Director Identification Number (DIN) 02296740
Age 54 years
Date of first appointment on the Board 1 [st] September, 2016
Qualification PGDM (T.A Pai Management Institute, Manipal); Bachelor of Engineering
(University of Bangalore)
Experience and nature of expertise in Corporate Governance, Global Economics and Business, General Management
specific functional areas / Brief resume and Leadership, Operations, M&A, Risk Management, Sales, Marketing and
Commercial, Sustainability and ESG, Financial Expertise, Tech and Digital, and
Pharmaceutical, Science and Technology.
The detailed profile of Mr Umang Vohra is also available on the Company’s
website at https://www.cipla.com/about-us/board-directors
Remuneration last drawn (including
sitting fees)
Remuneration to be paid As mentioned in the Report on Corporate Governance.
Number of board meetings attended
during FY 2024-25
Terms and conditions of re-appointment Mr Umang Vohra is liable to retire by rotation and there is no change to the
existing terms and conditions of his appointment. The detailed terms and
conditions of his appointment have been mentioned in the Notice of 85 [th]
and 86 [th] AGM and Postal Ballot notice dated 11 [th] April, 2024 available on the
Company’s website.
Shareholding including shareholding as 2,76,036 (0.03%)
beneficial owner (Equity Shares)
Member/ Chairperson of committees of Member
the Company Corporate Social Responsibility Committee
Investment and Risk Management Committee
Chairperson
Operations and Administrative Committee
Directorships held in other companies Cipla USA Inc.
InvaGen Pharmaceuticals Inc.
Cipla Health Limited
Stempeutics Research Private Limited
Aspergen Inc.
Relationship with other directors and Nil
key managerial personnel
Membership of committees held in other Nil
Indian companies
Chairpersonship of committees held in Nil
other Indian companies
Listed entities from which he has Nil
resigned in the past three years
----- End of picture text -----

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Caring For Life

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Cipla Limited Annual Report 2024-25

Table of Contents

02-133

Corporate Overview & Integrated Report

• 02 About this Report

• 03 About Cipla 04 Our First Principles 05 Financial Highlights 06 Global Reach 08 Board of Directors 09 Management Council 10 Ten-Year Highlights 11 Corporate Information 12 Chairman’s Message 14 MD & GCEO’s Message 18 Our Journey - Caring for Life Since 1935 20 Awards and Accolades 22 Our Value Creation Model 24 Strategy for Strengthening Our Core Engines and Building Future Capabilities

• 36 Contributing to a Sustainable Future 38 Sustainable Development Goals 40 Stakeholder Engagement 46 Double Materiality Assessment 54 Enterprise Risk Management 62 Manufactured Capital 70 Intellectual Capital 78 Human Capital 98 Relationship Capital 106 Social Capital 114 Natural Capital 128 Financial Capital

Scan this code with a QR reader app on your smartphone or tablet and know more about us

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134-229

Statutory Reports

• 134 Management Discussion and Analysis

• 145 Board’s Report

• 170 Business Responsibility & Sustainability Report 191 Report on Corporate Governance

230-417

Financial Statements

• 231 Standalone Financial Statements with Auditor’s Report

• 317 Consolidated Financial Statements with Auditor’s Report

• 415 Salient Features of Financial Statements of Subsidiaries and Associates

• 418 Independent Assurance Statement 428 GRI Content Index 433 Glossary of Abbreviations

Caring For Life

Cipla’s journey began in 1935 with the purpose of making healthcare accessible to all. A compassionate approach to medicine and healthcare that goes beyond the pursuit of profit and growth - this has been Cipla’s history for 90 years. Whether it is making India self-reliant in healthcare, supplying affordable drugs for potentially life-threatening diseases such as HIV/AIDS and malaria, or supporting initiatives like the Cipla Palliative Care & Training Centre - all our actions embody this mission.

This landmark year is more than just a celebration of time. It’s a tribute to a legacy of compassion, care, innovation and commitment to patients. At the heart of this legacy is Dr Y K Hamied, whose vision and scientific spirit continue to inspire generations. He remains the driving force behind Cipla's enduring impact. As we unveil this year’s Annual Report, we pay a tribute to the handwritten chemistry notes of Dr Hamied – a symbol of Cipla’s roots in science and service.

Behind every breakthrough and every life touched, Cipla has remained steadfast in its belief that healthcare is a right, not a privilege. Our rich legacy continues to fuel our drive towards a future focused on patient needs, relentless innovation and making a tangible difference in the world, for every single patient.

90 years on, our purpose remains unchanged: Caring for Life .

Cipla Limited | Annual Report 2024-25

Caring For Life

About this Report

Welcoming our stakeholders to the Integrated Annual Report for FY 2024-25

We are pleased to share our eighth Integrated Annual Report, which provides a comprehensive overview of our financial and nonfinancial performance. This report includes both qualitative and quantitative insights into our strategic initiatives, governance practices, environmental stewardship and social responsibility efforts, among others. By integrating these critical aspects of our operations, we aim to offer our stakeholders a deeper understanding of our value-creation process. In navigating the complexities of today’s dynamic business environment, we remain committed to delivering long-term value to our stakeholders while making a positive impact in the communities where we operate.

Our reporting guidelines

Our Integrated Reporting process is guided by the principles and content element of the International Integrated Reporting Council’s (IIRC) International Integrated Reporting Framework. We have also aligned our report with some of the leading global standards and drawn inspiration from the best practices in financial and non-financial reporting observed globally.

This report has been prepared in accordance with the Global Reporting Initiative (‘GRI’) Standards, 2021. We have also mapped our initiatives, practices and policies with the United Nations Sustainable Development Goals. The financial and statutory information contained in this report has been prepared in accordance with the requirements of the Companies Act, 2013, the

Indian Accounting Standards, the Secretarial Standards, the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 and other applicable laws and regulations.

Our core elements to enhance value creation

This report presents a thorough overview of our business model, organisational strategies and governance mechanisms concerning key topics that hold significant relevance for both our organisation and our stakeholders.

Additionally, it highlights our financial

and non-financial performance across the six resource capitals of the Framework, providing a foundation for understanding how our organisation creates and delivers value.

Financial Manufactured Capital Capital Intellectual Human Capital Capital Social & Natural Relationship Capital Capital

Reporting boundary & scope[1]

This report presents information on financial and non-financial performance of Cipla’s global operations for the period 1[st] April, 2024 to 31[st] March, 2025.

List of entities included in our financial reporting have been provided on page no. 325 of this report. Our nonfinancial reporting includes only our subsidiaries. Any specific exclusions are provided in respective sections.

Responsibility statement[2]

The Board firmly believes that the report provides an accurate and unbiased overview of the Company's financial, sustainability and operational performance, covering all significant matters relevant to the Company in FY 2024-25 and beyond. The Board recognises that the report's contents were created by different functions and business units with the Management Council's direction.

Assurance[3]

Assurance on financial statements has been provided by our statutory auditor- Walker Chandiok & Co LLP on page no. 231 and 317 of this report. Non-financial information has been independently assured by DNV Business Assurance India Private Limited which can be found on page no. 418 and 423 of this report.

Feedback[4]

We take this opportunity to thank all our stakeholders for their interest in our Company and its performance. We greatly value your feedback on this report and encourage you to write to us.

Stakeholder feedback can be sent to: Name: Mr Rajendra Chopra Designation: Company Secretary E-mail: cosecretary@cipla.com Telephone: +91 22 41916000

1GRI 2-2, GRI 2-3 and Information in line with BRSR Question no. 13 of Section A 2GRI 2-14

3GRI 2-5

4GRI 2-3

Statutory Reports Financial Statements

About Cipla[1]

Founded in 1935, Cipla is a global pharmaceutical company dedicated to making medicines accessible to those in need.

We proudly stand as the third-largest pharmaceutical company in India[2] and hold second position in the prescription market in South Africa[3] . Additionally, we rank as the second-largest Indian exporter to emerging markets[4] , the seventh-largest Indian exporter to Europe[4] and the fourth largest by prescription for Generic inhalation products in the US[5] . Our 46 manufacturing sites worldwide produce over 50 dosage forms and more than 1,500 products, utilising advanced technology platforms to serve 74 markets[6] .

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Our commitment to efficient resource utilisation, enhancing medicine availability and our robust financial performance collectively lay a strong foundation for responsible business practices and sustainable growth. As a responsible corporate citizen and a preferred partner for global health organisations, peers and all stakeholders, we uphold a humanitarian approach to healthcare, rooted in our mission of 'Caring for Life' through strong community connections.

Our diverse product portfolio includes complex Generics and medications in key therapeutic areas such as respiratory, anti-retroviral, urology, cardiology, anti-infectives, Central Nervous System ("CNS") and more. We remain committed to advancing our innovation capabilities by harnessing data science and digital technology in our R&D efforts. With a rich array of offerings, we are enhancing our presence in our home markets of India, South Africa, North America and other significant regulated and emerging markets.

For around nine decades, the driving force behind Cipla's work has been making a difference for patients. Our groundbreaking introduction of triple anti-retroviral therapy for HIV/ AIDS at less than a dollar per day in Africa in 2001 is widely recognised for promoting inclusiveness, affordability and accessibility at the heart of the HIV movement.

For more details, please visit www.cipla.com or click on , and channels.

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1GRI 2-1, GRI 2-6 2IQVIA MAT March 2025

3IQVIA MAT February 2025

4EXIM FY 2025

5IQVIA TRx MAT March 2025

6Represent countries/markets where sales are more than USD 0.5 million

Cipla Limited | Annual Report 2024-25

Caring For Life

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Statutory Reports Financial Statements

Financial Highlights

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Revenue from (in H crores) EBITDA and (in H crores) FY 2024-25
Operations EBITDA margin [1]
10% 17%
5 year CAGR 5 year CAGR 24.4 25.9
22.5 22.1 Revenue
21.0
18.9
7%
YoY growth
EBITDA Margin
25.9%
EBITA value EBITDA margin %
PAT and PAT (in H crores) Return on Invested (in %)
Margin [2] Capital (RoIC) [3]
28% 33.1 PAT Margin
31.0
5 year CAGR 19.1
16.0 21.6 23.8
20.2
12.6 11.6 12.3 12.5
9.0 19.1%
ROIC
208 BPS
YoY growth
PAT Value PAT Margin %
27,548 7,128
25,774 6,291
22,753
21,763 5,027
19,160 4,303 4,578
17,132
3,230
FY 2019-20 FY 2020-21 FY 2021-22 FY 2022-23 FY 2023-24 FY 2024-25 FY 2019-20 FY 2020-21 FY 2021-22 FY 2022-23 FY 2023-24 FY 2024-25
5,273
4,122
2,802
2,405 2,517
1,547
FY 2019-20 FY 2020-21 FY 2021-22 FY 2022-23 FY 2023-24 FY 2024-25 FY 2019-20 FY 2020-21 FY 2021-22 FY 2022-23 FY 2023-24 FY 2024-25
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• 1 EBITDA = Revenue from Operations - (Cost of Material Consumed + Purchase of Stock-in-Trade + Changes in inventory of Finished Goods, Work-in-Progress and Stock-in-Trade + Employee Benefits Expense + Other Expenses) | FY 2020-21 includes one-time income from a litigation settlement | FY 2021-22 and FY 2022-23 includes one-time covid inventory provision and other charges

2 Net profit after tax attributable to shareholders for FY 2021-22, FY 2022-23 and FY 2023-24 includes one-time impact of impairments

• 3 RoIC = EBITDA - depreciation & amortisation ÷ Average [(Fixed assets including goodwill + Current assets excluding cash and cash equivalent) - Current liabilities excluding borrowing)]

Cipla Limited | Annual Report 2024-25

Caring For Life

Global Reach[1]

42% revenue contribution

7%

YoY (growth in H )

One-India (Branded prescription, trade generics & consumer health)

1. India Branded Prescription

• Continued to outpace market growth in key therapies.

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• The market[2] share of chronic in overall portfolio is improved to 61.5%. Expansion was largely backed by key therapies like Respiratory, Cardiac, Urology etc.

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• Adding a niche set of innovative products like Inhaled insulin, Plazomicin, etc. to bolster the portfolio.

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• Continuous rigor on making big brands bigger with 26 brands crossing H 100 Crores mark in the market[2] .

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• Foracort surpassed the H 900 crore milestone, further cementing its position as the market[2] leader.

2. India Trade Generics

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• Largest Trade Generic business in India with the focus on building big brands; 7 brands with revenue greater than H 50 Crores.

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• Expanding portfolio breadth with 19 new launches during the year.

• Deepening connects with channel by entering tier 2 to tier 6 cities complemented by expanding retail taskforce.

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• Changed the distribution model for consolidating the channel and increasing direct touchpoints.

3. India Consumer Health

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• Continuous focus on strengthening the consumer health business by maintaining the brand equity of top brands.

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• Nicotex[3] , Omnigel[4] and Cipladine[4] ranked #1 in the market.

• Continued to drive illness to wellness theme led by brand building initiatives, deepening distribution and category innovations.

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• Strong emphasis on improving EBITDA margins.

29% revenue contribution

3%

YoY (growth in USD)

North America

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• Cipla continues to be a leading force in the U.S. generic market, holding a 1.66% EUTRx share[5]

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• Reported all-time high annual revenue of USD 934 Million.

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• Respiratory portfolio continues to hold a significant share, while contribution from peptide portfolio has led to growth in our base business.

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• Received various generic drug approval during the year, major ones being Lanreotide ANDA, Nilotinib (NDA) and Nano-Paclitaxel (ANDA).

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• Filed 6 Respiratory assets including gSymbicort and gQvar. In peptides and complex generics, 9 assets filed with few launches projected between FY 2025-26 and FY 2027-28. The business is targeting to launch 2-3 peptide assets in FY 2025-26.

1GRI 2-1, GRI 2-6

2India & SA: Market share data and rankings as per IQVIA MAT March 2025 | One Africa total revenue growth is Ex-QCIL

• 3Market data as per IQVIA March 2025

• 4Market data as per AC Neilsen March 2025

⁵North America: Market data as per IQVIA TRx MAT March 2025

Statutory Reports Financial Statements

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2%

revenue contribution

5%

YoY (growth in USD)

API

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• Consistent growth in emerging markets; European markets picking up.

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Continued traction in global seeding and lock-ins.

14% revenue contribution

12%

YoY (growth in USD)

One Africa (South Africa, SubSaharan Africa, North Africa and Cipla Global Access)

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• Second largest player in the pharma prescription market[2] by consistently outpacing market growth from past few years.

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• Cipla’s private market business continues to outperform the market[2] with a growth of 6.7% growing at ~1.3x faster than the market with healthy performance across key therapies like Respiratory, CNS and Anti-infectives.

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• 18 new brands were launched in the market across multiple therapies during the financial year.

• The private market business share is 77% in South Africa Overall market.

12% revenue contribution

15%

YoY (growth in USD)

Emerging Markets and Europe

• Ranked # 3 in Sri Lanka and # 9 in Nepal Pharma Market[6] .

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• Lung leadership in focused Direct to Market (DTM)[7] (Nepal, Sri Lanka and UAE).

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• Oncology and respiratory product filings & launch in Emerging and European markets to strengthen future pipeline.

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• Continued focus on organic growth, partnerships and performance of new launches.

⁶Market data as per IQVIA MAT February 2025 ⁷Market data as per IQVIA MAT December 2024

Note: Balance % contribution to sales over and above the geographies mentioned pertains to other operating income | Figures have been rounded-off.

Cipla Limited | Annual Report 2024-25

Caring For Life

Board of Directors

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Dr Y K Hamied Chairman

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Mr Kamil Hamied Non-Executive Non-Independent Director

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Mr Umang Vohra Managing Director and Global Chief Executive Officer

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Mr Abhijit Joshi Non-Executive Non-Independent Director

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Mr Adil Zainulbhai Non-Executive Non- Independent Director

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Dr Balram Bhargava Independent Director

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Dr Mandar Vaidya Independent Director

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Ms Maya Hari Independent Director

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Mr P R Ramesh Independent Director

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Mr Robert Stewart Independent Director

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Ms Sharmila Paranjpe Independent Director

Committees Chairperson Member

Audit Committee Nomination and Remuneration Committee Investment and Risk Management Committee Stakeholders Relationship Committee Corporate Social Responsibility Committee Operations and Administrative Committee

Statutory Reports Financial Statements

Management Council

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Mr Umang Vohra Managing Director and Global Chief Executive Officer

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Mr Achin Gupta Global Chief Operating Officer

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Mr Ashish Adukia Global Chief Financial Officer

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Dr Raju Mistry Global Chief People Officer

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Mr Paul Miller

CEO Cipla South Africa & Regional Head Africa and Access

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Mr Swapn Malpani CEO – Emerging Markets and Europe

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Mr Marc Falkin CEO – North America

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Mr Pradeep Bhadauria

Global Chief Scientific Officer

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Ms Sneha Hiranandani Chief Information Officer

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Dr Jaideep Gogtay Global Chief Medical Officer

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Mr Sai Mungara Global Head Supply Chain

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Mr Vijayasarathi Ramaswami Global Head of Quality

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Mr Prabhakaran Balakrishnan Nair Global Chief Manufacturing Officer

Cipla Limited | Annual Report 2024-25

Caring For Life

Ten-Year Highlights[1]

Consolidated

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( H in crores)
2025 2024 2023 2022 2021 2020 2019 2018 2017 2016
Income Statement Data
Revenue from
27,548 25,774 22,753 21,763 19,160 17,132 16,362 15,219 14,630 13,790
operation
Profit for the year^ 5,273 4,122 2,802 2,517 2,405 1,547 1,528 1,411 1,006 1,360
Dividend 1,050 686 404 403 - 564^^ 242 161 161 161
Balance Sheet Data
Total equity
attributable to 31,193 26,706 23,408 20,842 18,327 15,763 15,012 14,229 12,525 11,516
owners
Property, plant
and equipment - 4,814 4,642 4,584 4,839 4,618 4,805 5,114 5,315 5,009 4,605
Net block
Cash and cash equivalents [#] 10,807 8,267 6,273 4,965 3,756 2,018 2,747 2,074 1,463 1,458
Total Debt 80 247 520 824 1,756 2,816 4,316 4,098 4,113 5,192
Additional Data
Earnings per
65.24 51.01 34.69 31.17 29.79 19.16 18.93 17.50 12.50 16.89
share - Diluted( H )
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1GRI 2-6

^ profit after tax attributable to the shareholders

includes cash and cash equivalents including fixed deposits, current investments, margin deposits and excluding unclaimed dividend balances ^^ includes interim dividend for FY 2019-20

• includes Special dividend for FY 2024-25

10

Statutory Reports Financial Statements

Corporate Information[1]

Founder

Dr K A Hamied (1898-1972)

Secretarial Auditor

M/s BNP & Associates

Cost Auditor

Chairman

M/s Joshi Apte & Associates

Dr Y K Hamied

Corporate Identity Number

Non-Executive Non-Independent Directors

Mr Kamil Hamied Mr Adil Zainulbhai Mr Abhijit Joshi

Managing Director and Global Chief Executive Officer

Mr Umang Vohra

Independent Directors

Dr Balram Bhargava Dr Mandar Vaidya Ms Maya Hari Mr P R Ramesh Mr Robert Stewart Ms Sharmila Paranjpe

Global Chief Financial Officer

Mr Ashish Adukia

Company Secretary and Compliance Officer

Mr Rajendra Chopra

L24239MH1935PLC002380

Registered Office

Cipla House Peninsula Business Park, Ganpatrao Kadam Marg, Lower Parel, Mumbai – 400 013, Maharashtra Tel. No.: +91 22 41916000 Fax No.: +91 22 41916120 Email id: cosecretary@cipla.com Website: www.cipla.com

/ Cipla_Global / Cipla / Cipla

Registrar and Share Transfer Agent

KFin Technologies Limited (Unit: Cipla Limited) Selenium, Tower B, Plot No. 31 & 32, Gachibowli, Financial District, Nanakramguda, Serilingampally, Hyderabad – 500 032, Telangana Tel. No.: +91 40 6716 2222 / 79611000 Email id: einward.ris@kfintech.com Website: www.kfintech.com

Statutory Auditor

M/s Walker Chandiok & Co LLP

Chief Internal Auditor

Mr Deepak Viegas

1GRI 2-1

Cipla Limited | Annual Report 2024-25

Caring For Life

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Chairman’s Message

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We have come a long way from a modest beginning in 1935 to becoming a leading international pharmaceutical company. Cipla will continue to pioneer, innovate, care and contribute to the welfare of all.

12

Statutory Reports Financial Statements

Dear Shareholders,

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On 17[th] August, 1935, our founder, Dr K A Hamied, established the Chemical, Industrial & Pharmaceutical Laboratories Ltd. with a vision, determination and a deep empathy for humanity. The company was later renamed 'Cipla'. Over the decades, Cipla has provided access to affordable, high-quality medicines - not only in India, but globally.

Today, Cipla remains fully committed to its purpose of 'Caring for Life'. In 2025, we proudly complete nine decades of service to society. Throughout this journey, Cipla has consistently prioritised science, R&D and innovation, while maintaining a humanitarian approach to its business. From humble beginnings, Cipla has grown into one of India’s leading pharmaceutical companies. Our purpose reflects our core belief, “Success does not make a company great. What really matters is its contribution to society and improving the lives of our fellowmen.”

The Cipla journey has travelled side by side with my own life, as I will soon turn 90 in mid-2026. I have been involved with the Company virtually since inception. It has been a long and arduous association, but at the same time very fruitful. In all humility, I feel extremely proud of my years in Cipla and my own personal role in Cipla’s evolution.

There are two words I would like to share with everyone. The first is “Imagination”, a quality that differentiates people, especially scientists. The second and perhaps more important, is “Enthusiasm”, the

passion for what one is pursuing in life, is what really matters. Even after nearly 70 years in the pharmaceutical industry, I am still deeply enthusiastic, particularly in the areas of R&D, new product launches and future innovations. All of this is aimed towards Cipla’s progress and growth, as also to help communities and alleviate the sufferings of patients.

Cipla’s endeavour has always been 'Caring for Life' and therefore, each one of you, our shareholders, indirectly contribute to this mission. Our respiratory portfolio helps millions breathe freely. The anti-retroviral drugs made by us have saved innumerable lives of those suffering from HIV/AIDS, essentially in Africa. Cipla provides care when there is no cure. Via its Palliative Care initiatives, Cipla has supported thousands of patients and their families in India over the past three decades. I would like to reiterate that Cipla’s purpose is not only business-driven, but also has a humanitarian approach. We strive to make a meaningful impact towards the healthcare needs of society. We want to contribute to newer technologies, advanced medication, so that we can expand our product portfolio to enable a better quality of life for everyone.

The intrinsic strength of Cipla lies in its people, both past and present. From a small team in our early years, we now have a global workforce of nearly 30,000. I feel proud to share that the dedication, passion, resilience and sense of purpose shown by one and all, has been ongoing over the years and we all uphold the strong values on which our Company has been built. The accomplishments we have achieved so far are a testament to the unwavering support we have received, both in the past and present, as also the collaborative spirit of all our partners including the

invaluable support that we continue to receive from the medical community and pharmacies. We also have to acknowledge the strategic guidance of our Company’s Management team, the Cipla Board of Directors and above all, the trust and faith our shareholders have in our Company. To one and all, I extend my personal appreciation, as also that of Cipla.

We have come a long way from a modest beginning in 1935 to becoming a leading international pharmaceutical company. Cipla will continue to pioneer, innovate, care and contribute to the welfare of all. Hopefully, Cipla will preserve and uphold its legacy in the years ahead and continue its strategic progress and growth in the future.

I would like to express my deepest gratitude to Mr M K Hamied, whose visionary leadership has been instrumental in shaping Cipla’s journey. Mr Hamied played a pivotal role in steering Cipla’s progress and though he has formally retired, he continues to offer invaluable guidance on humanitarian matters. On behalf of everyone at Cipla, we extend our heartfelt thanks to him and wish him continued good health and well-being

Finally, I would like to thank each one of you, our shareholders and the Cipla family for being part of our ongoing journey.

Warm regards,

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Y K Hamied Chairman

Cipla Limited | Annual Report 2024-25

Caring For Life

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MD & GCEO’s Message[1]

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Quality remains a key pillar of our long-term success, and we will be placing even more focus on it as we move ahead. As part of our ongoing transformation, we have made significant strides in automation, digital quality systems, and data integrity enhancements across sites.

14

Statutory Reports Financial Statements

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Dear Shareholders,

As Cipla marks its 90[th] anniversary, we take a moment to reflect on an outstanding journey - one that began with a simple yet powerful purpose of ‘Caring for Life’. Over nine decades, this enduring commitment has shaped our identity, guided our decisions, and inspired our people to make healthcare more accessible and equitable.

It is an exciting time to be at the forefront of healthcare innovation, where science and technology are transforming the way we prevent, diagnose, and treat diseases.

In the past year, we strengthened our foundation, invested with intent, and stayed true to those we serve. We delivered strong financial results with the highest-ever EBITDA margin, a robust pipeline of innovations, and regulatory clearances across key manufacturing sites. Our continued recognition as a ‘Great Place To Work®’ for the seventh consecutive year reflects our inclusive and empowering culture. These milestones underscore our relentless focus on excellence, growth, and people.

A Year of Robust Growth and Strategic Advancement

FY 2024-25 was a defining year for Cipla - one that reinforced our leadership, sharpened our strategic focus, and deepened our commitment to delivering impact at scale. Across geographies and business verticals, we advanced with clarity and purpose, guided by our One Cipla approach rooted in collaboration, agility, and excellence. Our One India

Business achieved a major milestone, crossing the H 11,000 crore revenue mark, with 7% YoY growth driven by consistent performance across our Branded Prescription, Trade Generics, and Cipla Health Limited (CHL) business. Our Branded Prescription business continued to outperform market growth in key therapies of respiratory, cardiology and urology, driven by our flagship brands. We continue to be the largest pharma company by volume (units) in the IPM, with 23 brands ranked among the top 300, and 26 brands generating over H 100 crore in revenue.[2] Our Trade Generics business, largest in India, enhanced operational efficiency and scalability through integrated distribution. CHL anchored by Nicotex, Prolyte, Cofsils, Omnigel and Cipladine, continued to empower healthier lifestyles, reflecting our growing influence in wellness.

Our North America business recorded an all-time high annual revenue of USD 934 million, powered by sustained performance in our differentiated portfolio and a steady base business. Our respiratory pipeline featuring assets like gSymbicort, and gQvar is progressing well. Our innovation agenda in the U.S. spans complex generics, peptides, 505(b)(2) assets, oligonucleotides, and biosimilars, setting the stage for the next generation of Cipla’s growth in this strategic market. As Cipla USA marked a decade of operations, it stood as a testament to our perseverance, adaptability, and long-term value creation. It continues to be a leading force in the U.S. generic market. During the year, we successfully obtained three significant drug approvals that empowered our pipeline - Lanreotide Injection (ANDA), Nilotinib Capsules (NDA) and Nano-Paclitaxel (ANDA). Our One Africa business performance remained strong, with 12% YoY growth in USD terms, powered by firm

performance across key markets. South Africa is now the second largest player in pharma prescription market.[3] In the EMEU region, we recorded a 15% YoY annual revenue growth in USD terms entering a new phase of growth, driven by focused market penetration, a healthy internal pipeline, and expansion in both direct-to-market (DTM) and B2B segments.

Various regulatory inspections were conducted across our manufacturing facilities at Patalganga, Kurkumbh, Goa, Virgonagar and Medispray, and we are pleased to share that we have successfully attained a VAI (Voluntary Action Indicated) classification from the USFDA, and compliance certifications from EU GMP authorities. These audit results reflect our deeprooted culture of compliance, quality, operational excellence, and continuous improvement. Quality remains a key pillar of our long-term success, and we will be placing even more focus on it as we move ahead. As part of our ongoing transformation, we have made significant strides in automation, digital quality systems, and data integrity enhancements across sites. From implementing real-time monitoring tools to adopting predictive maintenance and AI-driven quality analytics, we are building future-ready facilities that are agile, compliant, and resilient. We are also harnessing the transformative power of AI to strengthen our quality operations. By automating complex and repetitive tasks, AI is helping us eliminate non-value-added activities and enhance overall efficiency. We are actively deploying AI-driven tools to perform advanced reviews and analytics that go beyond the scope of human capability. These technologies are enabling us to error-proof our processes, strengthen compliance, and allow our teams to focus on high-value, strategic activities that drive meaningful impact across our quality ecosystem.

2 As per IQVIA MAT March 25.

3 India & SA: Market share data and rankings as per IQVIA MAT March 2025.

Cipla Limited | Annual Report 2024-25

Caring For Life

Leading with Responsibility: Our Sustainability Commitment

As a purpose-driven organisation, sustainability is at the heart of our long-term strategy. In FY 2024-25, we achieved a major milestone by becoming water positive across our India manufacturing operations, replenishing more water than we consume, well ahead of our target timeline. This was made possible through inhouse conservation measures and extensive watershed development initiatives in collaboration with Cipla Foundation, BAIF, and MYRADA, resulting in 24.7 lacs cubic metres of water conserved across Maharashtra, Karnataka, and Tamil Nadu. We also recycled 51% of our total water withdrawal, reinforcing our commitment to circular water management. Pivoting on the Climate Transition Action Plan (CTAP), we recorded a 58% reduction in Scope 1 (energy based) and Scope 2 emissions (vs. FY20 baseline), with 64% of our electricity sourced from renewables. Our 100 MWp solar partnership generated 95,005 iRECs, and all 37 manufacturing units and our R&D Centre in India are now certified as Zero Waste to Landfill. These efforts contributed to Cipla being ranked 3[rd] globally in the Drug & Pharmaceuticals sector by S&P Global CSA, with an ESG score of 79, and inclusion in the Dow Jones Sustainability World and Emerging Markets Index. We also completed our first double materiality assessment to evaluate the impact of our business activities on the environment and society and how sustainability issues affect our financial performance.

Nurturing the Ecosystem of Care

In a world reshaped by rapid digital innovation, AI, rising health consciousness, and evolving patient expectations, we have remained

resolutely focused on delivering value to all our stakeholders - with patients at the heart of everything we do.

Cipla Foundation made significant strides this year in advancing quality healthcare, building climate resilience, and fostering inclusive growth. In healthcare, we enabled the integration of an additional palliative care unit into the public health system at one of Mumbai’s largest Government Hospitals. We strengthened access to comprehensive cancer care in North India by initiating palliative care services at the Tata Memorial Centre in Punjab and the Regional Cancer Centre in Rajasthan. We also launched Maharashtra’s largest palliative home care initiative in Pune, where mobile teams now deliver holistic care to patients with serious illnesses. Our Cipla Palliative Care and Training Centre in Pune continued to provide compassionate care through IPD, OPD, and home care services. In education, we introduced a first-ofits-kind ‘AI on Wheels’ van in Sikkim to provide AI-based technical skills to students in remote areas. Additionally, over 15,000 Cipla employees volunteered more than 100,000 hours in 150+ cities, supporting causes like palliative cancer care, blood donation to support people with thalassemia, and mentoring children.

Cipla Foundation in South Africa continues to drive impactful healthcare and education initiatives across the region. Through its involvement in the Dablapmeds (CCMDD) programme, the Foundation supports over 272,000 registered patients, delivering nearly 448,000 medicine parcels via 43 pickup points, while creating 130+ jobs in FY 2024–25. With a 10% YoY growth target, the initiative provides access to chronic medication and eases pressure on public health facilities. The ‘Miles for Smiles’ partnership with Operation Smile funded 63+ cleft

and lip surgeries, with Cipla staff volunteering across South Africa, Kenya, Ghana, and Morocco.

We are also proud of our initiatives that advance our Lung Leadership and promote sustainability and community wellness across markets. In the U.S., we collaborated with the American Lung Association for the Lung Force Walk in New York, spotlighting respiratory health and reinforcing our commitment to lung care beyond the clinical setting. We also launched a month-long Cancer Survivors fundraising campaign, an extension of the previously concluded 'Crossing the Nation for Cancer Survivors' initiative by the American Cancer Society, supporting the Hope Lodge communities across the country. These efforts reflect our belief that true care encompasses every step of a patient’s journey, not just the medical treatment.

People First, Always

Our success over the past 90 years is a tribute to our people. Across the globe, Ciplaites continue to drive impact - whether through innovation, operational excellence, or community engagement. Throughout the year, we deepened our investment in talent through continuous learning, inclusion, career growth, and wellbeing initiatives - because when our people thrive, Cipla thrives. Our culture is anchored in openness, accountability, and empathy. Whether it’s scientists in our labs, the field force connecting with physicians, or the teams working behind the scenes - each Ciplaite plays a vital role in fulfilling our mission. Cipla’s culture of care, its heart of wanting to be a force for good, is the driving force that pushes us to stretch ourselves, and to go that extra mile.

Statutory Reports Financial Statements

Innovation as a Catalyst for the Future

At Cipla, we are proud of the strides we have made across several focus areas that define our longterm vision and commitment to patients. Our focus spans futureready therapies, diagnostics, and devices, while embracing the growing consumerisation and digitisation of healthcare. Strategic partnerships remain central to our innovation engine. Collaborations with Ethris on mRNA-based treatments, Takeda for Vonoprazan, and Formosa for clobetasol suspension, are accelerating our pipeline and expanding access to cutting-edge therapies.

Lung Leadership remains a cornerstone of our identity, with respiratory care continuing to be a core focus for us. We deepened our investments in early diagnosis, treatment innovation, and patient support through the Breathefree platform. Tools like CipAir®, our AI-enabled asthma screening solution, are simplifying disease management for patients. Campaigns such as Inhaler Hai Sahi, Tuffies, and Berok Zindagi have significantly improved inhaler acceptance and patient outcomes. Following the successful rollout of Spirofy® - a costeffective, portable spirometer in India, we expanded its reach to Nepal, marking our first emerging market launch. During the year, we launched impactful prescription brands such as Foracort G and Indaflo in respiratory, while gearing up for the introduction of Afrezza® Inhaled Insulin for diabetes management.

We are equally committed to addressing the global crisis of antimicrobial resistance (AMR). Our AMR portfolio is evolving from volume-based to innovation-led, with four novel products in development. In FY 2024–25, we introduced

Cefepime-Enmetazobactam in India. Additionally, our launch of Plazomicin (Zemdri) in India is a critical step in our antimicrobial stewardship program, reinforcing the need for responsible antibiotic use and innovation in infectious disease management.

We are also advancing our wellness and consumer health strategy by building large consumer brands ranking at # 1 or #2 position in respective categories of pain recovery, nicotine replacement therapy, cough and cold, antiseptic creams, oral rehydration salts and weight gainers.[4] We are strengthening our play across emerging segments like skin, hair, weight management, gut health through both organic and inorganic routes. Oncology is another key focus area where we aim to build a strong presence in cancers prevalent in the Indian subcontinent. Recently, we also received FDA approval for Nilotinib capsules for Chronic Myeloid Leukemia, further strengthening our oncology portfolio.

In the area of neurological and movement disorders, we are significantly strengthening our presence in the CNS therapeutic area. We successfully in-licensed Sanofi’s India Central Nervous System product range including Frisium®, a leading brand in anti-epileptic category. Building on this momentum, we aim to pursue similar in-licensing deals or acquisitions in niche indications of attention deficit hyperactivity disorder (ADHD) and Parkinson’s disease. Our efforts are rooted in understanding patient needs, reducing stigma, and delivering differentiated therapies for niche indications. Additionally, obesity is emerging as a priority area for Cipla. With a clear strategic intent, we are preparing to enter the weight management segment in India, aiming to address the rising demand for effective obesity solutions.

Looking ahead, our investments in CAR-T therapy, mRNA, biosimilars, and digital therapeutics reflect our commitment to shaping the next frontiers of care. We are not just keeping pace with change; we are helping define the future of healthcare.

Scripting the Next Chapter of Growth

As we look ahead, we do so with optimism and determination. Our ambition is clear: to be a global, innovation-led, patient-centric healthcare company that creates long-term value through science, empathy, and sustainability. We will continue to invest in big brands, strategic alliances, digital infrastructure, and next-generation therapies, while remaining rooted in our founding values of care and compassion.

As we celebrate this 90-year milestone, we are reminded that ‘Caring for Life’ is not merely a saying - it is our legacy, our purpose, our responsibility, and our future. A heartfelt thank you to Dr Hamied, whose vision and leadership continue to inspire us every day. To our Board, shareholders, partners, and employees - thank you. Your support and belief in Cipla fuel our journey.

We may be 90 years old, but our spirit is timeless. Here’s to continuing our journey of providing care, across continents, communities, and generations.

With warm regards,

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Umang Vohra Managing Director and Global Chief Executive Officer

4 IQVIA YTD February 2025

Cipla Limited | Annual Report 2024-25

Caring For Life

Caring for Life Since 1935

For 90 years, Cipla has stood as a beacon of care, its journey woven with milestones that resonate with its purpose of ‘Caring for Life’. From its inception in 1935, the company has embarked on a path to make healthcare accessible to all, a vision that drives all efforts even today. Each milestone is driven by innovation and a deep-seated humanitarian ethos, emphasizing a legacy that continues to build a healthier future for all.

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1935

Dr K A Hamied founded the Chemical Industrial Pharmaceutical Laboratories, popularly known as

‘Cipla’ in Mumbai.

1939

Mahatma Gandhi’s visit on 4[th] July 1939 inspired Dr K A Hamied to produce essential medicines and make India self-sufficient in healthcare.

1960

Dr Y K Hamied joined Cipla's R&D division after earning a PhD in organic chemistry from Cambridge University. He pioneered the production of bulk drugs (APIs), and within a decade, Cipla manufactured over 30 APIs indigenously.

1972

Pioneering inhalation

therapy in India, Cipla produced its first indigenous inhaler in India. The launch of salbutamol also marked a landmark in the treatment of asthma and COPD. Staying at the forefront of care, Cipla also created therapy awareness materials for patients and the medical community.

1985

Cipla turned 50. All three bulk-drug manufacturing facilities (Patalganga, Bangalore, Vikhroli) received US FDA approval, making them among the first Indian pharmaceutical plants to gain this recognition.

18

Corporate Overview & Integrated Report Statutory Reports Financial Statements

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1997 2001

2013 – 2016 2020

Cipla expanded its global footprint by acquiring Medpro in South Africa to strengthen its presence in the South African and broader African pharmaceutical markets. In early 2016, Cipla acquired InvaGen and Exelan in the USA to access local markets, government, and institutional businesses.

Cipla Palliative Care and Training Centre (CPC) was set up in Pune to provide free-ofcost and holistic care to terminally ill patients and their families.

During COVID-19 pandemic, Cipla enabled access to a wide range of offerings from diagnosis to treatment.

Cipla offered the world’s first tripledrug fixed dose combination for HIVAIDS for less than $1-a-day to Doctors Without Borders.

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Today

Cipla is among the top two (by number of brands) in the top 100 list in the Indian Pharmaceutical Market with several #1 brands across categories, #2 in Rx and #3 overall (Rx+OTC) in South Africa Private Market and continues to be a leading force in the Gx market in the U.S.

19

Cipla Limited | Annual Report 2024-25

Caring For Life

Awards and Accolades

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Certificate of Appreciation in the Large Category under the Listed Segment at the 24[th] ICSI National Awards for Excellence in Corporate Governance

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Third place globally in the Drug and Pharmaceutical sector and listed in the prestigious Dow Jones Sustainability Indices (DJSI) World Index 2024 & Emerging Markets Index 2024

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Gold Shield in Large Manufacturing and Trading sector category by The Institute of Chartered Accountants of India (ICAI) at the ICAI Awards for Excellence in Financial Reporting for FY 2023-24

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Gold rating for Palliative Care Services in Goa in the Healthcare category at the National CSR Times Award 2024

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Best Automation Adoption Award and Best Innovation Adoption Award in manufacturing and pharmaceutical sector at the 14[th] Edition Shared Service Summit and Awards 2024

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

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Market Trailblazers Award and another award for Export Powerhouse (FY24) Finished Formulations at the Express Pharma Excellence Awards

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Excellence in Modern and Agile Data Architecture and Infrastructure at the ET Now DataCon Awards 2024

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International Safety Award by the British Safety Council for commitment to health, safety and wellbeing of employees throughout 2024

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Safe-Tech Award 2024 for best practices in waste disposal & management across its depots in India by the Fire & Safety Magazine, India

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Cipla bags the Guinness World Records in India for most pledges received in 24 hours for an antimicrobial resistance awareness campaign

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Gold in the High Impact Certification Program category at the ETHRworld Future Skills Awards

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Berok Zindagi won Gold-Best Brand Development at IMAGEXX 2024 & Master of Modern Marketing Awards; Gold-Excellent Patient Communication at PRmoment Health Comms Awards 2024; Gold-Best use of video, content marketing at Afaqs Brand Storyz Awards; Gold -Best PR Campaign at e4m Health & Wellness Marketing Awards 2024; Best Campaign of the Year Award in Health & Wellness category at the DMEA Awards 2024

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Cipla Assist Team wins Gold in the Best Use of Personalisation category for its omnichannel engagement with doctors at the ET Brand Equity DigiPlus Awards 2024

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CiplaMed wins Innovator in Digital Medical Education category for its doctor-first digital knowledge platform at the Global Healthcare and Wellness Award & Conference 2025

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

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

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Tuffies campaign won the Health Awareness Campaign of the Year award for impact in driving meaningful change in paediatric respiratory care in India at The Economic Times RE Pharma Awards

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

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Ranked in the Top 30 Supply Chain Champions in India & conferred with the Best Supply Chain award in Reach Strategy category at the 10th India Logistics & Supply Chain Awards

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Global Supply Chain Management Team conferred with Exemplary Position in Pharmaceuticals category at the Confederation of Indian Industry's Supply Chain & Logistics Excellence Award 2024

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Cipla India Business Sales Force Effectiveness (SFE) team awarded for Customer Relationship Management (CRM) Excellence at the Pharma SFE/SFA summit by Bluetech Media

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'The Cipla Story' campaign won Gold and 'Force for Good' campaign won Silver for Best Use of Owned Media/ Content Strategy at PRmoment Health Comms Awards 2024

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Cipla Health conferred with the Best Healthcare Company of the Year Award winning s ix gold, six silver and three bronze awards at the e4m Health and Wellness Marketing Awards 2024

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Cipla EMEU's Spirofy Initiative in Nepal awarded Gold in Patient-Centric Pharmaceutical Company in Pulmonology category at the IHW Patient First Awards 2024

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Certified as Great Place to Work for seventh year in a row by the Great Place to Work Institute, India - Feb 2025 to Feb 2026

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Featured in India's Best Workplaces in Pharmaceuticals, Healthcare and Biotech 2024 list

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

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'Tuffies' campaign won 12 awards in FY 2024-25 including 9 Golds for Best Multi Channel Campaign for a Cause, Best Communication Campaign in Pharma, Biotech and Biopharma, Best Integrated Health Communications Campaign, Healthcare Marketing category,Health & Wellness sector, Influencer Marketing Campaign, Best PR Campaign, Best Healthcare & Pharma Sector Campaign and Health & Wellness Sector

'Pink of Health' campaign won Silver for Health Awareness Campaign of the Year at India Health & Wellness Awards, Silver for Best Use of celebrity Endorsement at the ACEF Global Customer Engagement Summit & Awards 2024 and Best Integrated Marketing Campaign at Economic Times Rajasthan Business Awards

Cipla Health's Omnigel 'No dard for Fans' campaign won Silver in Best Use of Integrated Marketing category; Nicotex's 'Winning at Quitting with Nicotex' campaign won Bronze in Best Use of Digital Marketing & Social Media category at the e4m Indian Marketing Awards 2024

'The Uncommon Cold' campaign won 5 awards in FY 2024-25 including recognition for Leading Healthcare Awareness Campaign at the Elets Pharma Leadership Summit & Awards and GoldDigital Marketing for Effective Use of Customer Feedback at ACEF Global Customer Engagement Summit & Awards

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21

Cipla Limited | Annual Report 2024-25

Caring For Life

Our Value Creation Model[1]

Cipla’s business model revolves around its purpose of 'Caring for Life'

Drivers

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Inspiration and Ethos

Inputs

Financial Capital

Net capex: J 1,162 crores

• Working capital: J 8,311 crores Net-debt to equity ratio: -0.33

OneCipla Credo

Patient centricity Manufactured Capital

Innovation

• 46 manufacturing facilities

• 25% of total capex invested towards minimising the environmental and social impacts of our products and operations

Operating Intellectual Capital Environment J 1,536 crores

• J 1,536 crores R&D expenditure

• 1,700+ strong IPD team

Market trends

• Initiated 36 clinical trials, involving 2,000+ patients

• Regulatory demands

• Global

• developments

Human Capital

• 30,000+ global employee strength across 18 countries and six continents

• 16 lacs+ total training hours

• 88% succession cover to critical senior manager roles

Stakeholder Demands

• Internal

• stakeholder

Social and

• External Relationship Capital

• stakeholder

• J 84.67 crores spent on corporate social responsibility

• 72% procurement budget spent on local suppliers Assessed suppliers accounting for ~36.19% of our total procurement expenditure

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Innovation

Strategic Objectives

Achieve excellence in our PASSION AREAS

Focus on INNOVATION

Risks & Opportunities

Natural Capital

• For India manufacturing operations :

• Leveraging

• 64% renewable electricity used

• opportunities

• Management and 67% of manufacturing sites are zero liquid discharge

• mitigation of risk

PIONEERING – Thinking beyond pharma

EXECUTION – Focus on key geographies and key business functions

CHAMPIONING CARE – AMR and ESG

• 100% Zero Waste to Landfill Sites

1GRI 2-6

Statutory Reports Financial Statements

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Outputs

Outcomes

Financial Capital

Financial Capital

• Sustainable growth margins, high returns, strong cash flow, healthy balance sheet and balanced capital allocation Stable and continuous returns to shareholders

Revenue: J 27,548 crores

EBITDA: J 7,128 crores (25.9% margin) Return on Equity: 18.2%

Manufactured Capital

Manufactured Capital

• Annual production of 32.15 bn tablets and capsules,

• Optimised infrastructure, efficient production processes and enhanced operational reliability

• 679 mn respules, 48.3 mn oral liquids, 51.8 mn nasal sprays,

• 144.3 mn aerosol pMDIs, 4.6 mn dry powder inhalers, and 881.74 tonnes of API

• Robust IT infrastructure and improved quality culture

Intellectual Capital

Intellectual Capital

• Investments in R&D facilitated continuous improvement in operational efficiency, enhanced R&D capabilities and increase in number of product launches during the year

Launched 133 products globally

• 279 patents as on 31[st] March 2025

• Filed 2,472 cumulative DMFs & 284 cumulative ANDAs & NDAs

• 10 clinical trials were successfully completed

Human Capital

Human Capital

Certified as Great Place to Work seventh time in a row

• Skilled and motivated workforce contributing to higher productivity and employee satisfaction resulting in reduction in attrition rates

• 15.88% women in workforce

• 1,00,000+ employee volunteering hours

• Development of talent pipelines and succession planning for long-term organisational resilience Safe, inclusive and diverse ecosystem within the Company

Social and Relationship Capital

Social and Relationship Capital

• Contributing resources, expertise and support to community projects and initiatives improved quality of life and social well-being

• 3,38,000+ people impacted through social impact initiatives

• 57,000 patients served through palliative care partnerships

• Access to drugs for ~45% of diseases on the WHO EML

• Building strong relationships, enhancing trust and mutual understanding with local communities through engagement and collaboration initiatives

• 4.5 million patients counselled through BreatheFree Program

• 1,761 vendors confirmed compliance with SCoC

• 2 lacs+ interaction with HCPs

• Improved access to high quality medicines to drive positive healthcare outcomes, through reliable supply chain management and strong relationships with all stakeholders.

Natural Capital

Natural Capital

For India manufacturing operations :

• Sustainable business practices for environmental stewardship and positive impact on nature and climate.

• 41% scope 1 (energy based) and scope 2 reduction from FY 2024-25

• Continued progress towards achieving water neutrality, zero waste to landfill and reduction of GHG emission for our India Manufacturing operations

• 1.75 times water positive

• 100% EPR compliance for pre and post consumer plastic

Impact

Refer 'Global Reach' on page no. 6

Key brands[2] Foracort Duolin Dytor Budecort Urimax

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2IQVIA MAT April 2025, sub brands have been grouped

Cipla Limited | Annual Report 2024-25

Caring For Life

Strategy for Strengthening Our Core Engines and Building Future Capabilities

Our journey began in 1935 with the purpose of enhancing access to affordable and quality healthcare for all patients. For nine decades, we have strived to cater to the healthcare needs of our patients, providing high quality medicines and earning the trust of healthcare professionals. As we enter our 10[th] decade, we continue to be driven by an unwavering commitment to patient-centricity, innovation and accessible healthcare.

Global healthcare landscape

Globally, the pharmaceutical and medical science sector is transforming at an exponential pace. Biosciences, Artificial Intelligence ('AI') and technology are converging to create innovative meaningful healthcare solutions for patients. Such advancements have substantially reduced the cost and

development time of drugs. With the discovery of advanced diagnostic, genomic profiling, innovative and newage modalities like mRNA, CAR-T, gene therapy, Antibody Drug Conjugates ('ADCs'), Monoclonal Antibodies ('mAbs.') Bispecific Antibodies ('BsAbs'), etc. the field of science is setting new standards

and is expected to deliver significantly better outcomes as against traditional therapies. At Cipla, we are committed to build deep capabilities and harness our execution engine to leverage this wave of change and achieve our Strategic Vision 2028.

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Statutory Reports Financial Statements

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Our PASSION Areas

Lung Leadership

Strengthen our Lung Leadership in key markets by leveraging product portfolio, digital, devices and diagnostics offerings

In India, we dominate the respiratory therapy with 25%[1] market share in the overall market and 70%[1] market in our covered market (inhalation + nebulisation). As we endeavour to strengthen our efforts in respiratory therapy, we continue to serve the entire patient continuum of care from screening and diagnosis to adherence. This includes launching CipAir, an Artificial Intelligence ('AI')-powered mobile app for asthma screening, deploying Spirofy, a handheld spirometer for diagnosing chronic Respiratory diseases and exploring lung oscillometry, an advanced tool for respiratory assessment. We also utilise our resources like the Breathefree Lung Health App and the Breathefree Digital Educator Programme to increase patient’s adherence to therapy.

Our Aim and Strategy:

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To build respiratory portfolio beyond Asthma/COPD, such as, mucolytics, refractory cough, pulmonary arterial hypertension and allergic rhinitis.

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To build and increase To build competitive differentiated drug advantage via green portfolio across propellant inhalers. the disease spectrum.

Currently, we have 26 double and triple combinations with Ciphaler and Synchrobreathe in our development pipeline. For the next five years, 50+ filings and 80+ launches across various drugs and devices formats are planned globally.

For the US market, we have filed three assets including gSymbicort and gQvar Metered Dose Inhaler ('MDI'), with launches expected within next three years. We have also filed multiple respiratory products across Emerging and European markets, to strengthen our future pipeline. Some of the key assets are Budesonide Formoterol Hydrofluoroalkane ('HFA') in Europe, US, South Africa, Australia, Salbutamol MDI in Australia, Cicloform HFA in South Africa, Fluticasone Salmeterol Dry Powder Inhaler ('DPI') and Tiotropium DPI in Brazil.

Green Propellants are emerging as a need of hour in respiratory therapy. We have four key assets with Low Global Warming Potential Propellant ('LGWP') under development. Filings are targeted in FY 2025-26 and launches are planned in the next two to four years.

Our cost-effective, pneumotach portable Spirometer - Spirofy® launched in FY 2024-25 has been scaled, further improving respiratory diagnosis with 1,000+ installations across India. After the successful rollout of Spirofy® in India, Nepal has become the first Emerging market to launch Spirofy® in FY 2024-25. Additionally, Spirofy® has received regulatory approval for Kenya, Tanzania, Ghana, Mauritius and South Africa. Spirofy® is in the advanced journey to receive the prestigious Conformité Européenne marking under new EU- Medical Devices Regulation and poised to become the first fully indigenous spirometer with this stamp of approval.

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1As per IQVIA YTD February 2025

Cipla Limited | Annual Report 2024-25

Caring For Life

Wellness

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Our Aim and Strategy:

Become the largest consumer healthcare company in India and South Africa

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Building large consumer Strengthen play across emerging brands ranking at consumer health segments like # 1 or #2 position in skin, hair, weight management, respective categories. gut health through both organic and inorganic routes.

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Our Consumer Wellness franchise in India, has established market leadership positions across key categories along with the largest reach amongst all wellness companies. Six of the CHL brands are ranked either no. 1 or no. 2 in key categories of pain recovery, nicotine replacement therapy, cough & cold, antiseptic creams, oral rehydration salts and weight gainers.[2] This growth is driven by leveraging strong consumer insights and our robust capabilities to deliver compelling propositions and communication to our consumers across our flagship brands. In FY 2024-25, we acquired key brands from Ivia Beaute Private Limited like Astaberry, Ikin, Bhimsaini, etc. in India, further expanding our distribution footprint beyond Tier 2+ towns.

The Over the Counter ('OTC') private market in South Africa is worth USD 1.1 billion. With the South Africa market maintaining an above average loyalty to brands, the strategic intent of building equity in “Big Brands” continued to build momentum in FY 2024-25. Our Wellness business has secured revenues of ZAR 1.65 billion, growing at 11.8% over the last financial year. It maintained its leadership position in key categories with top 3 ranks in the allergy, calmative, probiotic and cold preparations. Further in FY 2024-25, we have successfully completed the integration of the portfolio of Actor Pharma (Pty) Limited.

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New Therapy Frontiers : Central Nervous System ('CNS'), Oncology and Obesity

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To strengthen oncology, CNS and establishing obesity portfolio

Central Nervous System

We in-licensed Sanofi’s India Central Nervous System ('CNS') product range including Frisium ®, a leading brand in anti-epileptic category, which has helped us gain our rank in CNS therapy to #5 position.

Currently, we hold the top-ranking positions in South Africa and Morocco markets in the CNS

therapy area. To strengthen our position further, we will continue to focus on bringing in differentiated assets across the therapy in these countries.

2IQVIA YTD February 2025

Statutory Reports Financial Statements

Our Aim and Strategy:

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To address the unmet To build a comprehensive portfolio of CNS needs of patients suffering drugs, underpinned with differentiated drug from CNS disorders. delivery systems targeting niche indications, such as Parkinson's.

Oncology

Our Aim and Strategy:

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To establish a strong foothold in treatment of cancers that are predominantly prevalent in Indian subcontinent, by offering targeted therapies, nutritional and supportive care to cancer patients.

The global oncology market was valued at USD 255 billion in FY 2023-24 and is poised to cross USD 400 billion by 2028[3] . As per the World Health Organisation ('WHO'), 35 million new cancer cases are estimated to be detected in 2050, with a steep rise in low-and middle-income countries ('LMIC')

From being the first company in India to introduce drugs Vincristine and Vinblastine in 1984 to successfully developing several nanotech based products for cancer, such as paclitaxel injection, we are making constant efforts to strengthen our oncology portfolio. In the past, we have successfully launched Lenalidomide in USA, which is an immunomodulatory prescription drug to treat patients with multiple myeloma, mantle cell lymphoma and myelodysplastic syndromes, as a maintenance therapy following stem cell transplant. We have also received United States Food and Drugs Administration ('US FDA') approval for Nilotinib capsules for treatment of chronic myeloid leukemia, further expanding our oncology portfolio.

Due to advancement in genomics, there is a spurt in the development of novel technologies/ platform in precision and personalised medicine, resulting in better clinical outcomes for patients. In oncology, we continue to explore new treatment platforms, which can help bring advanced oncology solutions to LMICs.

Obesity

The obesity market is expected to reach USD 200 billion[4] in sales for all indications by 2031. GLP-1s and combinations are rapidly reshaping the treatment landscape by delivering significant weight loss.

Our Aim and Strategy:

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Launching GLP-1 agonists in India and other emerging markets.

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To focus beyond pharmaceuticals into the nutraceutical space, with a range of products targeting weight loss and lean mass management.

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3IQVIA global oncology trends report 2024

4RBC Capital Markets February 2025

Cipla Limited | Annual Report 2024-25

Caring For Life

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Focus on INNOVATION

To build our Innovation engine, we plan to develop our capabilities in-house and also develop additional strategic alliances. We classify our efforts in Horizon 2 (biosimilars, specialty, complex injectables, peptides) and Horizon 3 (advanced new age technology)[5] .

To bring innovative assets to the world to address areas where it matters.

Horizon 2

Horizon 3

For Horizon 2, our focus is to build capabilities for biosimilars, specialty peptides, Long-Acting Injectables('LAI'), specialty products.

For Horizon 3, we are dialing up new age platforms such as cell and gene therapy, mRNA, stem cells to build a long-term competitive advantage.

For biosimilars, we have started a new in-vitro discovery biology facility and a new bio-assay lab with Kemwell Biopharma Private Limited.

We aim to move up the innovation curve and pioneer transformative treatments in stem cell therapies to address the unmet medical needs globally.

We are working closely with one of our investee companies, Ethris GmBH to co-develop mRNA assets for India and LMICs. We are also setting up our own mRNA R&D laboratory and Centre of Excellence in Europe.

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PIONEERING the care continuum

Industry lines within healthcare are blurring as companies are strategically offering solutions encompassing and catering to more aspects of patient lives. With shifting points of care, companies are increasingly competing for attention and engagement of patients. We are making significant inroads in adjacencies such as diagnostics, digital therapeutic solutions and integrated pulmonary care. This strongly complements our core business and also offers us a competitive edge in delivering solutions spanning across the entire healthcare continuum.

5We define Horizon 1 as Generics and small molecules

Statutory Reports Financial Statements

Breathefree

We have launched “Breathefree”, the only respiratory platform with comprehensive offerings, setting new benchmarks and standards in the pharmaceutical industry. The platform has achieved a significant milestone with over 15 lac downloads[6] . It has also helped patients with asthma, Chronic Obstructive Pulmonary Disease ('COPD') in effective management of their condition with interventions such as daily action plans, breathing exercises, medicine reminders, content and health tracking.

To further encourage adherence to their treatment or health regimens, a gamification module has been launched that motivates patients to engage consistently with their wellness journey.

Our Aim and Strategy:

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Explore non-invasive and non-intrusive digital Provide a holistic platform that screening methods to screen undiagnosed supports patients throughout their patients, to ensure they receive timely and journey - from awareness to screening, appropriate treatment. management and adherence aligned with their physician’s treatment plan.

Building on the vision outlined in FY 2023-24, we will be launching the first-of-its-kind, lung-focused diagnostics and wellness centres - Breathefree Lung Wellness Centre ('BLWC') - with the inaugural centres opening soon in two cities- Delhi and Mumbai. These centres mark a bold leap in our journey to reshape respiratory care in India by offering a comprehensive and standardised approach to lung health.

BLWCs have also been envisioned as centres of excellence in DART- Diagnostics, Awareness, Research and Training. They will act as training hubs for clinicians and technicians and contribute to real-world research in respiratory care, further strengthening our leadership in respiratory medicine. With BLWCs, we are bringing together our decades of expertise in respiratory health to create a unique platform that not only supports early and accurate diagnosis but also builds the future capabilities of India’s pulmonary care ecosystem. This initiative reinforces our purpose of “Caring for Life” by enabling access, innovation and impact - right at the point of care.

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Point of Care devices

We launched CipAir, an AI- powered mobile application, to simplify asthma screening in India with state-ofthe-art proprietary technology that uses breathing signatures for Asthma screening. During FY 2025-26, we are planning to launch CipA1cDuo®, India’s unique handheld device that detects both HbA1c and Blood Glucose in a single prick of blood .

We have also developed CipOscillo® - Cipla’s Oscillometer in collaboration with a US-FDA approved

technology partner. The license application has been filed with Indian regulators in FY 2024-25. CipOscillo® uses simple tidal breathing and is a portable battery operated oscillometer that detects airway obstruction within minutes and especially relevant for Paediatric and Geriatric patients.

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6Internal estimates

Cipla Limited | Annual Report 2024-25

Caring For Life

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Harnessing our EXECUTION Engine

We have built strong core capabilities for execution and will leverage the same by building a bolder presence across our key markets. This will be supported by our strong, reliant and responsible manufacturing operations, supply chain resilience and optimisation, quality automation, augmented by AI and digital transformation.

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One India

To achieve E 20,000 crores revenue by FY 2027-28: touching 400 million lives in India Sustained leadership in core therapies driven by best practices and innovation.

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This year, we are celebrating 90 years of our legacy in India. Our One India business growth was propelled by large brands like Foracort, Dytor, Pantosec, Urimax, Omnigel, Cheston, Cipcal, Nicotex and Prolyte.

Our Aim and Strategy:

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To bring key new launches across therapies including diabetes - inhaled insulin (Afrezza), Anti-Microbial Resistance ('AMR'), respiratory therapy among others.

To build leading brands such as Forcart and Omnigel in their respective categories.

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We are aiming for multifold growth in chronic portfolio with focus on our leading brands such as Dytor, Humalog, Metolar, etc.; augmented with focus on Obesity drugs.

Focused on being in the top five in therapy areas of diabetes, ophthalmology, dermatology and in the top three in cardiology.

Our brand for asthma & COPD management, Foracort secured a landmark E 900 crores in revenues[7] for the first time and continues to be the no.1 ranked brand in Indian pharmaceutical market for the second year in a row[8] .

In IPM, we have achieved the 2[nd ] rank in Urology and 5[th] in Central Nervous System (CNS)[9] . We have partnered with Orchid Pharma Limited to launch a new AMR[10] drug – Cefepime + Enmetazobactam for the treatment of complicated Urinary Tract infections, Hospital-Acquired Pneumonia and Ventilator-Associated Pneumonia indications.

Over the last couple of years, we have strengthened our core business by making our big brands larger through regional and channel dominance. We are joint holders of the #1 rank of having the highest number of brands (six) in the E 300 crores club of the Indian Pharmaceutical Market[11] . Over the past one year, we have successfully launched 85 products across multiple therapeutic segments, strengthening our market presence. We have also expanded our field force from 10,470 in FY 2023-24 to 11,512 in FY 2024-25, further augmenting our reach among doctors.

In FY 2024-25, our trade generics business unit has undergone a transition to a new distribution model and streamlined operations, driving profitability and sustainability. The retail vertical of this business was expanded pan- India and is driving productive business engagements at over C 1.5 lacs retail /pharmacy stores. This is enhancing reach and supply of generic products till the last mile.

The trade Gx business continues to introduce new products to cater to evolving patient needs and focus on investments in building innovative digital capabilities to reach broader audience. We are expanding our consumerisation initiatives to take our products closure to its users. At the same time, business will continue to strengthen its leadership by brand building, deep distribution and improved penetration.

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9IQVIA MAT February 2025

7MAT March 2025 8MAT March 2025

10Anti-Microbial Resistance 11MAT March 2025

Statutory Reports Financial Statements

One Africa

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To attain no. 1 rank in South Africa private market

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Over FY 2024-25, we have grown by 270 basis points faster than the total private market in South Africa: 6.7% vs the market at 4.9%[12] . Furthermore, we are the only player in the top five to organically grow the base business (0.03% vs market at -2.7%)[13] . We rank third in the South African private market with a market share of 8.6% and ZAR 5.1 billion in private revenue in FY 2024-25[14] . Furthermore, we are ranked second in the prescription (Rx) market and third in the OTC market[15] .

The rest of the One Africa business has also delivered a strong performance. Our Ghana business has excelled in West Africa with almost nine times the revenue growth and a strong performance in new launches. In Kenya, we are market leaders in respiratory therapy and second rank in the gastro-intestinal and pain therapies. We have fully integrated the North Africa business, specifically Morocco and Algeria into Cipla One Africa. In Morocco, we have grown the business 150 basis points ahead of the Total private market in FY 2024-25.

Our Aim and Strategy:

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Sharper focus on top cities versus entire countries.

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To target the "Missing Middle" segment.

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Focus on growing businesses in North Africa and strengthening market leadership in South Africa.

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Europe and emerging markets

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Our Emerging Markets and Europe ('EMEU') business witnessed a strong business turnaround in FY 2024-25, delivering USD 394 million revenue growing 15% over FY 2023-24 in USD terms.

Our Aim and Strategy:

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Continue to focus on building deep markets, strengthening the existing ones while building newer markets.

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Differentiated portfolio pipeline, ensuring on time launches and building meaningful partnerships, enabling to deliver double digit profitable growth.

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Continue to streamline operations and augment our customer centric approach, across all our markets.

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12IQVIA MAT February 2025 13IQVIA MAT February 2025 14IQVIA MAT February 2025 15IQVIA MAT February 2025

Cipla Limited | Annual Report 2024-25

Caring For Life

North America

We have achieved revenues of USD 918 million in FY 2024-25 completing 10 years of direct market presence in the US.

Our Aim and Strategy:

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Deepen our presence in the complex Gx segment by launching more complex generic products (LAI, peptides) and 505b2.

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Become the second largest generic player (by prescriptions) in inhalation based products by 2030.

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Investments in selective biosimilars within the respiratory and oncology segment (through licensing or co-development alliances).

Our Albuterol MDI share expansion has helped us to achieve No. 1 position in generic inhalation market. We will continue to focus on differentiated product portfolio and have successfully filed ANDA for gSymbicort and gQVAR. We will continue to expand our respiratory capabilities in the US market through investments at both our Long Island and Fall River manufacturing facilities.

In complex Generics space, we have successfully developed and manufactured several nanotech based products for cancer, such as paclitaxel injection. We received approval and launched two complex peptide injections in the US market during the year. In addition, we also launched three injection-based products with Competitive Generic Therapy) exclusivity (“CGT”). Our 505(b)2 journey continued with approval of Nilotinib capsules in February 2025, expected to launch in FY 2025-26.

We expect our growth journey in US to continue in the US in subsequent years, supported by launch of one complex oncology injection, 4 Peptide based injections, 2 Respiratory products. Our investments in portfolio building in Inhalation space, complex generics/ peptide-based injections and new areas such as oligonucleotides / 505(b)2 differentiated products position us strongly for growth in the medium to long term.

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16MAT Mar 2025

Statutory Reports Financial Statements

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Manufacturing

Our Aim and Strategy:

Maximising key performance parameters Building deep Build cost and capabilities to deliver platform capabilities leadership in operations on our growth initiatives.

We have embarked on delivering on our ‘Continuous Manufacturing’ concept at one of our critical lines to ensure high levels of efficiency and cost effectiveness. We have also specifically worked on digitising our critical processes like:

• Reduction in operator training time by 60% through Virtual Reality based learnings for five critical equipment at our Indore Unit IV.

• Automated the Visual inspection process on nasal packing line for our Indore Unit III to enhance inspection and quality processes which has helped in optimising manual processes by 8%.

• Reduction in trouble shooting time by ~15% through Generative AI based chatbots for alarm troubleshooting and documentation screening. This has been piloted at our Indore Unit IV.

• In-house developed Advanced Analytics Investigation tool at India based Formulation Sites has led to a 90% reduction in time required for complex investigations and a 50% reduction in the overall number of complex investigations from the past four years, thus improving supply reliability, product and process robustness.

• We have successfully executed the first shipment of Budesonide Respules from China, adding to our global capacity of respules dosage form.

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Quality

Achieve 100% compliance through process improvements and automation

Our Aim and Strategy:

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Improve efficiency and achieve process robustness through reduced rejections, failure rates and improve the quality of investigation by harnessing productivity analytics, predictive analytics and machine learning models and implement automation of change management system.

Focused on transitioning to real time testing and paperless labs by utilising Robotics automation and Gen AI use in cases like natural language processing, voice recognition and video analytics, a 100% completion rate has been achieved in Automation in Delivered dose testing for MDI using Robotic Automation.

We are driving governance through a cloud-based business intelligence dashboard for real time tracking and visibility of key Quality Management System metrics and Key Performance Indicators.

We have also created Digital Transformation Programme and initiated gen AI use cases development for complaint management, Documentation Review and Audit Trail review. The FDA observations for our Goa site have been successfully resolved and closed, reaffirming our commitment to maintain the highest standards of Quality compliance.

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Cipla Limited | Annual Report 2024-25

Caring For Life

Supply Chain Management

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To be a top rated pharma supply chain globally

Our Aim and Strategy:

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To transform our global network by implementing best-in-class planning processes, deploying low/ no-touch planning, building a resilient supply chain with the right structure and talent to create a solid foundation for future growth.

Information Technology

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Focus on leveraging the fourth industrial revolution technology, Gen AI powered tools along with real-time market intelligence to achieve cost leadership by enhancing material productivity and risk mitigation.

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To consolidate our distribution footprint for better cost efficiency and service levels, ensuring Good Distribution Practices to maintain drug quality and patient safety.

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Our Aim and Strategy:

Continuous Learning

Embedding AI, Machine Learning models in R&D, manufacturing, supply chain and quality.

Security

Strengthen cybersecurity, recognising the importance of protecting our digital assets against an everevolving landscape of cyber threats.

By identifying necessary software components and implementing robust safeguards, we ensure the security and integrity of our data.

Empower teams with continuous learning, training and access to cutting-edge tools to stay ahead of technological trends.

Technology

Taking strategic bets in emerging technologies such as AI, with a particular focus on vision AI and Natural Language Processing These technologies hold immense potential for enhancing productivity and maintaining compliance within our operations.

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Statutory Reports Financial Statements

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Championing Care

Cipla’s “Championing Care” philosophy is embedded in our soul and continues to guide our efforts throughout the journey.

Anti-Microbial Resistance

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Our Aim and Strategy:

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Establish Cipla as Crusader Building robust in Crisis by providing access, portfolio stewardship and awareness Responsible manufacturing Increasing advocacy of antibiotics and surveillance

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Cipla remains at the forefront of the global fight against AMR, leveraging its strengths in access, innovation and responsible stewardship. As a leading producer of antibiotics and a proactive contributor to AMR mitigation, we are committed to driving meaningful change through focused efforts that address critical unmet needs.

We have made AMR a strategic priority and are actively engaged in initiatives aimed at raising awareness, optimising antimicrobial use and establishing robust surveillance systems.

All Cipla sites rigorously monitor antibiotic products in alignment with WHO and AMR Industry Alliance ('AMRIA') guidelines. Products undergo mass balancing and analytical testing. Most of our sites have installed Zero Liquid Discharge ('ZLD') systems, eliminating the risk of

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environmental pollution from treated effluent. At other sites, we ensure Predicted Environmental Concentration (PEC) values remain within AMRIA-prescribed limits.

In FY 2024–25, we introduced one new antibiotic in India—Cefepime-Enmetazobactam and received approval for marketing Plazomicin (Zemdri)—for treating urinary tract infections ('UTIs') in hospital settings. Zemdri, a next-generation aminoglycoside for complicated UTIs, is a patented Cipla product. Our AMR portfolio is evolving from volume-driven production to innovation-led impact, with four novel AMR products currently in development.

We promote responsible antibiotic use through advocacy programs like "I Act More Responsibly," which raises awareness about the dangers of self-medication and antibiotic misuse. This year, we launched a dedicated AMR website to disseminate up-to-date information. Notably, Cipla earned a GUINNESS WORLD RECORDS™ title in India for securing 16,745 pledges for our AMR campaign within 24 hours.

We also conducted over 100 OASIS (Optimising Antimicrobials for Improved Stewardship) Continuing Medical Education programs, engaging more than 1,000 healthcare professionals to promote judicious antibiotic use. Additionally, we hosted two workshops for antibiotic suppliers (API and formulations) to enhance awareness on API emissions management, AMRIA’s 2022 Manufacturing Standard and the AMR Certification Programme.

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Human Resource

Refer 'Human Capital' on page no. 78

Environment, Social and Governance ('ESG')

Refer 'Contributing to a Sustainable Future' section on page no. 36 for more information on our ESG Goals and Way Forward.

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Cipla Limited | Annual Report 2024-25

Caring For Life

Contributing to a Sustainable Future

Sustainability at Cipla is driven through our core purpose of ‘Caring for Life’. We are committed to continuous improvement and have made focused efforts for a sustainable footprint. With a baseline year of FY 2019-20, we had set critical goals and targets to enhance our positive impact on people and the planet for our India manufacturing operations[1] to be achieved by December 2025. These goals have been the driving force of our efforts and targeted initiatives:

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----- Start of picture text -----

Goals (India manufacturing operations) Progress as on 31 [st] March 2025
80% reduction in absolute Scope 1 58% reduction from the baseline year
(energy based) and Scope 2 emissions [2]
Water neutrality Achieved 1.75 times water positive
Zero Waste to Landfill (‘ZWTL’) All Cipla India Manufacturing operations
are ZWTL certified
50% renewable electricity 64% renewable electricity
Continuing zero fatality in our
Two fatalities in FY 2024-25
manufacturing operations
Full compliance with safe discharge
targets established by AMR Industry Achieved full compliance with the safe discharge targets
Alliance ('AMRIA')
----- End of picture text -----

Future Outlook

Climate Action

Our efforts to reduce our carbon footprint are driven by the increasing use of renewable energy and alternative fuel sources, further supported by targeted investments in efficiency initiatives. By December 2025, we aim to achieve an 80% reduction in absolute Scope 1 (energybased) and Scope 2 emissions from the baseline year FY 2019–20 for our India manufacturing operations. We will continue to leverage existing energy solutions while investing in new and targeted initiatives.

In FY 2024–25, we recorded a 58% reduction in GHG emissions compared to the baseline year. Additionally, we

achieved 64% renewable electricity usage, surpassing our goal of 50% for India manufacturing operations. Our commitment to a positive climate footprint is further strengthened through the implementation of focused energy efficiency initiatives, resulting in energy savings of approximately 3,724 MWh during the reporting year.

Building on the climate risk assessment we undertook in FY 2022-23 we continue to monitor our exposure to any actual or potential physical or transition climate risks. In the continuously evolving climate scenario, we are committed to safeguarding our operations and the environment and implementing targeted action plans to address any adverse risks.

Water

We are pleased to share that we have become 1.75 times water positive with respect to our Water Neutrality target for our India manufacturing operations—achieved ahead of the set timeline. This milestone has also been externally certified, further reflecting our commitment to water stewardship. Our water stewardship approach focuses on increasing the use of rainwater, reducing blue water usage, promoting recycling and reuse, and empowering local communities through targeted watershed projects. Currently, 67% of our India manufacturing operations are Zero Liquid Discharge ('ZLD'), strongly supporting our commitment to

1India Manufacturing Operations includes manufacturing units of Cipla Limited and its subsidiaries in India (Goldencross Pharma Limited, Medispray Laboratories Private Limited and Meditab Specialities Limited)

2Cipla undertook a strategic reassessment of emissions goals and have revised the target from carbon neutral to emission reduction

Statutory Reports Financial Statements

minimising wastewater discharge and reducing the indirect pollution load on natural water bodies. In the reporting year, we recycled and reused 51% of the total freshwater withdrawn for our India manufacturing operations.

Our local community watershed projects have yielded significant impact, harvesting approximately 2.47 million kilolitres of rainwater in FY 2024–25. Guided by a ‘ridge to valley’ approach, we promote holistic water resource management through initiatives such as check dams, ponds and rooftop rainwater harvesting systems.

Strategic collaborations with NGOs like MYRADA and BAIF have played a vital role in building resilient ecosystems across Karnataka, Tamil Nadu and Maharashtra. These efforts are complemented by community engagement on responsible water use and waterefficient agricultural practices. To further enhance ecological impact, we have undertaken afforestation and biodiversity assessments around watershed structures to preserve and protect local flora and fauna. We remain committed to scaling these initiatives to empower communities and strengthen environmental resilience.

Waste

Our commitment to reducing waste generation and achieving ZWTL is driven by a strong focus on recycling and co-processing. During FY 2024–25, we achieved ZWTL status across all our India manufacturing operations— an accomplishment that has been externally certified. We also maintain 100% compliance with Extended Producer Responsibility ('EPR') for both pre-consumer and post-consumer plastic waste. During FY 2024–25, approximately 90% of the waste from our global operations has been sent for recycling or reuse.

Biodiversity

As a signatory to the Indian Business and Biodiversity Initiative (‘IBBI’), we recognise our responsibility in engaging ethically with the biodiversity in and around our

operations. Guided by the findings of our TNFD biodiversity risk assessment conducted in FY 2023–24, we continue to implement targeted afforestation and reforestation initiatives, with a strong emphasis on water conservation to support local flora and fauna. We are committed to develop and execute conservation strategies at sites identified as high-risk. During the reporting year, we have collaborated with the NGO MYRADA, to restore eight wetlands across Bengaluru, India. Our endeavour remains to implement initiatives that protect and support restoration of biodiversity, while minimizing any adverse impacts.

Anti-Microbial Resistance ('AMR')

As a pharmaceutical company, we are committed to responsible manufacturing practices and have launched the AMR Manufacturing Guidance, which provides tactful guidance on ensuring antimicrobial stewardship. We monitor antibiotics products at all sites following AMRIA/ WHO guidelines, using mass balance and analytical testing. All our own antibiotic manufacturing sites are complying with safe discharge targets established by the AMRIA. We will continue to maintain strict compliance with local environmental regulations, conduct EHS management programmes and awareness building and safely treat wastewater and solid waste containing antibiotics.

We also make focused efforts to engage our supply chain partners in the fight against AMR.

Workforce wellbeing

Our human capital is the foundation of our business and operational success. Ensuring their wellbeing and growth is a key priority and we are committed to providing them with a safe and inclusive working environment. For details on Cipla’s approach towards Workforce Wellbeing, refer to Human Capital on page no. 93 of this report.

Governance for sustainability[3]

Execution of Environment, Social and Governance (‘ESG’) initiatives is led by the Management. The Board of Directors provides overall oversight,

supported by the Investment and Risk Management Committee ('IRMC'), which reviews key ESG initiatives as well as identification of critical risks and devising mitigation plans for the same. ESG goals are embedded into the performance indicators of our Managing Director and Global Chief Executive Officer. These goals, approved by the Board and the Nomination and Remuneration Committee ('NRC'), are tracked periodically.

The Sustainability Council, chaired by the Global Chief Manufacturing Officer ('GCMO'), plays a central role in managing and overseeing sustainability performance. The Sustainability Council includes members of Management Council and head of departments from various functions, meets on a quarterly basis and provides regular updates to IRMC. There is a dedicated Central Sustainability Team who reports directly to the GCMO and provides regular updates to the management and is responsible for end-to-end implementation of our sustainability initiatives. The Council operates under a formal Charter that defines its purpose, scope, governance and member responsibilities. The Charter is available on the Company website: https://www.cipla.com/sites/default/ files/sustainability_council_charter.pdf.

During FY 2024-25, the Company had a target of reduction of GHG emissions, water withdrawal, waste generation, along with employee wellbeing & zero fatality. These ESG goals at the organisation level are then cascaded down to relevant leadership positions with significant weightage. At the end of the year, the performance of the organisation against these targets is reviewed and approved by the NRC and Board. The performance is also assessed at a functional level. Positive performance on these environmental KPIs vis-a-vis targets is incentivised through variable pay for the relevant business leaders. For further information on ESG roles and responsibilities, please refer Natural Capital on page no. 115 of the Report.

3GRI 2-12, 2-13 and 2-14

Cipla Limited | Annual Report 2024-25

Caring For Life

Sustainable Development Goals

3.2, 3.4

3.3

In South Africa, we support the CCMDD programme, Daplameds, supporting enhanced access to medication for HIV and NCD patients

Our multiple public health awareness campaigns such as BreatheFree on OADs management provide patients with the correct information to manage their diseases, thereby reducing associated mortality

3.8

Provide medicines for 45% of diseases on the World Health Organisation (‘WHO’) Essential Medicine List (‘EML’), including five of the seven antimicrobialresistant pathogens

Our 'Miles for Smiles' initiative, with Operation Smile, funded 63+ cleft and corrective lip surgeries, bringing renewed hope to families across the African continent

31 products listed in WHO List of Prequalified Medicinal Products as part of WHO Prequalification of Medicines Programme (PQP)

3.b

Launched CefepimeEnmetazobactam, for the treatment of complicated Urinary Tract infections, Hospital-Acquired Pneumonia and Ventilator-Associated Pneumonia indications.

3.c

Engaged with over 2 lacs HCPs through various physical and digital modes of engagement

4.1, 4.2, 4.5

4.5, 4.a

Launched AI on Wheels in Sikkim under the Mobile Science Lab Programme, to support grade 8 and 9 children with basic AI skills

Supported a school for the blind in Mumbai through payment of teacher and caretaker salaries, provision of nutritious food, accommodation and sports facilities, education and skilling and career guidance

Partnership with Educate Girls in Madhya Pradesh, supporting enrollment of 3,974 girls in government schools

4.b

Scholarships provided to more than 320 children, orphaned during the COVID 19 pandemic, supporting continued learning.

6.1, 6.b

We conducted strategic and targeted community-based interventions in Tamil Nadu, Karnataka and Maharashtra to address water scarcity and increase water availability

6.3

54% of global manufacturing sites have implemented Zero Liquid Discharge mechanisms

45.6% of water withdrawn was recycled and reused

6.b

Conducted awareness sessions with local communities on water conservation, wastewater minimisation and waterefficient agriculture to promote waterpositive behavior.

7.a

Secured access to a 100 MWp solar capacity in Bikaner, Rajasthan through a strategic partnership, enabling receipt of 1,85,000 annual IRECs, further supporting a reduction of approx. 1,34,495 tCO2e annually

7.3

Targeted energy efficiency initiatives have supported energy savings of approx. 3,724 MWh

Pioneer in transitioning to electric vehicles, covering over 1.5 lacs+ kilometers in the first year

6.4, 6.5, 6.6

Achieved water positivity for Indian manufacturing operations through collection of 1.75 times the water withdrawn through water shed projects

By implementing watershed development, such as farm bunds and check dams, we enhance water retention and agricultural productivity, even in challenging climates. These efforts are supported by community engagement, where local farmers form Water User Groups (WUGs) to manage and maintain water structures, ensuring long-term sustainability

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5.1, 5.2

5.5

11% women in top management positions

Robust Diversity Policy that 11% women in top management established a clear framework positions to ensure an inclusive work environment, free from Our community-based watershed harassment and discrimination projects supported the empowerment of 320 women

Dedicated grievance redressal mechanisms for timely remedial of any incidents of harassment and discrimination

7.2

41% of our global energy demand is met through renewable energy sources in FY 2024-25, a significant increase from 29% in the previous year

7.b

As of 31[st] March 2025, our total operational capacity was:

5.b

5.c

Our diversity dashboards offer Our anti-harassment and real-time insights into workforce discrimination policies are strongly composition across dimensions aligned with global human rights such as gender, ethnicity, tenure, commitments and support the and age, enabling us to identify creation of an inclusive and safe trends and areas for improvement. working environment

55 MWp of captive solar power open access

• 2.7 MVA of captive wind pçower open access

• 10.4 MWp of solar rooftop installations across various units in India

Statutory Reports Financial Statements

8.5

Our Equal Opportunity Policy drafted in accordance with The Rights of Persons with Disabilities Act, 2016, safeguards the rights and ensures equal opportunities for differently abled individuals

8.7, 8.8

8.6

Our Human Rights policy provides a robust framework for protection of human rights across our operations and value chain. We comply with all applicable labour laws. None of our operations pose significant risks of child or forced labour, and violation of worker’s freedom of association

Partnership with Educate Girls in Madhya Pradesh, supporting enrollment of 3,974 girls in government schools

Multiple skilling initiatives implemented with reputed partners, impacting more than 17,000 marginalised and lowincome communities

12.2

12.5

Our community-based watershed projects support efficient use of natural resources through the establishment of water storage structures. These efforts enhance the capacity of local communities to use water responsibly and sustainably

100% equivalent pre and post consumer plastic waste collected and sent for recycling

54% of global manufacturing sites have implemented Zero Liquid Discharge mechanisms

12.a

12.4

As of 31[[st]] March 2025, our total operational capacity was:

• [[st]] March 2025, our total Based on guidance provided by

• operational capacity was: ICCA, we implement a robust 55 MWp of captive solar process to assess inherent hazards power open access associated with chemicals, raw materials, intermediates, and

• 2.7 MVA of captive wind potential exposures during

• power open access handling. This supports mitigation

• 10.4 MWp of solar rooftop of risks associated with pharma installations across various units in India compounds

12.6, 12.7

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11.6

Efforts at Cipla to regulate GHG emissions, pollutants and undertaking positive water and waste management practices shall contribute to reducing overall environmental impact on the cities

17.17

We continue to partner with governmental, nongovernmental and communitybased organisations to provide direct palliative care services to patients and increase awareness about palliative care

9.4

In FY 2024-25, we invested 25% of our total capex towards minimising the environmental and social impacts of our products and processes

9.5

Our skilled IPD team with over 1,700 drive our focused efforts for innovation, supported by five state-of-the-art R&D facilities In FY 2024-25, we invested 6.7% of our consolidated revenues to enhance our R&D capabilities

10.2

At Cipla, we believe in equality across all genders, cultures, choices and abilities. Targeted initiatives are implemented to create a safe and inclusive working environment. We provide medical insurance coverage for partners and parents for our LGBTQ+ employees and undertake regular awareness sessions

10.3

We are an Equal Opportunity Employer and apply principles of merit in all our employment processes. Robust policies on antiharassment and discrimination support the creation of a safe working environment

Our Supplier Code of Conduct, Responsible Sourcing Policy and Supply Chain Management Sustainability Policy govern our sustainability aspirations for our value chain. All our supply chain partners must comply with national regulations and our internal policies for responsible sourcing and socially and environmentally friendly practices

13.1, 13.3

Based on our TCFD assessment, none of our operating units are exposed to any significant physical or transition climate related risk. We continue to monitor our exposure and implement corrective actions plans as required

Achieved 58% Scope 1 (energy based) and Scope 2 emissions reduction for India manufacturing operations from baseline year of FY 2019-20

16.2, 16.b

15.1

In FY 2022-23, we became a signatory to the India Business and Biodiversity Initiative (IBBI). In alignment with this commitment, we have established objectives for our India manufacturing units to assess and mitigate risks associated with biodiversity loss while identifying opportunities for sustainable value creation. We have also undertaken a TNFD aligned biodiversity risk assessment, formalized a Biodiversity policy and developed a Technical Standard on Biodiversity and a detailed Action Plan

Our Human Rights Policy and Global Code of Conduct, applicable across our operations and value chain, set clear expectations on upholding human rights and preventing any instances of abuse.

In FY 2024-25, there have been no instances of discrimination at workplace, child labour, forced / involuntary labour and/or nonpayment of proper wages

16.5

15.2, 15.3 We have a strict zero tolerance approach to any and all forms In response to the degradation of bribery and corruption. This of wetland ecosystems due is detailed in our Anti-Bribery to urbanisation and climate and Anti-Corruption Policy, change, Cipla, in collaboration applicable to all associates, with MYRADA, launched watershed restoration initiatives business partners (as defined in the policy) of the Company and across eight wetlands in Bengaluru, Karnataka. This all its global subsidiaries. There initiative aimed to enhance were no instances or complaints biodiversity, restore ecological of bribery and corruption in FY balance, and improve habitat 2024-25 through strategic interventions

15.2, 15.3

Cipla Limited | Annual Report 2024-25

Caring For Life

Stakeholder Engagement[1]

At Cipla, we recognise that our success is deeply intertwined with the trust and collaboration of our stakeholders. Stakeholder engagement is the cornerstone of our sustainable business model, acting as a bridge to weave diverse perspectives and priorities into our decision-making fabric. By actively engaging with a wide array of stakeholders including patients, healthcare professionals, regulatory bodies, suppliers and local communities, we gain a deeper understanding of the socio-economic and environmental challenges that shape our operations. This ongoing dialogue allows us to gather invaluable insights, helping us tailor our products to meet the evolving needs and expectations of those we serve, ultimately enhancing the well-being of our end consumers.

Our commitment to transparent communication and collaboration fosters trust and credibility, empowering us to fulfil our mission with integrity and purpose. By being responsive to stakeholder needs, we build strong relationships and position ourselves to anticipate and mitigate potential risks. This proactive approach opens doors to innovation and boosts operational efficiency, driving long-term value creation. For us, stakeholder engagement is not just a process, it's a dynamic journey that fuels our growth and strengthens our impact on the world.

Our Stakeholder Engagement Methodology

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Connect Customise Cultivate Once we have identified We immerse ourselves our stakeholders, we design in stakeholder feedback engagement plans tailored by actively listening and to their unique interests, gathering insights. We measure the effectiveness of needs and communication our engagement strategies preferences. We select the and are prepared to adjust most effective channels our approach based on to reach each group, their expectations ensuring our message resonates and fosters This ongoing process helps meaningful connections us manage risks, guide

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We begin by identifying all potential stakeholders. By assessing each stakeholder’s level of interest and potential impact, we identify the key stakeholders. This approach helps us in prioritising our engagement efforts where they matter most, allowing us to connect with those stakeholders who can significantly influence or be influenced by our initiatives

• This ongoing process helps us manage risks, guide decisions and integrate stakeholder perspectives into Cipla's strategic plans and daily operations. We continuously review and enhance our engagement tactics to cultivate lasting relationships

1GRI 2-16, GRI 2-25, GRI 2-29 and Information in line with BRSR question no. 1 and 2 under essential indicator of Principle 4 and question no. 3 under leadership indicator of Principle 4

Statutory Reports Financial Statements

In FY 2024-25, the Company has undertaken a Double Materiality Assessment to identify priority sustainability issues that are relevant to the Company with respect to external impact and internal risks and opportunities. A key component of this exercise has been engaging with our critical stakeholders to ensure that their expectations and insights are integrated within our sustainability strategy and efforts. Further information can be found on page no. 46.

There have been no significant concerns raised by any of our stakeholders in FY 2024-25. The following table outlines our key stakeholders and the various dimensions of engagement with them:

Patients

Patients
					Capital linkage
Access to a diverse range of pharmaceutical products and point of care diagnostics for effective medical treatment Quality and safety of pharmaceutical products Accessing reliable information about various diseases Stakeholder interests	Yes2 Whether identified as vulnerable and marginalised group (Yes/No)	Our patients represent the very purpose of our existence and help us deliver on our commitment of 'Caring for Life'. We are committed to meeting their expectations Relevance	Event based: Patient care campaigns/ patient support programmes Influencer awareness campaign- Gaas, Baas, Kapas Ra Saas Digital educator initiative in Nepal Influencer awareness campaign in Sri Lanka- Hari Husmak Continuous: Berok Zindagi, Tuffies and Breathefree Initiative Pharmacovigilance/ Drug safety helpline Websites Marketing & Communication How we engage and frequency	Purpose and scope of engagement including key topics and concerns raised during such engagement	Capital linkage
				Understanding our patients' needs Raising awareness and combating misinformation about diseases and treatments Ensuring access to palliative care Addressing patient inquiries and feedback Resolving concerns related to our products Encouraging positive behavioural change

Channel Partners

Channel Partners
Deliver high-quality products that meet regulatory standards and exceed customer expectations Receive support through advertising materials, promotional campaigns and co-marketing initiatives to increase sales and elevate brand awareness Expect competitive pricing, discounts and incentives to boost profitability Stakeholder interests	No Whether identified as vulnerable and marginalised group (Yes/No)	Vital for effective distribution and ensuring accessibility of our products to our patients and caregivers Relevance	Event based: In-market visits Periodic: Meetings Continuous: Digital connect platforms Grievance redressal mechanisms How we engage and frequency	Purpose and scope of engagement including key topics and concerns raised during such engagement	Capital linkage
				Expanding the availability of our medicines across diverse regions Cultivating robust partnerships for consistent supply of essential medicines. Increasing market share through enhanced coverage and penetration in both new and established markets Raising awareness about new product launches and initiatives Collaborating on creditworthiness and promoting fair business practices Addressing queries and feedbacks from our channel partners
Financial Intell	ectual Relationship Manufactured Human Natural			Social

2The Company caters to a large number of patients, which includes patients belonging to vulnerable and marginalised group

Cipla Limited | Annual Report 2024-25

Caring For Life

Suppliers

Suppliers
					Capital linkage
Advocate for fair and transparent procurement practices and prompt payments Seek to cultivate enduring relationships founded on trust, collaboration and mutual benefit Stakeholder interests	No Whether identified as vulnerable and marginalised group (Yes/No)	Providers of all input materials and services that are critical or essential to our operations Relevance	Annual: Conducting ESG workshops to engage suppliers on environmental, social and governance issues Continuous: Rigorous assessments across various dimensions like quality systems, production facilities and laboratory practices Regular AMR workshops conducted to address antimicrobial resistance concerns Grievance redressal mechanisms Event-based: Training sessions focused on material quality, compliance and other relevant topics How we engage and frequency	Purpose and scope of engagement including key topics and concerns raised during such engagement	Capital linkage
				Ensuring quality through strict adherence to standards and regulatory requirements Addressing gaps in supplier facilities related to cGMP practices to mitigate operational risks Promoting ethical sourcing practices, minimising environmental impact and reducing carbon footprint Providing clear guidance and directives to vendors Maintaining supply consistency to minimise disruptions and foster long-term partnerships for sustainable business continuity Seek supplier confirmation on compliance with our Suppliers' Code of Conduct

Government and Regulators

Safeguarding public health with quality, safe, efficacious and affordable drugs. Ensuring compliance with legal and regulatory requirement Contributing economically through tax revenue, job creation and innovation Assessing social and environmental impacts of our operations Participating in healthcare policy initiatives at the national and state level Promoting research and development Stakeholder interests	No Whether identified as vulnerable and marginalised group (Yes/No)	Engagement with various ministries on policies and regulatory matters that impact our operations and long-term business objectives Relevance	Event based: Engagement with research institutions, industry chambers and pharma associations Conferences Panel meetings Written communications Facility visits Periodic: Participation in industry associations and committee meetings How we engage and frequency	Purpose and scope of engagement including key topics and concerns raised during such engagement	Capital linkage
				Engaging in discussions and dialogues on public healthcare, contributing our expertise Strengthening the healthcare ecosystem through policy interventions Ensuring timely access to quality medicines nationwide Establishing Cipla's thought leadership through meetings, conferences and high-level discussions on respiratory health, antimicrobial resistance, wellness and other relevant topics

Financial Intellectual Relationship Manufactured Human Natural Social

Statutory Reports Financial Statements

Shareholders and Investors

					Capital linkage
Annual profits and return on investment Corporate governance transparency and accountability Risk management and regulatory compliance processes Innovation and research and development initiatives Solvency, profitability and liquidity status Clear growth strategy for upcoming years Environmental, social and governance (ESG) stance of the Company Stakeholder interests	No Whether identified as vulnerable and marginalised group (Yes/No)	Shareholders and investors provide essential financial resources, support and guidance crucial for our long- term success Relevance	Quarterly: Earnings calls Financial results Event based: Presentations Meetings and conferences Investor roadshows Stock exchange and other communications Media and newsletters Annually/Event based: Integrated annual report General Meeting Continuous: Website Grievance redressal mechanism How we engage and frequency	Purpose and scope of engagement including key topics and concerns raised during such engagement	Capital linkage
				Communicating the business financial and ESG performance and outlining growth strategies or strategic shifts impacting the business Understanding shareholder/investor expectations and actively seeking their guidance and feedback

B2B and Institution Partners

Commitment to terms and conditions of the partnership Creating cordial relations for future engagements Clear and continuous communication for fulfillment of agenda Stakeholder interests	No Whether identified as vulnerable and marginalised group (Yes/No)	B2B and institution partners are crucial for the sale and marketing of our products to reach patients across the globe Relevance	Event based: Industry conferences Periodic: Meetings How we engage and frequency	Purpose and scope of engagement including key topics and concerns raised during such engagement	Capital linkage
				To collaborate and provide vital medicines to our patients by leveraging their infrastructure capabilities

Human Natural Social

Manufactured

Financial Intellectual

Relationship

Cipla Limited | Annual Report 2024-25

Caring For Life

Employees

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----- Start of picture text -----

Stakeholder Whether identified Relevance How we Purpose and scope of Capital
interests as vulnerable engage and engagement including key linkage
and marginalised frequency topics and concerns raised
group (Yes/No) during such engagement
Employee No Employees are Continuous: Performance
health and the backbone reviews and career
safety measures of the business One-to-one progression assessments
Compensation and contribute manager interactions Reinforcing organisational
and benefits to sustained Grievance culture and values
package growth. They share our vision and redressal mechanism Establishing a safe, inclusive
Job satisfaction, and diverse environment
values and help Periodic:
skill development deliver on the same Providing
opportunities Trainings diverse employee benefits
and career
advancement Skip level meetings Soliciting feedback on organisational
Support for work- culture and environment
life balance Webinars
Communicating
and personal
commitments Quarterly: Company's growth
strategies and performance
Inclusivity and Townhalls
Recognising and
diversity initiatives
Company values Annual: awarding individuals for impactful contributions
and workplace
culture Awards and appraisals Cultivating a
culture of learning,
Feedback and Employee engagement development and growth
performance survey
review procedures
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Communities

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----- Start of picture text -----

Stakeholder Whether identified Relevance How we Purpose and scope of Capital
interests as vulnerable engage and engagement including key linkage
and marginalised frequency topics and concerns raised
group (Yes/No) during such engagement
Practicing ethical Yes [3] Create shared value Continuous: Identifying new
business and demonstrate CSR initiatives opportunities to partner
conduct social responsibility with and contribute
to communities
Creating benefits through community Grievance based on their feedback
for local focused CSR initiatives redressal mechanism
communities Website Supporting initiatives for
through education a sustainable ecosystem
and healthcare Initiative-based: and palliative care
initiatives for the community
Need assessment
with communities Nurturing positive
through our CSR partners relationships with
diverse communities
Addressing social and
developmental needs
of local communities in
consultation with them
through partnerships
Financial Intellectual Relationship Manufactured Human Natural Social
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3The Company undertakes various CSR activities for the local communities. Majority of beneficiaries of these CSR activities can be termed as vulnerable or marginalised

Statutory Reports Financial Statements

Healthcare Professionals

					Capital linkage
Gain access to valuable educational resources Access to practical insights and networking opportunities Provides a convenient platform for accessing reliable medical information and contributing insights on unmet medical needs and future product portfolio Report product side effects, quality concerns and availability issues effectively Stakeholder interests	No Whether identified as vulnerable and marginalised group (Yes/No)	Provides vital insights on our product use as well as the trends in management of various disease conditions and the unmet patient needs Relevance	Event based: National and regional conferences and seminars Knowledge sharing series Advisory meetings Visits by sales personnel Disease celebration days/ months Continuous: Digital connect platforms Grievance redressal mechanisms How we engage and frequency	Purpose and scope of engagement including key topics and concerns raised during such engagement	Capital linkage
				Sharing ideas and expertise on medicines, diseases and healthcare solutions To understand the need of the patients and the market To understand the disease management, validation of new product ideas , taking feedback regarding brand campaign, and scientific promotion of the brands To educate and create awareness among patients regarding various diseases thereby facilitating early diagnosis Provides a platform to report product side effects, quality issues and availability aspects To identify the changing needs and trends within healthcare sector

Financial Intellectual Relationship Manufactured Human Natural Social

Cipla Limited | Annual Report 2024-25

Caring For Life

Double Materiality Assessment[1]

At Cipla, we recognise the critical role a materiality assessment plays in determining priority sustainability issues that are most significant for our operations and stakeholders. To ensure that we remain aligned with stakeholder expectations and emerging risks and opportunities, we undertake a comprehensive materiality assessment every three years.

During FY 2024-25, we have conducted our maiden Double Materiality Assessment (‘DMA’). This process involves assessing the impacts of our business activities on the external environment and society and how sustainability related risks and opportunities could impact our financial performance, taking into account the views and concerns of key stakeholders including suppliers, customers, investors, and employees. This assessment helps us focus our efforts and investments on the areas where we can make the most positive impact, stay compliant with regulations, and actively support meaningful change.

Approach to Double Materiality

In conducting this double materiality assessment, we have referred to the guidelines provided by the Corporate Sustainability Reporting Directive (“CSRD”), European Sustainability Reporting Standards (“ESRS”) 1 and the European Financial Reporting Advisory Group’s (”EFRAG”) IG 1: Materiality Assessment Implementation Guidance.

Before identifying our key Impacts, Risks, and Opportunities (IROs), we conducted a contextual analysis of our business activities, using the EFRAG IG 1 guidance as a reference. Based on this, and through research using global sustainability frameworks, peer comparisons, and expert input, we shortlisted 17 material topics for

further assessment and validation. As part of this process, we mapped key affected stakeholders and, based on their input, prioritised 10 material topics that are relevant to our business and value chain. While these 10 material topics form our core focus, all 17 identified material topics are addressed across our six capitals framework.

The identified material topics were reviewed for their associated IROs. This preliminary list of IROs was further discussed and reviewed with Cipla Management Council Members to develop comprehensive financial and impact pathways. Each IRO was then assessed for impact and financial materiality in line with EFRAG IG1, along with its presence across our operations and value chain, whether

upstream or downstream, as impacts may occur at multiple levels.

We have also aligned the identified potential financial risks with our Enterprise Risk Management (ERM) framework, ensuring consistency with the Company’s internal risk register and overall risk ratings.

Our Double Materiality Assessment approach and process has also undergone third party assurance. The assurance statement is available on page 418 and 423.

1GRI 2-14, GRI 3-1 and information in line with BRSR Question no. 26 of Section A and Question no. 1 & 2 under leadership indicators of Principle 4

Statutory Reports Financial Statements

Outcome of the Double Materiality Assessment

The results of our Double Materiality Assessment (DMA) are closely aligned with our business strategy. As a healthcare provider, we are committed to delivering high-quality, safe, affordable, and accessible care. The assessment also highlights potential environmental risks, reinforcing our focus on reducing greenhouse gas emissions and improving resource efficiency through responsible environmental practices.

The detailed report on our Double Materiality Assessment is uploaded on our website at https://www.cipla. com/sustainability

Our priority material issues have been depicted below:[2]

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1
2
9
6 5 4
7
8
3 10
Important Significant Critical
Financial Materiality
Impact Materiality
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• 1 Access and Affordability of Medicines 6 Innovation and Research and Development 2 Technology and Digitalisation 7 Corporate Governance and Business Ethics 3 Resource Management (Waste, Water and Land) 8 Product Quality and Safety 4 Climate Action (Energy and Emissions) 9 Occupational Health and Safety 5 Sustainable Supply Chain 10 Human Resource Development

Environment Social Governance

2GRI 3-2

Cipla Limited | Annual Report 2024-25

Caring For Life

Material Impacts, Risks and Opportunities

The following table presents the results of the Double Materiality Assessment we conducted in the reporting year. It describes the material impacts, risks and opportunities for our top 10 material issues.[3]

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Financial
implications
Mitigation
of the risk or
Linkage Measures
Material ESG Rationale for Identified Risk opportunity
with the in
Issue Dimension Identification and Opportunity (Indicate
IR case of
positive or
Risk
negative
implications)
Access and Social Relationship As a generics Risks: Disruption in supply chain due - Refer
Affordability Capital company, we play to manufacturing issues, geopolitical Enterprise
of Medicines a crucial role in conflicts, natural calamities, quality Risk
enhancing access non-conformance, and failure in Management
to life saving anticipating surges in demand can result on page
medication. This is temporary lack of access to certain no. 54
particularly significant medicines in certain geographies. These
in underserved risks are mitigated by diversifying raw
markets and patient material and production sources and
communities. implementing robust business planning
We implement to enhance supply resilience.
targeted efforts,
focusing on areas of Opportunities: Focused efforts +
to enhance access to affordable
therapy where we
excel. Our aim is to healthcare in underserved regions
strengthens our brand reputation and
holistically contribute
to a sustainable health equity. It supports in demonstration
of the commitment to social
ecosystem.
responsibility, attracting discerning
customers and investors who prioritise
socially responsible business practices
Technology Governance All We actively leverage Opportunities: Automation enhances
and Capitals technology in our operational efficiency, allowing us + -
organisational
Digitalisation to focus on innovation, strategic
processes to optimise
priorities, and customer needs.
our operations, improve
patient experiences By embedding technology into
through digital solutions our products, we create a distinct
and expand our reach competitive edge that sets us
in delivering healthcare
apart in the market. Additionally,
services on a global
automation facilitates broader access
scale. We continue to
invest in technological to new markets and geographies,
solutions that support supporting scalable growth.
responsible and
smooth operations,
consequently creating
sustainable positive
outcomes for all
our stakeholders.
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Positive - Negative

3In line with information required by Question 23 of Section A of the BRSR

Statutory Reports Financial Statements

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Financial
implications
of the risk or
Linkage Mitigation
Material ESG Rationale for Identified Risk opportunity
with the Measures in
Issue Dimension Identification and Opportunity (Indicate
IR case of Risk
positive or
negative
implications)
Resource Environment Natural We recognise the Risks: In the absence of waste, water - Refer
(Waste, Water Capital importance of and land management, we may be Enterprise
and Land) prioritising resource subjected to fines, penalties, legal Risk
Management conservation in our repercussions and loss of stakeholder Management
own operations trust and brand value. Additionally, as on page
and across the a freshwater intensive industry, limited no. 54
value chain. As a availability can lead to operational
resource intensive disruptions, and hinder business
industry, we make continuity. Furthermore, noncompliance
focused efforts to with regulatory pollution limits can lead
reduce our water to financial penalties and increased
consumption and scrutiny and litigations Severe
waste generation, violations can also lead to closure of
increase water site by regulatory authorities leading to
recycling and reputation loss and business loss.
reuse, ensure safe
waste disposal and Opportunities: Our focused efforts +
conserve available for water stewardship supports
natural resources. business continuity and enables a
reduction in operational costs. Further,
ensuring Zero Waste to Landfill
reduces disposal costs, and enhances
competitive advantage. We have also
made strategic investments in green
chemistry, supporting streamlining
of manufacturing processes and
cost efficiency. Further, through
effective management of AMR, we
can differentiate ourselves in the
market. It also supports in encouraging
stakeholder collaboration, leading
to shared investment costs, access to
new markets and enhanced innovation
through combined expertise
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Cipla Limited | Annual Report 2024-25

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Financial
implications
Mitigation
of the risk or
Linkage Measures
Material ESG Rationale for Identified Risk opportunity
with the in
Issue Dimension Identification and Opportunity (Indicate
IR case of
positive or
Risk
negative
implications)
Climate Action Environment Natural Capital As a pharmaceutical company, we are Opportunities: energy sources and investments in Use of sustainable + -
(Energy and cognizant of the initiatives for increased efficiency and
Emissions) potential adverse reduced emissions, strongly support
impact of our
operational efficiency and reduced
operations on global
costs. Additionally, transition to R152a
warming and climate
Propellants (with low Global Warming
change. We strive to
Potential) as compared to traditional
maintain responsible
and ecofriendly propellants, we can gain greater
operations. Our efforts access to better markets, that are
are driven by our subject to stringent requirements on
strategic targets that the environmental impact of products.
support a reduced
carbon footprint. We
have been investing
in energy efficient
technology, renewable
energy and alternative
sources of energy.
Sustainable Governance Relationship We rely on a global Risks: Our dependence on API and - Refer
Supply Chain and Social Capital supply chain and are drug suppliers in China, along with Enterprise
committed to securing inhaler valve suppliers in Europe, Risk
a sustainable supply makes us vulnerable to geopolitical Management
chain. We recognise and supply chain disruptions.
on page
the importance of This may be heightened by a lack of
no. 54
addressing issues such diversified suppliers, especially amid
as working conditions, changing global market conditions.
wages and the impact Furthermore, ineffective practices
of climate change in can result in financial penalties,
our supply chain and increased regulatory scrutiny, and
addressing any risks that diminished brand value and reduced
we may be exposed to investor confidence.
because of supply chain
disruptions. Responsible Opportunities: Implementing efficient +
and effective supply practices can enable cost savings,
chain management is increased profitability, increased
central to our ability investor confidence and competitive
to deliver on our advantage and business continuity.
commitment to patients. Further, technological integration
enables enhanced tracking,
monitoring, and efficiency, allowing
for better inventory management
and responsiveness to demand
changes, positively
impacting our revenue
stream and overall financial growth.
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Positive - Negative

Statutory Reports Financial Statements

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Financial
implications
Mitigation
of the risk or
Linkage Measures
Material ESG Rationale for Identified Risk opportunity
with the in
Issue Dimension Identification and Opportunity (Indicate
IR case of
positive or
Risk
negative
implications)
Innovation Governance Intellectual Innovation is at the Risks: Navigating the applicable - Refer
and Capital heart of our business regulatory requirements for approval Enterprise
Research model. By consistently of complex products can lead to Risk
improving and extended timelines and increased Management
leveraging the best- costs. Further, any instance of on page
in-class technology, non-compliance can result in fines, no. 54
we strive to create penalties, lawsuits, loss of share value
solutions that make and restricted access to markets.
a real difference. This It can also reduce our ratings –
approach enables us financial and non-financial, resulting
to achieve operational in reputational loss.
excellence and deliver Opportunities: Transitioning to +
outstanding value to biologics can provide substantial
all our stakeholders revenue streams, especially when
around the globe. developing innovative products
We have robust R&D that address unmet medical needs.
capabilities who Further, it also supports product
drive our efforts for differentiation by offering innovative
innovation and research. therapies not available within
traditional pharmaceuticals.
Corporate Governance Report on Corporate governance Risks: Regulatory non-compliance - Refer
Governance Corporate and business ethics can result in fines, penalties, lawsuits, Enterprise
and Business Governance guide compliance loss of share value and restricted Risk
Ethics with regulations and access to markets. It can also hamper Management
brand reputation, decrease investor
ethical standards, on page
and employee confidence. Further,
vital in an industry no. 54
non-compliance and the absence
where patient safety
of ethical business practices can
and drug efficacy are
also reduce ratings received by
paramount. Ethical the Company - financial and non-
practices help mitigate financial, resulting in reputational loss
risks of litigation and
scandals, protecting Opportunities: Ethical business +
practices strongly support
the Company’s
enhanced investor confidence.
reputation and
This can lead to better returns
financial stability.
and greater investments in the
Company. It also enables attraction
of quality talent, creating a
workforce that is responsible and
supports smooth and transparent
relationships with regulators.
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Cipla Limited | Annual Report 2024-25

Caring For Life

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Financial
implications
of the risk or
Linkage with Mitigation
Material ESG Rationale for Identified Risk opportunity
the Measures in
Issue Dimension Identification and Opportunity (Indicate
IR case of Risk
positive or
negative
implications)
Product Governance Manufactured As a healthcare Risks: Inconsistent or non- - Refer
Quality and Social Capital company, compliance with regulatory Enterprise
and our primary standards can lead to increased Risk
Patient commitment is scrutiny during inspections. This Management
Safety to our patients. could severely hinder the ability on page
We endeavour to launch new products, affecting no. 54
to provide them market competitiveness and revenue
with high quality generation. Additionally, poor quality
medicines, that raw materials, sterility issues, human
positively impact errors and lack of robustness in
their health and processes can lead to low quality
wellbeing. Any products and product recalls. This
non-compliance could negatively affect our revenues,
with regulations brand value and stakeholder trust.
and standards
would not only Opportunities: The integration of AI, +
robotics, and advanced analytics
adversely affect
can revolutionise the manufacturing
our patients but
and testing processes, supporting
also expose
enhanced productivity, reduced
us to legal
operational costs, and improved
repercussions and
loss of brand value. product quality. These technologies
can expedite processes, reduce
human error, improve data accuracy,
and provide deeper insights into
production metrics.
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Positive - Negative

Statutory Reports Financial Statements

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----- Start of picture text -----

Financial
implications
of the risk or
Linkage Mitigation
Material ESG Rationale for Identified Risk opportunity
with the Measures in
Issue Dimension Identification and Opportunity (Indicate
IR case of Risk
positive or
negative
implications)
Occupational Social Human Ensuring a safe and Risks: Serious incidents such - Refer
Health and Capital healthy workplace as personal injuries, gas leaks Enterprise
Safety is crucial to protect at operational sites or road Risk
employees from accidents during the transportation Management
potential hazards of chemicals and gases pose on page
such as exposure to significant risks to the safety no. 54
toxic compounds, of workers and surrounding
ergonomic risks, and communities. These events can lead
accidental injuries. to legal liabilities, financial losses,
Moreover, a robust and damage to the Company’s
health and safety reputation. Additionally, failure
program helps in to comply with health and safety
maintaining regulatory regulations may result in substantial
compliance, avoiding fines, legal action and loss
legal liabilities, and of brand reputation.
minimizing operational
disruptions caused
by safety incidents.
Human Social Human Our approach to Opportunities: We are committed to Refer
+
Resource Capital human capital reflects continuous investment in capability Enterprise
Development our commitment to building, contributions to global Risk
fostering a supportive labor market competitiveness. Management
and empowering Led by our Talent Review Board on page
environment for all and overseen by the Nomination no. 54
stakeholders. We rely and Remuneration Committee,
on skilled and our succession planning aims to
dedicated individuals strengthen our talent pipeline for
who drive positive seamless leadership and business
outcomes for patients continuity. This further supports
and the broader the availability of the right talent
community. To support for the right job.
them, we focus on
creating a workplace
that enables
growth, engagement,
and wellbeing.
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Cipla Limited | Annual Report 2024-25

Caring For Life

Enterprise Risk Management[1]

As a global pharmaceutical company, we are exposed to a multitude of external risks spanning across operations, quality, evolving regulatory requirements, government-imposed pricing, supply chain vulnerabilities, market competition, geopolitical events and internal risks such as ethical concerns, ineffective internal controls, system outages, etc. which can impact the Company’s financial stability and hamper its business performance.

We adopt a comprehensive risk management approach to proactively identify, assess and mitigate potential risks that could have an adverse impact on our strategic goals and operations. Risk management is a part of organisational structure through robust integration with all the functions and decision-making processes. Continuous monitoring of internal and external factors is performed to prioritise and address the risks based on their potential impact.

Management of key and controllable risks is identified as a key performance indicator across business functions and forms an integral part of annual performance appraisals. This approach drives ownership, promotes proactive and effective risk management culture and ensures alignment between individual contributions and the Company’s overall risk resilience.

Experience-based improvements from both internal and external occurrences are identified and applied by means of changes in the policies, processes and procedures.

Governance of risk management and fostering a risk-aware culture

We have established a comprehensive and well-defined governance framework that promotes a top-down approach to risk management to cover key risks across all business areas. This structure ensures that risk identification, assessment and mitigation are driven by leadership and integrated across all levels of the organisation. By embedding accountability and oversight at the highest levels, we enable proactive decision-making and foster a culture where risk awareness is a shared responsibility throughout the enterprise.

The Board of Directors supported by the Investment and Risk Management Committee ('IRMC'), oversees our risk management system. IRMC reviews and discusses the risk updates on a quarterly basis. The below table represents our risk architecture:

Constituents Responsibility Ultimate responsibility for overseeing processes Board of Directors aimed at addressing risks Examining and reviewing adequacy of risk identification Investment and Risk Management Committee and mitigation measures, risk management policy, setting control measures and ensuring compliance Management Council Manage major strategic and business risks Business/ Function Heads Operational risk management Enterprise Risk Management Team Proactive identification of risks, facilitating and executing risk mitigation initiatives and Risk Champions (embedded across analysing residual risk businesses and functions)

1GRI 3-3

Statutory Reports Financial Statements

Risk identification methodology

We have defined a robust risk identification methodology to identify risks across businesses and functions. The methodology considers the impact and likelihood of risks as well as the velocity at which the risks are likely to materialise, considering our existing controls and the conditions prevailing in the external environment. For gauging the impact level of risks, a risk prioritisation framework consisting of financial, reputational, regulatory and health & safety aspects has been defined with materiality thresholds.

Our double materiality assessment process enables us to capture stakeholder views on their perception of the pertinent topics for our business. This approach also allows us to consider external views while reviewing the risk register. It enables us to prepare responses to the key risks that can impact our ability to preserve, create or erode the value-creation potential of our business.

The Enterprise Risk Management (ERM) function undergoes an annual Entity Level Controls Audit as part of the Internal Financial Controls (IFC) framework. This audit, conducted by an independent external firm under the internal audit programme, includes a comprehensive review of the risk management framework to ensure its effectiveness, compliance and alignment with organisational objectives.

Key risks

Following is a summarised account of some of our key risks, its impact and mitigation measures. The mitigation measures are only illustrative and not exhaustive. While every company, as part of its risk management strategy, tries to put in place mitigation measures to the extent possible, residual risks cannot be wished away.

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Pricing, competitive and business model pressures Upwards Downward Static
Risk description and impacts Mitigation measures YoY risk ESG
movement linkage
Across many markets globally, Launch of innovative and differentiated Governance
pharmaceutical product pricing of value-accretive products for which better
existing portfolio and new launches is pricing can be secured.
subject to government-led price controls.
Deepening distribution network to
Pressures exerted by competitors and
improve market volumes.
major customers can also limit our ability
to increase/ maintain product prices, Focusing on growth of key brands
resulting in price erosion. in branded prescription market
across geographies.
Additionally, shifts in product prescribing
habits of healthcare professionals Exploring growth opportunities through in-
(‘HCPs’) and/ or patient preference licensing deals and enhancing presence in
driven by competitive innovation and healthcare and wellness products based on
channel availability may affect the innovative technologies.
demand of our products.
Cost reduction and efficiency improvement
measures to support business profitability.
In some geographies and therapies,
failure to have adequate market
penetration or being among the
first companies to launch a product
may affect our market share and
growth aspirations.
The combination of above risk
factors can have an adverse impact
on our business profitability and
product launch decisions.
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Cipla Limited | Annual Report 2024-25

Caring For Life

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Product quality Upwards Downward Static
Risk description and impacts Mitigation measures YoY risk ESG
movement linkage
The pharmaceutical industry is one of Robust Quality Management Systems Governance
the most heavily regulated industries (‘QMS’), adequately assisted by digitisation
in the world owing to the potential to adhere with applicable and emerging
risks associated with pharmaceutical regulatory requirements applicable to
products, which can have a significant products manufactured at Cipla locations
impact on human health. Consequently, as well as sourced from third parties.
pharmaceutical product manufacturing Comprehensive quality improvement
processes at Cipla sites and those of our and training programme with focus on
contract manufacturers and suppliers are historically known gaps and challenges.
heavily regulated by governmental health
Implementation of Robotic Process
and quality authorities globally.
Automation in process and equipment
Failure to comply with applicable review, predictive data analytics and smart
regulations could result in regulatory interlocks to monitor critical activities.
warnings, failure to secure commercial Minimising microbiological excursions by
launches, suspension of manufacturing, enhancing sterile work practices.
product recalls, product liability claims, Investigate identified non-conformities
inability to export, damage to brand and define appropriate Corrective and
reputation or cancellation of approval/ Preventive Action ('CAPA').
license to manufacture.
Automating processes to eliminate manual
activities, reviews and errors.
Proactive identification of potential
challenges through periodic reviews and
audits conducted internally.
Rigorous vendor and contract manufacturer
audits on factors such as cGMP and QMS
compliance.
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Product development and launch Upwards Downward Static
Risk description and impacts Mitigation measures YoY risk ESG
movement linkage
The pharmaceutical product Resource prioritisation and de- Governance
development lifecycle is characterised by bottlenecking for key product launches.
risks such as costly upfront investments, Where feasible, moving production to
potential patent litigation and other facilities to reduce the risk of product
clinical trial delays. launches failing due to quality challenges at
manufacturing sites.
Delays in regulatory reviews and
Use innovative development techniques
approvals and the regulatory status
to mitigate risks of clinical failure and
of our manufacturing sites may also
scale-up challenges.
negatively impact the commercial
Robust project management to identify
launch of products.
schedule slippages and prioritise timely de-
risking interventions.
Lastly, in the development of innovative
and complex products, technical A well-defined process to integrate
challenges may potentially delay or even lessons learned from past development
terminate development activity. experiences/ failures to mitigate the
risk of recurrence.
Since our growth aspirations partly rely Multiple learning and development
upon the successful development and initiatives to develop in-house R&D
launch of value-accretive products team’s competencies.
across therapies, disruptions in product Undertaking collaborations with regulatory
development activities can adversely bodies, companies and institutions to remain
affect our future business and the aligned with global best practices and
results of operations. improve disease diagnosis, manufacturing
efficiency and strengthen efficacy of drug
device combination products.
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Statutory Reports Financial Statements

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Supply chain disruptions Upwards Downward Static
Risk description and impacts Mitigation measures YoY risk ESG
movement linkage
Interruptions in supply by vendors can Implementation of Continuous Improvement Governance
disrupt our manufacturing process, Programme that focuses on creating
leading to product shortages and alternative cost-effective options for
a material adverse impact on our procurement of raw materials and
reputation and revenues.
mitigating risks of supply disruption.
Some of the materials we procure are Continuous monitoring to identify potential
sole-sourced and thus, disruptions faced disruptions and proactive deployment of
by the suppliers of these materials could mitigation measures (alternate sourcing,
have a more significant impact on us. advance purchases, etc.).
Finally, variables such as seasonality, Maintaining sufficient inventory balances for
under-estimation or over-estimation key strategic molecules.
in performance of new launches and Implementing, improving and digitising
disruptions in third party/ competition
business planning procedures to enable
supply chain may result in a variance
scenario-based simulations and achieve
between forecasted and actual
greater end-to-end supply chain visibility.
financial performance.
Logistics optimisation and cost
rationalisation through rate
contracts with sea liners and prior
scheduling of dispatches.
Leveraging Artificial Intelligence (‘AI’),
Machine Learning (‘ML’), technology and
generative AI to improve efficiency and
visibility of operations.
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Geopolitical volatility Upwards Downward Static
Risk description and impacts Mitigation measures YoY risk ESG
movement linkage
The complex environment in which we De-risking through capping overall Governance
operate give rise to multiple uncertainties, exposure to high-risk geographies and
including geopolitical instability, trade robust monitoring of risk developments.
sanctions, inflation in commodity prices
as well as transportation costs and Evaluation of local manufacturing or
evolving compliance requirements. tie-up possibilities.
Additionally, we have observed
a growing global emphasis on Securing receivables through advance
self-reliance in several of our payments or sales backed by letters of
credit/ bank guarantees.
key export markets
The above uncertainties have a bearing Where feasible, hedging foreign exchange
on business value and growth, cash flow risks through forward covers or securing
cycle, repatriation of funds, disruption price increases in the local market.
in the supply chain, increased costs and
foreign exchange volatility. Replacing revenues lost to geopolitical
volatility through incremental
product launches and by executing
in-licensing opportunities.
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Cipla Limited | Annual Report 2024-25

Caring For Life

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Talent management Upwards Downward Static
Risk description and impacts Mitigation measures YoY risk ESG
movement linkage
Inability to attract and engage highly Targeted recruitment and Social
skilled personnel may affect our overall retention for strategic businesses,
productivity, impact the execution geographies and functions.
of strategic intent and weaken
our succession plans. Operational Job rotation opportunities to leverage
complexity across businesses and complementing skill sets and enhance
functions has risen significantly, which operational synergy.
also potentially increases the risk of
workforce fatigue. Eventually, this could Undertaking employee surveys and
have a material adverse impact on performing engagement and teambuilding
initiatives to build morale and culture of
our business and operational results
by hindering our ability to achieve our high performance.
major business objectives, damaging
Prioritisation of continuous learning and
brand reputation and reducing the
development initiatives to foster innovation
diversity of our workforce.
and ensure future-ready workforce.
Continually build and strengthen
appropriate measures to ensure de-risking
of critical roles.
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Information security Upwards Downward Static
Risk description and impacts Mitigation measures YoY risk ESG
movement linkage
The pharmaceutical sector continues to Implementing necessary preventive Governance
be highly targeted by cyber criminals. A information security controls complemented
significant disruption of IT services due by advanced monitoring and
to a breach of cybersecurity or failure detection measures, in line with leading
to comply with globally applicable industry practices.
data privacy regulations could result in
losses, regulatory penalties, or damage Focus on proactive identification of gaps by
to our reputation. This could materially building threat intelligence and performing
affect our financial condition and periodic red-teaming reviews.
continuity of operations.
Performing cybersecurity incident simulation
exercises to improve response readiness.
Embedding secure-by-design and privacy-
by-design concepts across organisation
process and systems development.
Monitoring compliance with global
data requirements through regulatory
compliance framework.
Optimising processes by
minimising unnecessary human
touchpoints and integrating diverse
technologies for scalability.
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Statutory Reports Financial Statements

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Environment, Social and Governance ('ESG') and sustainability Upwards Downward Static
Risk description and impacts Mitigation measures YoY risk ESG
movement linkage
Our commercial activities cause an Our mitigation efforts are aligned with our Environment,
adverse impact on the environment ESG goals of reducing Greenhouse Gas Social and
and thereby impact society at large. (‘GHG’) emission, Scope 1 (energy-based) Governance
Globally, stakeholders are increasingly and Scope 2 by 80% from a FY 2019-20
evaluating companies based on baseline, water neutrality and zero waste to
their sustainability commitments landfill across our Cipla India manufacturing
and performance failures to operations by calendar year 2025.
limit the adverse impact of our
A few of our efforts to achieve these goals
environmental footprint, create and
and subsequently reduce or mitigate
contribute to societal development
ESG risks include:
and operate in an ethical manner
can have negative consequences Increased use of renewable energy ('RE')
on our reputation, operations and and investment in RE projects.
the long-term sustainability of our
Rainwater harvesting
Company’s performance.
and water recycling.
Improved processing of waste to avoid
incineration/ landfill disposal.
Strong and responsible
governance of our ESG related
targets and performance.
We continuously undertake and monitor
initiatives aimed at inclusion, safety and
wellbeing of our employees, consumers and
the society within which we operate.
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Third party risk Upwards Downward Static
Risk description and impacts Mitigation measures YoY risk ESG
movement linkage
We rely on a wide network of third parties Conducting due diligence of external Governance
in critical areas like Manufacturing, IT, partners examining their operational
Distribution, Research and Development capabilities, financial stability and
as well as support areas of Compliance,
regulatory compliance status.
Finance and Payroll. Any failure on
their part such as non-compliance with Establishing contracts with clear terms
Good Manufacturing Practices (‘GMPs’),
covering regulatory compliance, quality
data breaches, quality control issues or
standards, data protection and audit rights.
unethical practices can result in serious
consequences including product recalls,
Maintaining business continuity plans with
regulatory penalties and reputational
external partners, identifying alternative
damages. Negligence by third party can
vendors for key raw materials and services
cause disruptions in Company’s business
in the form of cyber-attacks, insufficiency and taking appropriate insurance coverage
of raw materials, failure to develop and to manage disruptions and liabilities.
supply products, etc.
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Cipla Limited | Annual Report 2024-25

Caring For Life

Climate-related risk[2]

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Upwards Downward Static

Risk description and impacts Mitigation measures YoY risk ESG movement linkage Climate-related events present physical risks to our Transition to R152a Propellants Environment operations that could potentially result in financial losses. with low Global Warming Potential These risks can manifest as acute events, including ('GWP') as compared to traditional cyclones, droughts, riverine floods and extreme propellants with high GWP. precipitation among others. Additionally, long-term chronic weather patterns such as heatwaves, water Risk assessment of our operations stress, coastal flooding and rising sea levels may also through TCFD & TNFD guidelines. significantly disrupt manufacturing operations, supply chains, logistics and overall productivity across our Investment in energy efficiency and value chain. The transition to a lower-carbon economy renewable energy sources necessitates extensive policy, legal, technological and market changes to address mitigation and adaptation towards climate change. There may be considerable financial impacts, as well as reputational risks tied to our ability to effectively adhere to this transition.

Statutory compliance

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Upwards Downward Static

Risk description and impacts Mitigation measures YoY risk ESG movement linkage As a global organisation catering to over 74 Creating effective policies and Governance geographies, we must comply with a wide procedures to ensure compliance and range of laws and regulations which apply to prevent unlawful/ fraudulent activities. manufacturing, testing, approval, distribution and marketing of pharmaceutical products. Failure to Comprehensive global compliance comply with applicable laws and regulations could management framework to track result in litigation, commencement of government compliance with existing laws & investigations, which divert management attention regulations and to stay abreast with and may culminate towards levy of significant financial emerging regulations. penalties and loss of reputation. Continuous monitoring of compliances to avoid surprises and ensure timely remedial action. Internal controls and ethics Upwards Downward Static

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Risk description and impacts Mitigation measures YoY risk ESG
movement linkage
Non-compliance with internal policies and Comprehensively defined layers of Governance
ethical guidelines could affect achievement of preventive and detective controls to
business profitability, dilute value and expose us to ensure compliance with laid down
reputational loss. processes and applicable regulations.
Harnessing risk analytics to automate
and identify areas of non-compliance,
fraud and business waste.
Promoting ethical behaviour by
providing training and awareness
sessions on our code of conduct.
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2GRI 201-2

Statutory Reports Financial Statements

Emerging Risks

In addition to current actual and potential risks, we also evaluate and assess emerging risks at least once every three years for timely remediation and prevention of any adverse consequences. In line with our risk management framework, emerging risks are also identified based on how likely they are to occur and the potential impact on the business. We identify and classify emerging risks through analysis of internal and external data, industry trends, market study, regulatory requirements and expert insights. This provides for a holistic and systematic approach to correctly gauge potential risks that could evolve to have an adverse impact on the business and allow for implementation of mitigation strategies in a timely manner.

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Trade protectionism
Risk description and impacts Mitigation measures ESG
linkage
In some of our major markets we are witnessing Establishing local partnerships for Governance
regulatory measures aimed at increasing local manufacturing in key markets to meet local and Social
manufacturing as well as reducing drug prices through sourcing requirements.
implementation of trade tariffs and imposition of
regulatory ceiling on drug prices. While these policies Investing in API backward integration and
aim to improve affordability and access for local supply chain efficiency to sustain margins
populations, they significantly limit pricing flexibility under price pressure.
and can compress margins, particularly in markets
Rationalising portfolio of these markets by
where cost competitiveness is a key differentiator. Such
discontinuing low margin, unsustainable products
measures have potential to impact profitability and
impacted by price ceiling and focusing on
growth significantly in these regions.
complex generic products and niche therapies.
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Impact of anti-obesity medications on the pharmaceutical sector
Risk description and impacts Mitigation measures ESG
linkage
The increasing adoption of GLP-1 presents significant Portfolio diversification by shifting focus Governance
growth opportunities but simultaneously also has in therapies where GLP-1 has shown and Social
potential to restrict growth in certain traditional limitations like Chronic Kidney Disease,
therapies, particularly in the cardiovascular and Diabetic Retinopathy, etc.
metabolic areas. GLP-1 drugs not only provide
effective glycemic control but also demonstrate Realigning pipeline by shifting focus from
significant cardiovascular and renal protective therapies vulnerable after adoption of GLP-1.
effectiveness. As a result, this may reduce demand
Continued focus on HCPs engagement in
for medications such as statins, ACE inhibitors, beta
relation to existing therapies that remain
blockers and antiplatelet agents. Additionally, the
complementary to GLP-1.
weight loss benefits of GLP-1 would reduce the
burden of obesity related complications and thus, has
potential to impact corresponding segments in the
pharmaceutical sector.
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Caring For Life

Cipla Limited | Annual Report 2024-25

Manufactured Capital

Strategic Focus Areas:

Digitisation

Data Integrity

Our Contribution to Sustainable Development Goals

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Product Quality and Safety

62

Corporate Overview & Integrated Report Statutory Reports Financial Statements

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Our manufacturing capabilities

Our philosophy on leveraging our Manufactured Capital

data accuracy and regulatory compliance across our manufacturing sites. The MES will be further scaled and adopted across additional six units in FY 2025-26.

At the core of our manufacturing capabilities lies a deep dedication to patient well-being. Every product we create is designed to exceed regulatory standards, ensuring the highest levels of safety and trust for those who rely on us. Guided by our philosophy of Caring for Life, we are committed to delivering highquality, reliable medications that put patients first—always.[1]

Capacity highlights (in units/annum) FY 2024-25:

In FY 2024-25, we have made significant investments in further strengthening the capabilities of our manufacturing sites as follows:

32.15 billion

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Tablets and capsules

Indore:

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• Commissioned an MSP (form, fill and seal) machine for the Dry Powder Inhalation (Ciphaler), increasing capacity by 2.6 million units per annum.

679 million

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To achieve this, we embrace cutting-edge innovation, advanced digitalisation and seamless automation across our operations. By leveraging the latest technologies, we optimise efficiency, enhance quality and drive continuous improvement. Our focus on streamlined processes and precision manufacturing allows us to set new benchmarks in product development and vendor management.

Respules

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• Greenfield unit for Metered Dose Inhaler ('MDI') (Green Propellant) is under construction, with commissioning scheduled for FY 2027-28.

1.5 million

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Lyophilised injections

Kurkumbh:

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• Commissioned a Mespack sachet packing machine, enhancing annual capacity by 39.60 million units.

48.3 million

Fortifying our manufacturing facilities[2]

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• Construction of a Greenfield unit for manufacturing respiratory API, under Cipla Pharmaceuticals Limited, with a capacity of 10 tonnes per annum. Commissioning production is expected to commence in FY 2025-26.

Oral liquids

Located across five countries, our 46 cGMP-compliant manufacturing facilities are the foundation of our efforts to enable access to affordable medicines globally. We adhere to national and international standards, ensuring that our medicines are safe, effective and of the highest quality.

51.8 million Nasal sprays

Patalganga:

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• Expansion of the tablet manufacturing area to increase production capacity by 300 million tablets per annum from FY 2025-26.

144.3 million

We continuously invest in our manufacturing facilities to ensure that the plants are up to date and technologically meet the required efficiency. We have adopted two models of collaboration with Contract Manufacturing Organisations ('CMOs') - ‘Loan Licensing’ and ‘Principal to Principal’. Our Manufacturing Execution System ('MES') has been expanded to include one more manufacturing unit, resulting in total of four manufacturing units equipped with integrated MES in FY 2024-25. This supports seamless operations,

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Aerosol pMDI

Bommasandra:

==> picture [28 x 28] intentionally omitted <==

• Additional manufacturing block of oncology API is under construction, with commissioning scheduled for FY 2026-27.

4.6 million

Dry Powder Inhalation (Ciphalers)

Goa:

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• Qualification of a cytotoxic tablet manufacturing unit with a capacity of 80 million units per annum, with commission scheduled for FY 2025-26.

881.74 tonnes

API

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1GRI 3-3 2GRI 2-6

63

Cipla Limited | Annual Report 2024-25

Caring For Life

Our commitment to sustainable manufacturing

We are firmly dedicated to minimising the environmental impact of our manufacturing operations. Across our facilities, we have implemented various measures to enhance resource efficiency. By prioritising sustainability, we ensure that our manufacturing processes meet current demands while also contributing to a healthier planet for the future. In FY 2024-25, 25% of our total capital investment was dedicated to minimising the environmental and social impact of our products and operations, compared to 2.87% in FY 2023-24. This investment focused on the following technologies, resulting in cost savings and enhanced efficiency.[3]

Project description

Refurbishment of sludge drying system to reduce waste Installation of rooftop solar panels Installation of Sequencing Batch Reactor ('SBR') and Sewage Treatment Plant ('STP') Installation of mist cooling tower for energy saving

Installation of new STP

Installation of 25 KL tank for rainwater harvesting Replacement of existing centrifugal chillers with energy efficient magnetic bearing chillers.

DeFlasher system for steam recovery to efficiently separate and recover condensate from production process.

Location

Patalganga Unit I Sikkim Unit II Sikkim Unit I Indore Goa Site I Goa Site II Kurkumbh Unit III Goa Site I Indore Sikkim

Digitisation and Automation Efforts

Digitisation in manufacturing[4]

In view of Cipla's commitment to innovation and excellence, we invested in advanced Generative Artificial Intelligence ('Gen-AI') technologies and developed comprehensive digital solutions to streamline various processes. Key features included process optimisation, a user-friendly interface, robust analytics, documentation assistance, inventory optimisation, root cause analysis and pump energy efficiency, etc.

We continuously invest in automation and cutting-edge technologies to enhance operational efficiency, reduce downtime and elevate the overall quality of our products. As we move forward, we foresee a future where smart manufacturing serves as the foundation of our operations, fostering sustainable growth and exceptional precision.

Deploying new technology

At our Goa site, our continuous manufacturing line boasts an installed capacity of 1.5 billion tablets annually, significantly enhancing production efficiency and consistency through automation. Utilising Digital Twin technology, we optimised processes by converting products from wet granulation to a roll compaction formula, improving efficiency and cost-effectiveness. Additionally, we successfully validated an API molecule using the Continuous Flow Hybrid process at our Kurkumbh site, resulting in substantial cost savings and enhanced process safety.

Continued advantage of Industry 4.0

The adoption of Industry 4.0 is delivering significant benefits at Cipla, with advanced analytics interventions resulting in savings of J 1.75 crores at API plants and J 0.41 crores at formulation plants in FY 2024-25.

3Information in line with BRSR Question no. 1 under essential indicators of Principle 2 and Question no. 4 under leadership indicators of Principle 6 4GRI 3-3

Statutory Reports Financial Statements

During FY 2024-25 we invested in the following projects as a part of our technology and automation initiatives:

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----- Start of picture text -----

Project Description Benefits Location
SAP It enhances the performance of physical
Revolutionised asset performance
Enterprise assets through real-time insights using IoT, Patalganga
Operational excellence
Asset machine learning, mobility and advanced and Baddi
Sustainable operations
manager predictive analytics.
Distributed
Implementation of new DCS to monitor the Improved operational efficiency
Control
process critical variables adhering to statutory and Better data analytics Patalganga
Systems
('DCS') regulatory guidelines. Reduced manual intervention
Improved Root Cause Analysis
GenAI Use of artificial intelligence to simplify the day-to- Rapid Problem Solving
All Sites
Use case day operational queries Standardised Knowledge
Sharing
This project establishes a structured governance
System framework for Operational Technology ('OT') Improved system resilience
infrastructure infrastructure, ensuring standardisation,
Optimised asset performance All India
governance security and compliance. It includes policies,
and access control, network segmentation and Reduced downtime and based Sites
operational risks
management system monitoring to enhance reliability and
mitigate cyber risks.
It ensures automatic switchover of power output
from the government power grid to inhouse Improved operational efficiency
DG grid diesel generators. This is achieved through Goa and
Improved power reliability
synchronisation improved emergency distribution network by Sikkim
Reduced down time
seamless power transfer which helps to optimise
power blackouts by 50%.
All key sites have been equipped with Datatech
Architecture, enabling seamless access to
Upgradation to critical information across the application, Improved operational efficiency
All Sites
smart systems data leak, analytics and visualisation layer. This Better data analytics
improves readability and ensures a smoother
flow of information.
For product authentication, Cipla incorporated
Anti-counter advanced security measures in its packaging,
Improved traceability across the
feiting including multi-colour complex printing on Sikkim, Goa
supply chain
features aluminium foil, 3D holograms, microtexts, and Baddi
on medicine laser-coded batch details and QR code with Operational excellence
randomised numbers.
Auto
Condenser The Automatic Condenser Tube Cleaning
Maximised reliability
Tube System ('ACCS') continuously removes deposits Indore
Cleaning from condenser tubes. Improved operational efficiency
System
Advanced cooling system is designed to enhance
Mist
the efficiency of heat dissipation by utilising Maximised reliability
cooling Indore
louvers to direct airflow and mist to cool the Improved operational efficiency
tower
circulating water.
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Cipla Limited | Annual Report 2024-25

Caring For Life

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Product Quality and Safety[5]

Our quality targets, goals and focus areas

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All time audit readiness.

Achieve Right First Time for all manufactured batches.

Minimise microbiological excursions by ensuring sterile work practices.

• Continuously collaborate to emphasise commitment to quality.

Quality Highlights

113

External audits

73

Customer inspections

69

Internal audits

40

Regulatory inspections

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Close investigations and regulatory audit observations swiftly within defined timelines.

Improve the effectiveness of Corrective and Preventive Actions ('CAPA').

Minimise on-site incidents with full adherence to all safety practices.

Continuously improve the quality culture in the organisation and the supply chain.

Regulatory Compliance

At Cipla, we actively collaborate with regulatory authorities across various countries to uphold our commitment to compliance with current Good Manufacturing Practices ('cGMP') and other applicable regulations. As a global pharmaceutical company, we are subject to stringent oversight to ensure that products manufactured in one country strictly continue to meet the highest quality standards and regulatory requirements of the importing country. This is rigorously monitored through regulatory inspections to verify that pharmaceutical products are manufactured in accordance with established quality standards appropriate for their intended use.

During FY 2024–25, we underwent 40 regulatory inspections by major authorities, including the U.S. Food and Drug Administration ('USFDA'), the UK Medicines and Healthcare products Regulatory Agency ('UK MHRA'), the European Medicines Agency ('EMA'), the Therapeutic Goods Administration ('TGA'), Australia, among others.

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Ensure on-time regulatory filings.

Strengthen the internal audit process.

Improve regulatory and compliance expertise of mid-level management to meet quality targets and nurture future leaders.

Of which, 34 were onsite, two virtual and four were desk assessments. No critical observations were noted during any regulatory inspection, except for receipt of Form FDA 483 from USFDA, as it does not classify observations as critical, major or minor.

Additionally, the USFDA conducted five inspections at Cipla’s manufacturing facilities in Patalganga, Kurkumbh, Goa, Virgonagar and at Goa facility of Medispray Laboratories Private Limited, subsidiary. The Company received 22 Form 483 observations from the inspections at Patalganga, Kurkumbh, Goa, Virgonagar and Medispray. During FY 2024-25, no USFDA Warning Letters were received. The USFDA inspections conducted at Patalganga, Kurkumbh, Goa, Virgonagar, and Medispray (Goa) were successfully concluded with Voluntary Action Indicated ('VAI') classifications, followed by the issuance of Establishment Inspection Reports ('EIRs').

5GRI 3-3

Statutory Reports Financial Statements

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Product Life Cycle Management

Product Testing

At Cipla, our unwavering commitment to quality is reflected in our comprehensive testing procedures throughout the product life cycle. We perform rigorous testing on raw materials, in-process substances and finished products to ensure the consistency and safety of our drug offerings.

Each testing protocol is meticulously aligned with relevant pharmacopeial standards and regulatory requirements, reflecting our adherence to the highest industry benchmarks. Our drug products are subject to comprehensive evaluations, including assay, impurity profiling and performance testing. In addition, we proactively address emerging quality and patient safety concerns, such as conducting Nitrosamine testing for both formulations and Active Pharmaceutical Ingredients ('APIs').[6]

Combating counterfeiting of medicines

Cipla is committed to combating counterfeit medicines to protect patient health and ensure product integrity. We utilise physical surveillance, continuous online monitoring, collaborating with e-commerce platforms and enforcement agencies to swiftly identify counterfeit listings and combat "ghost sellers." To enhance product authenticity, we incorporate advanced security features, including multi-color security printing, holograms and laser coding in our packaging, alongside QR codes and pharma codes for traceability. Suspected counterfeit samples undergo chemical analysis

to verify active ingredients and in confirmed cases, we promptly notify relevant stakeholders to ensure effective resolution.

Safe Product Destruction

We dispose of hazardous waste, including expired medicines in compliance with the Prevention & Control of Pollution Act, 1981, the Hazardous & Other Wastes (Management & Transboundary Movement) Rules, 2016 and the Biomedical Waste (Management and Handling) Rules, 2016. All our sites are authorised by respective state pollution control boards for hazardous and non- hazardous waste disposal. We also partner with licensed hazardous waste disposal vendors for incineration.

Product Recalls[7]

During FY 2024-25, we conducted a total of 26 product recalls. These recalls included six statutory recalls, all classified as Class III and targeted at the wholesale level within the Indian market. Of the remaining, there were 20 voluntary recalls, with 6 classified as Class II (retail level) and 14 as Class III (wholesale level).

Recall reasons encompassed statutory mandates, market complaints, stability failures and findings from internal investigations. Notably, there were no Class I product recalls.

Our drug products are subject to comprehensive evaluations, including assay, impurity profiling and performance testing.

After identifying the root cause, appropriate corrective and preventive actions were implemented across various stages, including manufacturing, packaging, material inspection and vendor controls, to prevent the recurrence of the issue.

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7GRI 416-2 and Information in line with BRSR Question no. 4 under essential indicators of Principle 9

6GRI 416-1

Cipla Limited | Annual Report 2024-25

Caring For Life

Pharmacovigilance

Cipla is a global pharmaceutical company conducting pharmacovigilance activities with certain functions outsourced to service providers. While our primary business model relies on Business to Business ('B2B') partnerships, we receive case reports directly from healthcare professionals, patients and caregivers through various channels. Adverse event reporting guidance is available on our website at www.cipla.com/sites/default/files/ Adverse-Event-Reporting.pdf.

Our pharmacovigilance processes align with local regulatory requirements and adhere to stringent Standard Operating Procedures ('SOPs') governing adverse events, product complaints and medical information activities. All complaints, whether received via phone or email, are acknowledged, investigated and addressed as per established procedures. Our Corporate Quality Assurance ('CQA') team logs and investigates product complaints.

Preliminary responses are provided within 30 working days for minor complaints and within one working day for major complaints. During FY 2024-25, Cipla received a total of 6,326 customer complaints, successfully resolving 5,489 of them. The Company remains committed to addressing the remaining cases within the established timelines.

The Medical Reviewer analyses causality and severity before the cases proceed to regulatory reporting, ensuring that reports such as CIOMS

and MedWatch are submitted within the required timeframes.

Cipla follows Good

Pharmacovigilance Practices ('GVP') and local regulations. Routine safety monitoring is conducted as per our Signal Detection SOP, utilising statistical analysis to identify drugevent pairs, with bi-annual reports reviewed in Drug Safety Review Committee meetings.

No product commercialised in India was listed in public medical product safety or adverse event alert databases in response to indications of potentially serious risks or product safety issues from India regulator.

Embracing digitisation and automation[8]

Recognising the critical importance of digitisation and automation, Cipla has embarked on a transformative journey to reimagine quality. We understand that technology is essential for upholding high-quality standards while optimising efficiency and compliance. Our ongoing projects focus on reducing manual errors and variability, enhancing productivity and ensuring effective compliance.

One key initiative is the automation of cleaning validation practices on the Leucine 4.0 platform at our API manufacturing facilities. This initiative aims to achieve right-firsttime manufacturing by eliminating redundant data transcription and paper-based documentation, significantly boosting productivity.

Corporate Sterility Assurance Program

In January 2023, Cipla launched the Corporate Sterility Assurance Program, managed by a team of experienced professionals with subject matter expertise, to oversee our sterile manufacturing sites.

The program's broad objectives include:

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Developing and implementing corporate standards across sterile sites

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Assessing site procedures and guiding necessary upgrades for compliance

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Defining and periodically measuring key performance indicators ('KPIs')

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Conducting Sterility Assurance Quality Management Reviews

This program integrates all functions of the Quality Center of Excellence ('COE')—including assurance, microbiology and statistical analysis—by optimising resources to support ongoing remediation efforts. It has assisted all sterile units in developing their Contamination Control Strategy ('CCS') documents, which is a mandatory requirement for EU GMP by 2024.

8GRI 3-3

Statutory Reports Financial Statements

Quality Management Systems

Cipla's internal audit program, managed by the Corporate Quality Assurance team, conducts audits at manufacturing sites and corporate functions to ensure the effective implementation of quality systems and compliance with procedures. Audits occur at defined intervals based on risk and compliance ratings to identify areas for improvement.

To ensure the delivery of safe and high-quality medicines, Cipla employs a robust Quality Management System ('QMS') that captures process data throughout drug manufacturing and the supply chain. This system, implemented at all Indian sites and at our US Fall River facility, has improved operational robustness, transparency and risk management.

We have also established a comprehensive QMS for drug-device combination products, incorporating SOPs for risk management and design control in compliance with statutory requirements. Additionally, Jay Precision Pharmaceuticals Private Limited, our medical device manufacturing site, has undergone compliance assessments with ISO 13485:2016 by TUV Rheinland, ensuring adherence to quality management standards for medical devices through periodic surveillance audits.

Quality Risk Management

Cipla maintains a strong commitment to quality risk management, striving for continuous improvement across various systems, activities, processes and practices. We have streamlined our systems and processes to ensure full compliance. As part of our SOP simplification efforts, we have reduced various SOPs and truncated many annexures and manual formats to enhance user understanding and implementation. Moreover, effectiveness checks have been conducted on identified corporate SOPs to further improve operational efficiency.

Data Integrity and Security

At Cipla, data integrity and security are integral to our operations. We maintain a robust Information Security Management System ('ISMS') governed by various policies encompassing cybersecurity, data privacy, acceptable usage and incident management. These policies establish clear protocols and consequences for violations, reviewed annually and are accessible to employees. Our Enterprise Privacy Management Policy aligns with global privacy standards such as EU GDPR, SA POPI, US CCAF and India DPDPA, detailing our approach to data subjects' rights.

Our Acceptable Usage Policy outlines proper conduct, while our Incident Management Policy specifies corrective measures for incidents. We adhere to recognised security standards, including NIST, ISO 27001, OWASP and Enterprise Digital Risk Management. These policies are updated annually or as required and are accessible to employees via the intranet. Further, Data Privacy Management Policy can be assessed at https://www.cipla.com/sites/ - - - default/files/2023 07/Data Privacy - Management Policy.pdf[9]

Data privacy queries can be directed to globalprivacy@cipla.com, with grievances reported to our Grievance Officer at grievance.officer@cipla. com. All incidents are investigated according to internal protocols and our Security Operations Centre employs an Extended Detection and Response ('XDR') platform for 24/7 monitoring and incident reporting. Notably, there was one attempted cybersecurity incident in FY 2024-25. However, there was no loss of data or adverse impact.

In FY 2024-25, we conducted three internal vulnerability assessments and two external penetration tests, supported by a dedicated vulnerability management platform for timely issue resolution, thereby strengthening our information security and cybersecurity framework.

9Information in line with BRSR Question no. 5 under essential indicators of Principle 9

Cipla Limited | Annual Report 2024-25

Caring For Life

Intellectual Capital

Strategic Focus Area:

Innovation and Investment in Research & Development

Our Contribution to Sustainable Development Goals (SDGs)

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Corporate Overview & Integrated Report Statutory Reports Financial Statements

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Key Performance Highlights

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J 1,536 crore 158 133
of R&D Expenditure [1] Cumulative US DMFs New products launched
284 2,472 279
Cumulative ANDAs and NDAs [2] Cumulative DMFs Patents granted
----- End of picture text -----

Our Intellectual Capital Philosophy[3]

At the core of our organisation lies a profound belief in the power of intellectual capital. We understand the crucial need to nurture and improve our research and development capabilities. Therefore, we are dedicated to fostering a culture of continuous learning and creative thinking across our organisation. By leveraging the latest technologies and methodologies, we strive to create solutions that are not only cutting-edge but also impactful. Our approach is designed to drive operational excellence and deliver value to our stakeholders around the globe. Through this philosophy, we aim to create a sustainable and innovative future for our organisation and the communities we serve.

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R&D Expenditure (in J crores)
1,571 1,536
1,344
1,122
FY 2021-22 FY 2022-23 FY 2023-24 FY 2024-25
----- End of picture text -----

Advancing with focused R&D efforts[4]

Our Integrated Product Development (IPD) team, comprising over 1,700 skilled members, supported by five state-of-the-art R&D facilities in the Indian states of Maharashtra and Karnataka as well as in New York, USA, play a crucial role in driving development and innovation. In FY 2024-25, we invested 5.58% of our consolidated revenue to enhance our R&D capabilities, demonstrating

our dedication to advancing medical science and technology. This investment aims to develop effective patient solutions and environmentally friendly processes, reinforcing our commitment to sustainability and innovation. Additionally, we seek to pioneer new therapeutic approaches and expand our global reach, ensuring that healthcare remains accessible and affordable.

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1Operating expenditure including depreciation

2Includes under approval, tentatively approved and approved ANDAs, NDAs, PEPFAR ANDAs & NDAs for Cipla Limited, InvaGen Pharmaceuticals Inc. and Partners 3GRI 3-3

4GRI 3-3 and Information in line with BRSR Question no. 1 under essential indicators of Principle 2

71

Cipla Limited | Annual Report 2024-25

Caring For Life

Investing in our R&D skills

We continue to invest in building strong R&D capabilities by enhancing the skills of our IPD teams. In FY 2024–25, we delivered over 5,000 hours of internal training, covering critical topics such as CAR-T Cell

Therapy, Nitrosamines, Real-World Data and Evidence, Extractables and Leachables (E&L), Data Integrity, Decentralised Clinical Trials and Finance for Non-Finance.

The IPD Academys focused on highimpact, classroom-based sessions tailored to team needs. We also encouraged participation in external conferences and workshops to build differentiated capabilities.

Enhancing our R&D capabilities

Oligonucleotide Therapies

Oligonucleotide therapies are reshaping the future of medicine and Cipla is at the forefront of this transformation. By developing costeffective, high-quality alternatives, we aim to democratise access to these advanced treatments, driving both patient impact and long-term value creation. Our generic oligonucleotide programme is progressing steadily and we will be filing our first ANDA in FY 2025–26 . To support this, we have significantly expanded our global analytical infrastructure, strengthening in-house characterisation and quality control to accelerate innovation and ensure regulatory excellence. Our growing pipeline reflects our unwavering commitment to making oligonucleotide-based therapies more accessible.

Respiratory

Cipla is pioneering the transition to low Global Warming Potential (GWP) propellants in pressurised metered dose inhalers (pMDIs), reinforcing our commitment to environmental sustainability . We are actively developing a suite of products using low-GWP propellants, alongside innovative drug-device combinations across dry powder inhalers (DPIs) and pMDIs. Our advanced capabilities in particle engineering and complex in-vitro characterisation, aligned with global regulatory standards, position us to lead the next generation of sustainable respiratory therapies.

Biosimilars

Cipla continues to advance its mission of delivering affordable, life-changing medicines through its strategic joint venture with Kemwell BiopharmaAspergen Inc. This partnership boasts a robust and expanding pipeline, now featuring a newly added molecule alongside an advanced-stage candidate. Leading this portfolio is ASP-100, our flagship biosimilar, which is poised to enter first-inhuman trials in FY 2025-26 . Early and constructive engagements with global regulatory bodies have laid a strong foundation for its development. This progress underscores Cipla’s innovation-driven approach and its commitment to expanding access to critical biologics worldwide.

Management of our Intellectual Property[5]

We strengthened our innovation pipeline by filing patents for innovative processes, products, drug delivery systems, medical devices, solid forms, and drug repurposing across both national and international markets. These filings reflect our proactive approach to securing future commercial opportunities and reinforcing our leadership in pharmaceutical innovation.

In alignment with our “Caring for Life” philosophy, we adopt a flexible approach to enforcing patent rights particularly for therapies targeting underserved and underdeveloped regions. Notably, in FY 2024-25, we did not file any patents in low-income economies, as defined by the World Bank, underscoring our commitment to equitable access.

We do not own or acquired any intellectual property based on traditional knowledge. Furthermore, we have not received any adverse orders related to intellectual property disputes involving the use of traditional knowledge.[6]

During FY 2024-25, we have filed 20 new patent applications and 22 patents have been granted .

6Information in line with BRSR Question no. 4 and 5 under leadership indicators of Principle 8

5GRI 3-3

Statutory Reports Financial Statements

Our Product Portfolio

Key Product Launches

We are proud to introduce a series of innovative, high-impact products across geographies, reinforcing our commitment to accessible and advanced healthcare solutions:

In FY 2024–25, we continued to strengthen our portfolio with a focused approach to product innovation and market expansion. Our year-on-year product launches reflect our commitment to addressing unmet medical needs, enhancing patient access and driving sustainable growth across key therapeutic areas.

India

• Glycopyrronium 2ml Respule:

• Year-on-Year Product launches A long-acting muscarinic antagonist (LAMA) for Chronic Obstructive Pulmonary Disease (COPD), this addition enhances our respiratory portfolio by offering sustained bronchodilation, improving lung function and quality of life for COPD patients. Mucinac Oral Solution (N-Acetyl L-cysteine): Launched via the FSSAI route, this mucolytic agent supports respiratory health by thinning mucus, making it easier to clear airways, ideal for patients with chronic

Year-on-Year Product launches

• Mucinac Oral Solution (N-Acetyl L-cysteine): Launched via the FSSAI route, this mucolytic agent supports respiratory health by thinning mucus, making it easier to clear airways, ideal for patients with chronic respiratory conditions.

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• Erdostyne (Erdosteine Powder for Oral Suspension): A novel mucolytic and antioxidant, Erdostyne helps reduce mucus viscosity and inflammation, supporting faster recovery in respiratory infections.

Geography-wise breakup of product launches

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India 30
USA 10
Europe 30
One Africa 2
Emerging
61
Markets
Total 133
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• Dytor MD (Torsemide MouthDissolving Tablet): Designed for rapid disintegration without water, this formulation improves convenience and adherence, especially for elderly or bedridden patients. It helps manage fluid overload and high blood pressure.

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• Olaparib Tablets (100 mg & 150 mg): Targeted therapy for certain types of ovarian and breast cancers, Olaparib inhibits PARP enzymes, offering

a precision medicine approach to cancer treatment.

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• Empagliflozin Tablets (10 mg & 25 mg) and Empagliflozin + Linagliptin (10/5 mg & 25/5 mg): These oral antidiabetics launches were strategically timed on the first day of patent expiry (LoE), offering effective glycemic control with cardiovascular and renal benefits, ensuring timely access to advanced diabetes care.

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• Respiratory Portfolio Expansion: With six new launches, namely, FORACORT G Synchrobreathe, Glycohale FB Synchrobreathe, FORACORT 200 Ciphaler, FORACORT 400 Ciphaler, Indaflo G 160 Rotacaps, Budecort Synchrobreathe 200 across Dry Powder Inhalers (DPIs) and Metered Dose Inhalers (MDIs), we lead in respiratory innovation, enhancing treatment options for asthma and COPD.

One Africa

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• DAMICAVA PAED (Abacavir 60 mg; Dolutegravir 5 mg; Lamivudine 30 mg) tablets: We have recently launched this tablet, a new addition to our ARV portfolio, for the treatment of paediatric patients.

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Cipla Limited | Annual Report 2024-25

Caring For Life

USA

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• Lanreotide Injection (60 mg, 90 mg, 120 mg): We launched Lanreotide Injection as a singledose, pre-filled, ready-to-inject syringe. It is indicated for the treatment of Acromegaly and Gastroenteropancreatic Neuroendocrine Tumors (GEP-NETs), supporting patients with rare endocrine disorders.

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• Esomeprazole DR Granules (2.5 mg & 5 mg) : With this launch, Cipla becomes the only company in the United States offering the full range of Esomeprazole strengths—2.5 mg, 10 mg, 20 mg and 40 mg. This comprehensive offering supports tailored treatment for indigestion, heartburn, acid reflux and gastroesophageal reflux disease (GERD).

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• Three CGT-Approved Injectable Launches: Under the Competitive Generic Therapy (CGT) pathway, we have launched the following ANDA approved products:

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• Hydrocortisone Sodium Succinate Lyophilized Injection (100 mg/vial) – for rapid corticosteroid therapy in emergencies.

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• Nicardipine RTU Injection (20mg/200 mL & 40 mg/200 mL IV bags) – ready-touse antihypertensive for acute care settings.

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• Phytonadione Injection (1mg/0.5 mL PFS) – a critical vitamin K formulation for reversing anticoagulant effects.

Emerging Markets and Europe (EMEU)

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• Beclomethasone + Formoterol HFA Inhaler : This product has received Marketing Approval from TGA-Australia and we have introduced this fixeddose combination Metered Dose Inhaler (MDI) across other regions covered under Emerging Markets and Europe. It combines an inhaled corticosteroid (Beclomethasone) with a long-acting bronchodilator (Formoterol), offering effective maintenance therapy for asthma and COPD.

Regulatory Filings ANDA for FY 2024-25

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13 Filed

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----- Start of picture text -----

20 Approved
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ANDA and NDA portfolio and pipeline as on 31[st] March 2025

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----- Start of picture text -----

2 7 71 168
NDAS ANDAS
TOTAL: 21 TOTAL: 263
24
12
Approved Tentatively Approved Under Approval
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Statutory Reports Financial Statements

DMFs and Dossiers for FY 2024-25

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Country DMFs filed Dossiers filed Dossiers approved
India 2 9 6
USA 16 [7] 13 20
Europe 57 [8] 12 46
One Africa 6 [9] 74 89
Emerging markets 194 [10] 141 91
China 3 7 3
Total 278 256 255
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35% of medical products filings of Cipla (drugs, diagnostics, medical devices, or vaccines) have been granted FDA Priority Review/EMA Accelerated Assessment (or equivalent) during last three years.

Regulatory Milestones for FY 2024-25

Emerging Markets & Europe (EMEU)

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• Respiratory Pipeline Growth: Multiple filings across EM and EU markets to strengthen our future respiratory portfolio.

United States

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• Oncology 505 (b) (2) NDA: One injectable oncology product indicated for lung cancer was filed and other oral oncology product indicated for leukemia got approval.

Clinical research and development

At Cipla, clinical research and development is a cornerstone of our intellectual capital, driving innovation and excellence. The data and insights gained from our clinical trials and studies become invaluable intellectual property, fostering continuous improvement and innovation in patient care.

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• NCE-1 Filings: Three strategic filings—two in oncology and one in antifungal therapy— leading to early market entry in high-value segments.

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• Respiratory Expansion: Filed three MDI products, in inhalation therapies.

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• CGT Injectable Filing: One injectable product filed under the Competitive Generic Therapy pathway, targeting market exclusivity.

Key Highlights from FY 2024–25

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• Strong Performance in Clinical Trials

We achieved a 95% success rate in pivotal pharmacokinetic (PK) studies , reflecting the strength of our study design, execution and scientific rigor. Initiated 36 clinical trials across Phases 2, 3 and 4, including post-marketing

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• Neurology Pipeline Expansion: We filed a novel injectable formulation for IV infusion aimed at treating aneurysmal Subarachnoid Hemorrhage (aSAH).

surveillance and IIS, involving over 2,000 patients. 10 clinical trials were completed during FY 2024-25.

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Regulatory Excellence and Compliance

Our commitment to quality was reaffirmed with zero Good Clinical Practice (GCP) observations during US FDA inspections for both a respiratory and a nonrespiratory trial, underscoring our adherence to global standards.

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Respiratory Portfolio Milestone

A complex respiratory product successfully met its primary endpoint, demonstrating therapeutic equivalence. This marks a significant step forward in our respiratory pipeline.

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Expanding into New Therapeutic Frontiers

We filed two Investigational New Drug (IND) applications targeting HIV, to focus on high-burden diseases and to deliver nextgeneration therapies.

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Pediatric Development Progress

We received positive feedback from the US FDA on three pediatric development plans.

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505(b)(2) Program Advancements

Four products under the 505(b) (2) regulatory pathway were granted clinical waivers and three additional products received favourable clinical feedback.

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Biosimilars Momentum

We received approval of one biosimilar products in Australia and we held successful strategic meetings with the US FDA to align on the clinical development plan for Cipla’s first biosimilar product.

10Includes 27 amendments, renewals, 151 – Leverage

7IIncludes 4 amendments

8Includes 21 amendments

9Includes 1 amendment

Cipla Limited | Annual Report 2024-25

Caring For Life

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Afrezza® Approval for Type 2 Diabetes

Received CDSCO approval to market Afrezza® Insulin Human Inhalation Powder to improve glycemic control in adult patients with Type 2 Diabetes Mellitus.

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Advancement in ABPA Treatment

Successfully completed the Phase 2 study of Inhaled Itraconazole in Allergic Bronchopulmonary Aspergillosis (ABPA), with a recommendation to proceed to Phase 3.

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Real-World Evidence (RWE) and Surveys

Completed 2 RWE studies (3 ongoing), 31 patient/physician surveys (25 ongoing) and contributed over 100 posters/ presentations at national and regional conferences in India and Europe.

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Scientific Dissemination and Guidelines

Published 25 papers in leading medical journals and supported the dissemination of 4 treatment guidelines across multiple therapeutic areas.

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Research Publications

Pulmonary Drug Delivery Research

Our article titled “Optimisation of an in vitro method for assessing pulmonary permeability of inhaled drugs using alveolar epithelial cells” was published in the Journal of Pharmacological and Toxicological Methods (Vol. 128, 2024). This study presents a refined in vitro model that enhances the predictability of pulmonary drug absorption, supporting the development of more effective inhaled therapies.

Crystallography and Polymorph Discovery

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We filed seven Indian Provisional Patent Applications for newly discovered polymorphs.

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Another discovery was featured in peer review article published in high impact factor journal of Royal Society of Chemistry's, Crystal Engineering and Communication (CrystEngComm, vol 26, No 19, 2024).

Engagement with regulatory bodies and collaborations with other companies / institutions

We work closely with the following regulatory authorities globally to ensure our practices align with international standards regarding innovation, scientific discussions, filing prioritisation and lifecycle management for Drug Master Files (DMF), Abbreviated New Drug Applications (ANDA), New Drug Applications (NDA) and Marketing Authorisations.

United States USFDA Food and Drug Administration, USA Drug Controller DCGI General of India, India

Medicines and Healthcare MHRA Products Regulatory Agency, UK

National Medical NMPA Products Administration, China World Health WHO Organisation

Therapeutic Goods TGA Administration, Australia

South African Health Products SAHPRA Regulatory Authority, South Africa

Brazilian Health ANVISA Regulatory Agency, Brazil

European EMA Medicines Agency, Netherlands

Additionally, we share our expertise in the standard-setting processes with the European Directorate for the Quality of Medicines and Healthcare and the United States Pharmacopeia to help establish globally recognised standards. By actively engaging in partnerships and regulatory activities, we aim to set industry benchmarks and consistently provide high-quality healthcare solutions worldwide.

Innovations in Active Pharmaceutical Ingredient (API)[11]

At Cipla, innovation in API development is central to our strategy for delivering high-quality, sustainable and cost-effective medicines. Our focus on process optimisation, impurity profiling and advanced pre-formulation research reflects our commitment to scientific excellence and environmental responsibility.

We have implemented robust management practices aimed at enhancing process efficiency, optimising resource utilisation and reducing environmental impact. These initiatives are designed to:

Lower production costs through smarter resource allocation.

Minimise waste and emissions by adopting green chemistry principles.

Ensure long term sustainability while maintaining high quality standards.

This integrated approach enables us to continuously improve our manufacturing processes while aligning with global sustainability goals.

11GRI3-3

Statutory Reports Financial Statements

Impurity Synthesis and Detection

To strengthen our impurity profiling capabilities, we have installed a throughput mass-based peak preparative purification system. This instrument integrates:

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• Single quadrupole mass spectrometry (MS) for precise compound identification.

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• Photodiode array (PDA) and UVVis detection for comprehensive spectral analysis.

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• Dual ionisation modes (ESI+ and ESI−) to detect a wide range of impurities, including nonUV active compounds.

This system allows for real-time analysis of both UV and mass spectra, enabling accurate detection and purification of trace-level impurities. It also supports flexible collection triggers, based on wavelength, mass response, or time, enhancing our ability to isolate and characterise critical compounds efficiently.

Cutting Edge Pre-Formulation Lab

We have launched a state-of-theart pre-formulation lab to deepen our understanding of polymorph behavior and excipient interactions. This facility is equipped with advanced analytical tools, including:

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• Malvern-3000 for particle size distribution.

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• Dissolution apparatus for in-vitro release profiling.

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• Karl Fischer auto titrator for moisture content analysis.

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• High-performance liquid chromatography (HPLC) systems for compound quantification.

The lab focuses on:

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• Characterising novel polymorphs and their stability.

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• Studying interactions between excipients and active pharmaceutical ingredients (APIs).

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• Generating data to support regulatory submissions, especially for bioequivalence and physicochemical similarity.

Green Chemistry Initiatives: Driving Sustainable Innovation

At Cipla, our commitment to sustainability is deeply embedded in our innovation strategy. Through targeted green chemistry initiatives, we are reducing environmental impact, enhancing operational efficiency and ensuring regulatory compliance, while continuing to deliver high-quality pharmaceutical products.

Waste Management and Safer Chemical Practices

We have taken proactive steps to reduce environmental impact by replacing hazardous solvents with safer alternatives like water, isopropanol and liquid cleaner in key processes. We ensure compliant disposal of solvent waste through certified vendors. Additionally, we have phased out the use of highly hazardous chemicals such as acetyl chloride, thionyl chloride, sulphuryl chloride and POCl₃, supported by strong regulatory justifications. These measures have improved safety, reduced environmental risks and lowered testing and analysis costs.

Energy Efficiency and Equipment Optimisation

We have upgraded our laboratory infrastructure with energy-efficient equipment featuring powersaving and sleep modes. Regular maintenance ensures optimal performance and prevents energy waste. By streamlining sample testing through combined and batch methods, we have reduced instrument run times and resource usage. Additionally, enhancements to our scrubber systems have lowered energy consumption, minimised environmental impact and extended equipment lifespan.

Solvent Reduction and Cost Efficiency

We developed a scalable downstream purification process for an excipient that dissolves easily in both water and common solvents. This method eliminates the need for column chromatography, significantly reducing solvent usage and environmental impact.

Technological Enhancement

We modified our jet milling equipment to minimise agglomeration caused by static charge buildup, thereby eliminating potential safety risks. This enhancement has improved grinding efficiency, enhanced product quality and reduced material handling losses, contributing to safer and more efficient operations.

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Cipla Limited | Annual Report 2024-25

Caring For Life

Human Capital

Strategic Focus Areas:

Creating Leaders for the Future

Employee Health and Safety

Our Contribution to Sustainable Development Goals (SDGs)

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Promoting Diversity

Continuous Learning and Development

78

Corporate Overview & Integrated Report Statutory Reports Financial Statements

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Key Performance Highlights

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Awards and Recognitions

1,00,000+

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hours devoted to volunteering activities

Society for Human Resource

Management ("SHRM") Award for Excellence in People Analytics and Excellence in Community Impact

32.79

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average training hours per person

Recognised with the award for ‘India’s Best Employers Among Nation-Builders 2024’

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88%

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succession covers for critical senior management roles

Certified seven years in a row

ET Human Capital Award for Excellence in HR Business Transformation

Our Human Resource Philosophy[1]

At Cipla, we believe that our people are our greatest strength. By empowering our teams, we ensure that our workforce is equipped to drive innovation and uphold our purpose of “Caring for Life”. While this core purpose remains our guiding principle, our employee value proposition, "Make Every Life Thrive" represents our promise and commitment to our people.

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make every life thrive

1GRI 3-3

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Cipla Limited | Annual Report 2024-25

Caring For Life

Our Diverse Workforce[2]

We pride ourselves on having a vibrant team from different generations, nationalities, genders, skills and abilities. With presence in 18 countries and six continents, our team’s wide-ranging knowledge and skills help us serve our patient needs efficiently and effectively. Along with our permanent workforce, we also employ workers on a temporary contractual basis for on-site roles such as packaging, operational line-work, loading/unloading and other tasks.

Workforce Overview - by Gender, Age and Workforce Categories

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<30 years 30-50 years >50 years Male Female
Category Total
Male Female Male Female Male Female Nos. % Nos. %
Permanent Employees
Top Management - - 3 - 5 1 8 88.89 1 11.11 9
Senior Management - - 75 15 78 17 153 82.70 32 17.30 185
Middle Management 280 83 4,192 557 249 75 4,721 86.85 715 13.15 5,436
Junior Management 8,734 1,859 9,084 1,448 206 85 18,024 84.16 3,392 15.84 21,416
Associates / Non-
19 22 165 80 122 42 306 68.00 144 32.00 450
Management
Indian Subsidiaries 659 139 1,282 259 90 22 2,031 82.86 420 17.14 2,451
Permanent Workers
Workers 11 8 138 53 111 45 260 71.04 106 28.96 366
Total Permanent
9,703 2,111 14,939 2,412 861 287 25,503 84.13 4,810 15.87 30,313
Workforce (a)
Non-Permanent
Employees
Non-Permanent
2,114 889 2,399 564 136 28 4,649 75.84 1,481 24.20 6,130
Employees
Non-Permanent Workers
Non-Permanent Workers 4,069 791 2,693 878 267 48 7,029 80.37 1,717 19.63 8,746
Total Non-Permanent
6,183 1,680 5,092 1,442 403 76 11,678 78.50 3,198 21.50 14,876
Workforce (b)
Grand Total (a)+(b) 15,886 3,791 20,031 3,854 1,264 363 37,181 82.28 8,008 17.72 45,189
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Differently abled Employees and Workers[3]

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----- Start of picture text -----

Male Female
Particulars Total
Nos % Nos %
Permanent Employees 5 3 60.00 2 40.00
Permanent Workers 1 1 100.00 - -
Total 6 4 66.67 2 33.33
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2GRI 2-7, GRI 2-8, GRI 405-1 and Information in line with BRSR Question no. 20(a) of Section A

3Information in line with BRSR Question no. 20(b) of Section A. Data for differently abled employees and workers under the non-permanent category is not available with the Company.

Statutory Reports Financial Statements

Country-wise Headcount for Permanent Employees and Workers as on 31[st] March 2025[4]

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Netherlands
India China
USA 13 UAE
28,088 170
819 0.04% 12
2.70% 0.05% 0.04% 93.83%92.66% 0.63%0.56%
1.37% 0.04%
UK
23
0.08%
0.08%
Germany
11
0.04%
0.04%
Spain
10
0.03%
0.04%
Mexico Myanmar
1 43
0.14%
0.004%0.003% Kenya 0.16%
49
Morocco
0.16%
83
0.18%
0.27% Sri Lanka
0.31% 118 Australia
0.39% Malaysia 21
Colombia Brazil 0.43% 19 0.08%0.07%
11 11 South Africa 0.06%
0.04% 0.04% 0.07%
811
0.04% 0.04%
2.68%
2.61%
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30,313 Total Number of permanent employees and workers

Number of permanent employees and workers Share in all management positions, including junior, middle and senior management (as % Share in total workforce of total management workforce) (as % of total workforce)

Building Blocks of Our Employee Value Proposition

Our Employee Value Proposition is built on three foundational pillars that define and guide every employee’s journey. Effectively communicating and embodying these pillars is vital to attracting, engaging and retaining both current and prospective talent.

Inspiring Pioneers

We inspire pioneers to identify areas for innovation within our systems, products and processes, to build a culture of continuous improvement. Our commitment to innovation and progress is steady, as we strive to create an impact in everything we do.

4GRI 2-7

Cipla Limited | Annual Report 2024-25

Caring For Life

Technology Adoption to Bolster Human Resource and Employment Engagement

Cipla is leveraging technology to make HR and employee engagement smarter and more effective. Key initiatives include:

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AI models to accelerate hiring and

enhance decision-making in the recruitment process

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Wellbeing apps like Mfine and Amaha

to support employees’ physical, mental and financial health

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Digitalisation of the FY 2024–25

Annual Review Cycle to automate manual processes, enhance data security and leverage advanced analytics for informed decision-making.

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Sentiment analysis using GenAI

to analyse manager feedback and performance ratings

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Diversity dashboards help track work force trends, while

our expat database supports more effective planning for global employee movement

Enhanced AI-powered MiDAS ChatBot to enable real-time goal tracking

Celebrating Differences

Cipla is actively advancing diversity by taking deliberate steps to increase the presence of women and other underrepresented communities within the organisation.

We support the LGBTQ+ community with medical insurance coverage for their partners and parents and conduct awareness workshops

Accessibility is a priority for us and our infrastructure facilities across offices and site locations comply with accessibility standards[5]

We celebrated the International Day of Persons with Disabilities (IPWD) and PRIDE to build inclusivity and sensitise employees

For differently-abled individuals, we ensure unbiased hiring practices and offer internships through our Training and Educational Centre for Hearing Impaired ("TEACH") programme. Our Equal Opportunity Policy, drafted in accordance with The Rights of Persons with Disabilities Act, 2016, safeguards their rights and ensures equal opportunities for growth and

success. The policy can be accessed from this link https://www.cipla.com/ - - sites/default/files/2023 07/Equal Opportunity-Policy.pdf.[6]

We are committed to fostering an inclusive workplace through targeted leadership development programmes, diversity hiring and Employee

Resource Groups ("ERGs"). Women Inspired Network-WIN at Cipla is one such ERG initiative that empowers women to connect and advance their careers. It offers mentorship and networking events, cultivating a strong sense of community and support among female employees.

5Information in line with BRSR Question no. 3 under essential indicators of Principle 3 6Information in line with BRSR Question no. 4 under essential indicators of Principle 3

Statutory Reports Financial Statements

Diversity Policy

Our diversity policy is a commitment to building an inclusive and equitable workplace where diversity is embraced and embedded in everything we do. It includes clear goals, forward-thinking strategies and robust systems for tracking progress and accountability.

The priorities are overseen by the Inclusion and Diversity Council, led by our Managing Director and Global CEO. Meeting quarterly, the Council reviews industry trends, best practices and identifies areas for improvement within our Company.

Our Strides toward Women's Wellbeing

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Maternity Leave/ Miscarriage/ Tubectomy Leave

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Flexi-field Days Policy Child Care policy

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Pay Equity Audit

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Unconscious Bias Workshops and Inclusion Toolkit

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Travel Support for Female Employees

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Inclusive Etiquette Sensitisation Workshops

Our Diversity Indicators FY 2024-25

15.87%

17.01%

15.96%

Share of female employees in the total permanent workforce

Share of women in top management positions (as % of total top management positions)

Share of women in junior management positions (as % of total junior management positions)

23.62%

15.41%

12.37%

Share of women in STEM-related positions (as % of total STEM positions)[7]

Share of women in all management positions, including junior, middle and top management (as % of total management positions)

Share of women in management positions in revenue generating functions (e.g. sales) as % of all such managers

Championing Care

We believe in creating a space where everyone in Cipla can bring their true selves to work, shaped by warmth and respect. When we impact an employee’s life, the effect extends beyond them to their families and friends. Through the various initiatives, volunteering and our commitment to care, we strive to make a meaningful difference in the lives of those we touch and beyond.

Well-being Carnival

Our Well-being Carnival has been a distinctive initiative, offering a holistic approach to employee well-being. The event brought together a range of activities—from health check-ups and interactive wellness stalls to a unique financial investment simulation experience. By blending physical, mental and financial wellbeing into an engaging and enjoyable format, the carnival cultivated awareness and encouraged healthier lifestyle choices among employees.

Holistic Approach

Guided by a strong commitment to social and environmental responsibility, we ensure our workforce remains engaged and motivated to make positive contributions to society and the planet. A perfect example of this was our WellbeingCarnival initiative.

7Considered % of women in roles that require a STEM qualification mandatorily and not % of women from total employees with a STEM qualification

Cipla Limited | Annual Report 2024-25

Caring For Life

At Cipla, we look at health and wellbeing from a physical, mental and financial perspective, as illustrated below

Positive Outcomes of our Well-being programmes:

Enhanced Employee Morale

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----- Start of picture text -----

Access to One-on- Mental
Manager Green
AMAHA One Health
Sensitisation Band
Platform Counseling Week
Programs Initiative
Courses Sessions Challenge
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Walk2Fit Step Challenge Fitness Programs Health Screenings

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MiEarned MiCare All Things Data-Driven Access to Salary Fund Money Insights from Financial Program (ATM) for Insurance Claims Advisors and Financial Budgeting Tools Management

Our employee wellness strategy is designed to comprehensively address mental and financial well-being. Through initiatives like the Green Band Initiative, we are actively tackling the stigma surrounding mental health by promoting open conversations and community support. Our collaboration with the AMAHA platform offers valuable resources for managing depression, anxiety and stress. In terms of financial wellness, we have introduced innovative solutions such as MiEarnedSalary, which allows for emergency salary withdrawals and 'All Things Money' ("ATM"), which aids in life-stage financial management. These initiatives help us build a resilient and thriving workforce.

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and Productivity: Our well-being initiatives have significantly boosted employee morale and productivity, as reflected in the impressive 91% score in the MiVoice engagement survey, indicating that our employees feel genuinely cared for.

Improved Mental Health: The tailored sessions on the AMAHA platform have been instrumental in helping our employees manage stress and anxiety effectively, leading to better mental health outcomes.

Fostering a Culture of Appreciation

We have implemented a variety of rewards and recognition programmes in FY 2024-25 to enhance employee satisfaction and drive business success.

The Applause platform is an automated rewards and recognition system that simplifies acknowledging employee achievements, boosting morale and motivation.

Our Long Service Awards honour enduring commitment and loyalty, with special recognition for key milestone achievements.

Statutory Reports Financial Statements

Employee Benefits and Policies[8]

Our benefits and policies are a critical cornerstone of our culture, through which employees can achieve their best potential. Far surpassing basic guidelines and services, they are meticulously crafted to cultivate a supportive and empowering workplace. In harmony with our foundational philosophy of “Caring for Life”, these thoughtfully curated policies and benefits are designed to promote the well-being and success of our employees. Below is a summary of these exceptional offerings:

	Different types of leave Maternity Paternity Gender-neutral adoption Transfer Sabbatical Medical Accidental Compassionate Time away from work	Medical Insurance for self, spouse, children, live-in partners, same- sex partners and their respective parents and parents-in-law Day care, creche and lactation facilities Gender-neutral Washrooms Accessibility facilities for differently abled colleagues Inclusive ecosystem	Flexi working guidelines for corporate offices Employee financial well-being Employee volunteering policy Flexibility and community well-being	Financial assistance in the event of death of employees/workers Education merit awards for children of employees Family support

An Overview - Employee and Worker Well-being and Benefits

These comprehensive set of tables below provide insights into the parental leave usage, well-being measures and retirement benefits offered to employees and workers. It highlights the coverage of health and accident insurance, maternity and paternity benefits and day care facilities. Additionally, it details the percentage of employees and workers benefitting from these measures, alongside the financial allocation towards well-being initiatives.

Details of Parental Leave availed by Employees for FY 2024-25[9]

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No. of employees No. of Out of the
No. of
who were due to employees who employees who
employees
return to work returned to work returned to work, Return to Retention
who availed
in the reporting in the reporting how many have work rate rate
parental
period after period after completed 12 (in %) (in %)
leave in
parental leave parental months after
FY 2024-25
ended leave ended returning to work
Male Female Male Female Male Female Male Female Male Female Total Male Female Total
1,443 170 1,438 162 1,434 162 1,217 124 99.72 100 99.75 79.96 86.11 80.49
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8GRI 401-2

9GRI 401-3 and Information in line with BRSR Question no. 5 under essential indicators of Principle 3. This data pertains to permanent employees and workers of Cipla Limited and Indian subsidiaries. During FY 2024-25 parental leave was not availed by any of the permanent workers

Cipla Limited | Annual Report 2024-25

Caring For Life

Details of measures for the well-being of employees and workers for FY 2024-25[10]

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Health Accident Maternity Paternity Day Care
Total Insurance Insurance Benefits Benefits Facilities
Category
(A) Number % Number % Number % Number % Number %
(B) (B / A) (C) (C / A) (D) (D / A) (E) (E / A) (F) (F / A)
Percentage of employees covered by
Permanent employees
Male 24,047 24,047 100 24,047 100 NA 24,047 100 10,972 45.63
Female 3,919 3,919 100 3,919 100 3,919 100 NA 3,919 100
Total 27,966 27,966 100 27,966 100 3,919 100 24,047 100 14,891 53.25
Other than Permanent
employees
Male 4,441 NA 4,231 95.27 NA NA 948 21.35
Female 1,343 NA 1,121 83.47 NA NA 438 32.61
Total 5,784 NA 5,352 92.53 NA NA 1,386 23.96
Percentage of workers covered by
Permanent workers
Male 97 97 100 97 100 NA 97 100 97 100
Female 25 25 100 25 100 25 100 NA 25 100
Total 122 122 100 122 100 25 100 97 100 122 100
Other than
permanent workers
Male 6,995 NA 6,944 99.27 NA NA 5,279 75.47
Female 1,690 NA 1,686 99.76 NA NA 1,393 82.43
Total 8,685 NA 8,630 99.37 NA NA 6,672 76.82
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Spending on well-being measures (employees and workers)[11]

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||||
|---|---|---|
|Particulars|FY 2024-25|FY 2023-24|
|Cost incurred on well-being measures as a % of total revenue of Cipla|0.41%|0.37%|

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Retirement Benefits for the current and previous financial year[12]

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FY 2024-25 FY 2023-24
No. of No. of No. of
Deducted and
Benefits employees workers deposited employees No. of workers Deducted and
covered as covered as covered as covered as a % deposited with
with the
a % of total a % of total a % of total of total worker the authority
authority
employees workers employees
Provident Fund 100 100 Yes 100 100 Yes
Gratuity 100 100 NA 100 100 NA
ESI 4.89 - Yes 5.42 - Yes
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10GRI 401-2 and Information in line with BRSR Question no. 1(a) and 1(b) under essential indicators of Principle 3. This data is specific to Cipla Limited and its Indian Subsidiaries

11Information in line with BRSR Question no. 1(c) under essential indicators of Principle 3. This data is specific to Cipla Limited

12GRI 401-2 and Information in line with BRSR Question no. 2 under essential indicators of Principle 3. This data is specific to permanent employees and workers of Cipla Limited and its Indian subsidiaries excluding Jay Precision Pharmaceutical Private Limited

Statutory Reports Financial Statements

Nourishing Careers

We believe growth is meaningful when it is holistic and extends beyond ourselves. By nurturing talent and providing a training ground for development, we instil pride and empower our people, promoting an environment where growth is both personal and professional.

Identifying the Right Talent

At Cipla, our dedication to excellence transcends our products, it is woven into the fabric of our values, leadership, and culture. We empower our internal workforce through Internal Job Postings (IJP), fostering growth and career progression from within. We also engage in external hiring via professional networks, recruitment partners, campus drives, and digital platforms to attract diverse, skilled candidates. This blended approach is supported by a structured evaluation process that emphasises capability, cultural alignment, and growth potential—ensuring we build a workforce that reflects our values and drives our mission forward.

Talent Acquisition

Talent acquisition at Cipla involves recruiting skilled individuals aligned with our strategic goals, enhancing innovation and standards in the pharmaceutical industry. Career development offers growth opportunities through training, mentoring, and skill enhancement, building a motivated workforce and contributing to Cipla's success. Both are essential for maintaining our competitiveness and achieving long-term objectives.

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ALIVE

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Our flagship campus program, ALIVE (Aspire, Learn, Innovate, Voice, Engage), welcomed Management Professionals to Cipla in FY 2024-25, focusing on grooming them for managerial roles. The 6-month experiential learning journey introduced in FY 2022-23 for the Young Managers Programme ("YMP") enhanced the programme's effectiveness and reflected in positive experience scores and social media stories. Furthermore, ALIVE has strengthened its brand presence by achieving a minimum 2.5 times increase in organic follower growth over the past two years, resulting in greater reach on platforms such as LinkedIn and Instagram.

No. of Hires– ALIVE FY 2024-25

11	35	27	73
Tech IPD	Tech M&Q	YMP	Total

NEEV

We have strengthened NEEV, our flagship Work Integrated Learning Programme, creating a steady talent stream for frontline roles in Operations while providing associates with a unique 'Earn and Learn' opportunity. Collaborations with BITS Pilani and Manipal Institute of Technology have allowed us to tailor a curriculum to our needs, achieving a 95% retention rate of enrolled students. Since the launch in FY 2021-22, NEEV has expanded to include 246 associates advancing academically and professionally through the programme.

Total New Joiners in FY 2024-25[13]

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<30 years 30-50 years >50 years
Category Total
Male Female Male Female Male Female
Permanent workforce
- - - - - - -
Top Management
Senior Management - - 3 2 6 2 13
Middle Management 83 36 563 87 16 10 795
Junior Management 4,532 837 824 157 7 8 6,365
Associates/
15 12 32 9 14 7 89
Non-Management
Indian Subsidiaries 367 78 238 21 12 1 717
Total 4,997 963 1,660 276 55 28 7,979
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In FY 2024-25, our average hiring cost per employee was pegged at J 25,662.

13GRI 401-1

Cipla Limited | Annual Report 2024-25

Caring For Life

Nurturing Talent for Tomorrow[14]

Talent Central: Digitising Talent Management Process

This year, we launched Talent Central, a digital tool that equips mid and senior-level managers with realtime talent insights. With 86% active engagement, it has sharpened talent identification and strengthened ownership of talent development. By involving a broader pool of managers across Cipla, Talent Central has enriched talent reviews and deepened career and development plans for our talent pool.

Talent Review Board: Strengthening Leadership and Succession

The Talent Review Board is a threetiered system that calibrates talent, drives succession planning and aligns top talent with business priorities, ensuring smooth leadership transitions and business continuity. In FY 2024-25, we achieved 88% succession coverage for critical senior roles, with 67% of senior management positions filled via succession plans. This has resulted in 1,350 internal movements and 76 global assignments , strengthening our leadership pipeline.

Talent Development

Cipla is deeply committed to nurturing talent and building future-ready leaders through a wide range of development programmes.

Cipla Leadership Essentials

Our Cipla Leadership Essentials— Collaborate to Succeed, Innovate to Excel, Perform with Accountability, Lead with Empathy and Act with Agility ("C.I.P.L.A.")—are at the heart of our leadership culture, shaping how we identify and nurture talent. So far, we have trained 15,000 associates, equipping them with the right skills and behaviours. To reinforce this commitment, 9,850 recognitions have been shared by associates internally, celebrating those who bring these values to life every day.

CLAP: Cipla Leadership Ascent Program

iGROW

iGROW is a dynamic platform designed to cultivate careers and enhance competencies across the sales hierarchy. It prepares employees for future roles through a structured, merit-based assessment process, complemented by comprehensive role transition support. By strengthening internal talent mobility, iGROW plays a key role in building a future-ready workforce.

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The "Cipla Leadership Ascent Programme" is a 10-month executive education initiative designed in partnership with Cornell University to empower our leaders and foster organisational growth. The programme addresses critical aspects of leadership and business excellence.

In FY 2024–25, a total of 2,027 employees participated in this journey —demonstrating a strong commitment to personal growth and organisational excellence.

In FY 2024-25, 25 leaders from across departments were selected to participate in the programme.

Leadership Academy

The Leadership Academy is pivotal in developing essential skills for management and effective leadership across levels. The Ignite programme enhanced technical skills and productivity, engaging 607 employees and contributing to a 15% increase in Leadership Academy coverage. Leaders as Coaches and LeadX built managerial and interpersonal capabilities, with participation rising by 17%. Leap designed for first-time managers, aimed at developing foundational leadership skills essential for their transition into leadership roles, trained 437 participants . These outcomes reflect Cipla’s strong commitment to continuous learning, leadership excellence and futureready talent development.

Highlights

16,59,366

Overall training hours

E 3,884

Average amount spent on learning and development of each permanent employee and worker

15%

OLAP

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The Operational Leadership Alignment Program ("OLAP") was created to promote open communication and collaboration across teams. With the objective of strengthening the synergies between Manufacturing and Quality functions, over 50 Operational Leaders met for two days to strategise, harmonise and unleash the power of our site teams.

Overall Leadership Academy coverage in FY 2024-25 increased

14GRI 404-2

Statutory Reports Financial Statements

Policy and Compliance Training

Upholding compliance and governance is crucial for maintaining the highest ethical and professional standards at Cipla. We accomplish this by ensuring that employees are well-versed in the relevant policies, procedures and required actions. Our mandatory training programmes encompass critical areas such as Pharmacovigilance, Prevention of Sexual Harassment, the Code of Conduct, Prohibition of Insider Trading and Human Rights, among others. These initiatives not only cultivate continuous improvement thereby ensuring a safe and supportive work environment that is ethical and compliant.

*

Category-wise Training Hours for FY 2024-25

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Average training hours
Particulars
Male Female Total Average
Permanent Employees
a. Top Management 6.06 12.67 7.26
b. Senior Management 22.89 13.89 21.40
c. Middle Management 37.99 20.45 35.65
d. Junior Management 39.90 33.43 38.91
e. Associate / Non-Management 0.89 1.38 1.04
f. Indian Subsidiaries 16.69 16.52 16.66
Permanent Workers 7.70 6.24 7.27
Non-Permanent Employees 8.72 9.03 8.79
Non-Permanent Workers 0.30 0.45 0.33
Total 27.60 19.54 26.22
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Details of Skill Upgradation Training of Employees and Workers[15]

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FY 2024-25 FY 2023-24
Category
Total (A) No. (B) % (B/A) Total (C) No. (D) % (D/C)
Employees
Male 34,600 34,464 99.61 31,471 29,854 94.86
Female 6,874 6,226 90.57 5,856 5,405 92.30
Total 41,474 40,690 98.11 37,327 35,259 94.46
Workers
Male 7,300 1,974 27.04 6,967 3,717 53.35
Female 1,830 501 27.38 1,750 604 34.51
Total 9,130 2,475 27.11 8,717 4,321 49.57
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• GRI 2-24, GRI 404-1, Average training hours excludes trainings provided on employee, health and safety 15Information in line with BRSR Question no.8 under essential indicators of Principle 3. This data includes employees/workers who were active and separated during the year

Cipla Limited | Annual Report 2024-25

Caring For Life

Performance Excellence and Talent Retention

Career Growth and Development - Performance Management

At Cipla, we believe that the intersection of passion and purpose is the foundation of a thriving, future-ready workforce. Our people strategy is designed to cultivate this synergy, creating an environment where individuals are empowered to grow, contribute and lead with impact.

Professional growth Prioritising employee Championing Continuous development through structured well-being through inclusion and and emphasis on promotions, internal our inclusive and diversity at our workplace lifelong learning, with mobility, and supportive culture leadership programmes skill diversification and personalised learning pathways available at every level

Eligible Permanent Employees who received Performance and Career Development Reviews[16]

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FY 2024-25 FY 2023-24
Category
Total (A) No. (B) % (B/A) Total (C) No. (D) % (D/C)
Employees
Male 25,243 22,843 90.49 23,252 21,135 90.89
Female 4,704 3,898 82.87 4,127 3,304 80.06
Total 29,947 26,741 89.20 27,379 24,439 89.26
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Note: Performance appraisal is conducted for all employees who have joined on or before 31[st] December 2024, and trainees confirmed on or before 31[st] December 2024. Further, the employee must be on the payroll of the organisation as on 31[st] March 2025.

Attrition[17]

Maintaining a stable and engaged workforce is a key focus at Cipla. Over the past three years, we have closely monitored and managed attrition. The following data provides a snapshot of employee attrition during this last three years.

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FY 2024-25 FY 2023-24 FY 2022-23
Category
Male Female Total Male Female Total Male Female Total
Permanent
16.43 2.40 18.83 16.41 2.33 18.74 19.37 2.60 21.96
Employees
Permanent
2.93 1.86 4.79 4.34 1.45 5.79 2.50 - 2.50
Workers
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16GRI 404-3 and Information in line with BRSR Question no. 9 under essential indicators of Principle 3 17GRI 401-1 and information in line with BRSR Question no. 22 of Section A

Statutory Reports Financial Statements

for permanent Turnover Rate 18.65% 17.39% employees

and workers Total Voluntary (FY 2024-25)

Employee Relations and Compliance

We foster open dialogue and teamwork through various engagement initiatives. Our annual global employee survey measures job satisfaction, purpose, happiness, stress and well-being.

In FY 2024-25, an outstanding 70% of our employees were actively engaged, resulting in a remarkable engagement score of 91% . This accomplishment not only exceeds our target of 90% but also underscores our unwavering commitment to nurturing a supportive and inclusive workplace environment.

Our #WeAreListening Grievance Redressal Committee is dedicated to promptly and effectively address employee concerns. Guided by our Code of Conduct and Employee Grievance Policy, we provide clear procedures for raising issues, cultivating trust and accountability. In India, a self-reporting system allows direct communication with leadership, enhancing transparency and swift resolution. In the South Africa, Sub-Saharan Africa and Cipla Global Access (One Africa) regions, grievance handling aligns with internal policies and the Employment Equity Act for fairness and compliance. In the USA, the Open Door Policy empowers employees to voice concerns to the management or HR.[18]

Details on Minimum Wage Payment to Permanent Employees and Workers[19]

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More than legally
mandated minimum
Total wages
Category
(A) Total
Coverage % (B/A)
(B)
Permanent Employees
Male 24,027 24,027 100
Female 3,915 3,915 100
Permanent Workers
Male 97 97 100
Female 25 25 100
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Note: Payment of minimum wages to non-permanent employees and workers is the responsibility of the respective contractor

Upholding Human rights

We are profoundly committed to championing human rights through our operations. Our policies prohibit discrimination and harassment, advancing a secure and respectful work environment for all employees. The Human Rights Policy can be accessed at: https://www.cipla. - com/sites/default/files/2023 07/ Human-Rights-Policy.pdf

Our business agreements mandate adherence to all relevant laws, conventions and policies encompassing human rights requirements.[20] Through our Whistleblower Policy, stakeholders can report concerns to the Ethics Committee Chairperson or Chief Internal Auditor at ethics@cipla. com.[21] We maintain a zero-tolerance stance against retaliation towards complainants or whistle-blowers,

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18Information in line with BRSR Question no. 6 under essential indicators of Principle 3

19Information in line with BRSR Question no. 2 under essential indicators of Principle 5. This data is specific to Cipla Limited and Indian subsidiaries. 20Information in line with BRSR Question no. 9 under essential indicators of Principle 5 21Information in line with BRSR Question no. 4 and 5 under essential indicators of Principle 5

Cipla Limited | Annual Report 2024-25

Caring For Life

ensuring their protection throughout and beyond the investigation process.[22] We have trained all our permanent employees, contractual employees and security guards through classroom and on-line training.

During FY 2024-25, we conducted a comprehensive review of our human rights policies, focusing on issues like child labour, forced labour, freedom of association, right to collective bargaining, equal remuneration, employee health and safety and discrimination. We conduct independent assessments of all our locations on a three-year cycle to ensure comprehensive coverage of our operations. This year,

we completed audits and human rights assessments for major Indian sites, several foreign locations, and depots in India in line with SA 8000 standards. Over the next two years, we plan to assess the remaining sites and offices to achieve 100% coverage. These assessments encompassed our entire workforce, emphasising risks for minors, children and women.[23]

The findings confirm that our procedures for safeguarding human rights are satisfactory, with no significant issues noted. Prompt corrective and preventive actions for identified human rights risks are swiftly implemented across all our facilities.

In FY 2024-25, there were zero instances of workplace discrimination,

child labour, forced or involuntary labor, or non-payment of proper wages. Details of complaints regarding other issues during FY 2024-25 and FY 2023-24 are provided in Question no. 25 of Section A of the BRSR on page no. 172 of this report.[24]

In FY 2024-25, 100% of our security personnel in India received training on human rights policies and procedures.[25] Our dedicated grievance redressal mechanisms, coupled with fair and prompt investigation protocols, regular training sessions, and awareness initiatives, ensure that all our sites, facilities and offices are effectively equipped to address any potential human rights risks or concerns.

Human Rights Training[26]

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FY 2024-25 FY 2023-24
Category
No. of employees/ No. of employees/
Total (A) % (B/A) Total (C) % (D/C)
workers (B) workers (D)
Employees
Permanent 35,344 26,687 75.51 32,410 26,221 80.90
Other than permanent 6,130 1,338 21.83 4,917 815 16.58
Total Employees 41,474 28,025 67.57 37,327 27,036 72.43
Permanent Workers
Permanent 384 167 43.49 405 175 43.21
Other than permanent 8,746 3,782 43.24 8,312 3,979 47.87
Total Workers 9,130 3,949 43.25 8,717 4,154 47.65
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Labour Management[27]

We prioritise workforce well-being and rights, complying with labour laws in all regions of operations. We support employees' rights to freely associate with and engage in collective bargaining, maintaining regular dialogues with labour unions to address issues. In India and the One Africa region, worker representation is significant, while U.S. operations comply with the National Labor Relations Act. We operate without risks of child labour, forced labour, or threats to workers' association freedom. Collective bargaining agreements outline minimum notice periods, such as one week per year of employment in the One Africa region, as per Section 189 of the Labour Relations Act. We have implemented a comprehensive system to manage contract labour compliance across India's manufacturing sites, ensuring efficient and regulatory-compliant operations.[28]

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22GRI 403-2 and Information in line with BRSR Question no. 8 under essential indicators of Principle 5

23 Information in line with Question no. 10 under essential indicator of Principle 5 and BRSR Question no. 2 under leadership indicators of Principle 5 24GRI 406-1 and Information in line with BRSR Question no. 6 under essential indicators of Principle 5

25GRI 410-1, GRI 2-24

26Information in line with BRSR Question no. 1 under essential indicators of Principle 5. This data includes employees/workers who were active and separated during the year

27GRI 2-30, GRI 407-1, GRI 408-1, GRI 409-1

28GRI 402-1

Statutory Reports Financial Statements

Union and Association Memberships[29]

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----- Start of picture text -----

FY 2024-25 FY 2023-24
Total
Category workers No. of Total workers No. of %
workers who are part of % (B/A) in respective workers who are part of
in respective (D/C)
associations or unions (B) category (C) associations or unions (D)
category (A)
Male 260 260 100 271 271 100
Female 106 106 100 114 114 100
Total
Permanent 366 366 100 385 385 100
Workers
----- End of picture text -----

Our Health and Safety Culture[30]

Occupational Health and Safety ("OHS") and the wellbeing of our workforce is integral to Cipla.[31] We are committed to maintaining a safe and healthy work environment through strict safety standards and proactive risk management. Our comprehensive Environment, Health and Safety ("EHS") policy ensures regulatory compliance, continuous improvement and extends its coverage to all employees and the communities we operate in— reinforcing our commitment to holistic stakeholder wellbeing.

We are committed to providing a safe and healthy workplace for all our workforce. This commitment is clearly mentioned in our EHS policy. We encourage our workforce to report any unsafe acts or conditions on site to ensure we always have safe workplace. We actively encourage our workforce to share their views and participate in safety-related decisionmaking. Employees are represented

on various committees, including the Safety Committee, Canteen Committee and Transport Committee, among others. We have established a well-equipped Occupational Health Centre, supported by a cardiac ambulance and a full-time doctor, to ensure timely medical attention and emergency care for our workforce. We organise annual medical checkups for all our workforce at manufacturing and R&D units to check their health conditions and suggest corrective measures if any.[32]

Life Safety Rules ("LSR")

In 2024, we updated our Life Safety Rules (LSRs), essential guidelines aimed at preventing workplace injuries and fatalities, strengthening our safety culture and reducing operational risks. Compliance with the LSRs is mandatory. Any non-compliance will be addressed in accordance with company policy, while consistent adherence will be duly recognised. Beyond regulatory requirements, the

LSRs now form an integral part of our “license to operate”.

EHS Management System and Policy[33]

At Cipla, we are committed to the highest standards of safety, health and environmental responsibility. Our EHS Policy aligns with statutory requirements, ISO 14001 and ISO 45001 standards and global best practices across all operations, including manufacturing and R&D. Qualified EHS professionals leads risk assessments to reduce hazards to As Low As Reasonably Practicable ("ALARP") levels, following a structured hierarchy of controls. All manufacturing sites in India are ISO 14001 and ISO 45001 certified without exclusions.

We nurture a proactive safety culture by encouraging prompt reporting of incidents, near-misses and unsafe conditions through accessible reporting channels. In FY 2023–24

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29Information in line with BRSR Question no. 7 under essential indicators of Principle 3 30GRI 3-3

31Our definition of “workforce” includes employees and contractors

32Information in line with BRSR Question no. 12 under essential indicators of Principle 3

33GRI 403-1, Information in line with BRSR Question no. 10 (a) under essential indicators of Principle 3

34Information in line with BRSR Question no. 13 under essential indicators of Principle 3

Cipla Limited | Annual Report 2024-25

Caring For Life

and FY 2024–25, no complaints were reported related to working conditions or health and safety.[34]

We encourage our people to report all unsafe conditions and incidents, no matter how minor, and empower them to halt work if it is unsafe. Continuous monitoring supports proactive decisions. All incidents undergo root cause analysis, with corrective actions implemented. Our “Learning from Incident” forum shares insights across sites, enabling replication of solutions across all other sites. Performance is benchmarked against industry standards to drive improvement. Sharing safety results foster accountability, informed decisions and a culture of ownership.

To address safety-related incidents and significant risks identified from assessments of health and safety practices, we have implemented several practices. We have included all high-risk safety tasks into our newly formulated 15 life safety rules to give focused attention. This includes PTW system, confined space entry, work at height, lifting rigging and various other important elements related to personal safety. Focused training and validation programmes are in place to authorise workforce who can approve such critical tasks. This year, we re-evaluated our protocols for confined space entry and working at height, focusing primarily on ladder and scaffolding use, to ensure alignment with OSHA and local legal requirements. As a result, we have implemented additional safety controls.[35]

Additionally, we have introduced two level audit mechanism, Management audit and operational audit, to assess maturity of EHS systems. These assessments identify gaps, if any and ensure high level of compliance.

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Site Assessment during FY 2024-25[36]

Regular reviews based on incidents, audits, and schedules to ensure updated risk controls

EHS audits

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----- Start of picture text -----

76 15
Internal audits External audits
(frequency (Once in a year
six months) for certification)
----- End of picture text -----

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• Revised EHS standards aligned with national and international standards

We involve operators and subject matter experts throughout the HIRA process. This ensures that most of the risks are mitigated at the design itself and ensures ownership of impacted stakeholders. The Hierarchy of Controls, starting from elimination and ending with PPE, is applied to address hazards at the source, with effectiveness confirmed through audits and continuous monitoring.

Percentage of our manufacturing units assessed by third parties:[37]

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----- Start of picture text -----

83% 17%
Health Working
and safety Conditions
practices
----- End of picture text -----

To strengthen workforce competency, we focus on training and development, performance evaluation and certifications.

People Safety[38]

Process Safety

We are committed to ensuring a safe and healthy workplace, recognising its importance for a productive workforce. In line with ISO 45001 Section 6.1.2, each site conducts an annual Occupational Safety and Health ("OSH") Hazard Identification and Risk Assessment ("HIRA") for both routine and non-routine tasks. This collaborative process involves process owners, safety professionals, engineers and workers to ensure thorough hazard identification and effective controls.[39]

To minimise personnel exposure to new molecules, we conduct comprehensive Process Hazard Analyses ("PHAs"), including New Product Introduction reviews, Hazard Studies and Containment Control Strategy Assessments. These help identify appropriate engineering, containment, operational controls and PPE. Risk-based medical surveillance complements legal requirements to monitor health impacts.

We use digital tools like PHA Pro and Bowtie to enhance process safety, with cross-functional teams—guided by safety experts—conducting key risk assessments. In-house toxicologists support potent molecule evaluations, while ongoing training and external expertise strengthen hazard mitigation capabilities.

Over the past year, we significantly enhanced our HIRA processes, focusing on accuracy and efficiency. Key improvements include:

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• Standardised frameworks adopted across all Indian sites for consistent risk assessment

==> picture [510 x 19] intentionally omitted <==

35Information in line with BRSR Question no. 15 under essential indicators of Principle 3

36GRI 403-1, Overseas locations other than CMM Durban are not certified for ISO 45001/ISO14001

37Information in line with BRSR Question no. 14 under essential indicators of Principle 3 38GRI 403-2

39Information in line with BRSR Question no. 10 (b) under essential indicators of Principle 3

Statutory Reports Financial Statements

Our four-stage Process Risk Assessment framework includes:

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We have implemented Process Safety Management (PSM) procedures across sites, covering workplace monitoring, critical equipment management, powder and thermal hazard evaluation, chemical hazard management, and PSSR.

Training and Awareness[40]

Safety Trainings

We follow a structured approach to safety through comprehensive training and awareness programmes that educate workforce on workplace hazards, safe practices, PPE use

and emergency response. In FY 2024–25, 9,899 EHS trainings were conducted across classrooms, LMS and interactive kiosks, covering occupational health, industrial hygiene, safety, environment and sustainability. Specialised sessions by external experts and accredited

agencies reinforced a safety-first culture, while third-party programmes enhanced technical knowledge and compliance. All permanent employees, contract workers and security personnel were trained through both in-person and online modules.

Training on Occupational Health and Safety[41]

OHS Training	Employees	Employees	Workers	Workers	Total
	Male	Female	Male	Female
Average no. of workforce trained Man-hours of training provided/(Employee/year)	13,035 15.2	981 15.2	8,223 12.4	1,016 12.4	23,255
					14.1

Details about the safety committees and their meetings are as follows[42]

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----- Start of picture text -----

Level(s) at which the Number of members during FY 2024-25
Name of the Frequency
committee(s) typically Non-management/
committee Management of meetings
operate Workers' Representative
Central Safety
Plant Level 589 2,203 Quarterly
Committee
Department Safety
Department Level 2,131 15,559 Monthly
Committee
Contractor Safety
Plant Level 1,375 440 Quarterly
Committee
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Workers Engagement and Reporting

Worker engagement is a key pillar of our Occupational Health and Safety ("OHS") Management System. Workers actively contribute to risk assessments, safety committees, incident investigations and awareness campaigns, offering valuable frontline insights. We support their involvement through training, workshops, BBS observations and safety surveys, fostering transparency and continuous improvement. Structured channels like safety suggestion boxes and the MySetu platform enable anonymous and real-time reporting, while regular forums such as toolbox talks ("TBTs") and safety meetings encourage open dialogue—strengthening our safety culture and ensuring a safe and responsive work environment.[43]

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40GRI 403-5

41GRI 403-5 and Information in line with BRSR Question no. 8 of essential indicator under Principle 3 42GRI 403-4

43Information in line with BRSR Question no. 10 (c) under essential indicators of Principle 3

Cipla Limited | Annual Report 2024-25

Caring For Life

Details of Employees and workers who are not in an employment relationship with the organisation, their work and/or workplace is controlled by the organisation[44]

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----- Start of picture text -----

External Audit/
Number of such workers Coverage by OHS System Internal Audit Coverage Exclusions
Certification Coverage
----- End of picture text -----

9,240	Our OHS system	All contract workers	All contract workers	None. Applicable OHS
Contractual workmen	covers all	at our Cipla India	at our Cipla India	systems based on
	workers and employees.	manufacturing and	manufacturing and	risk are implemented
		R&D sites are covered	R&D sites are covered	for Distribution
		by internal audits.	by external audits.	and India Business.
			These audits are
			conducted annually.

Health Promotion and Non-Occupational Health Initiatives[45]

We support the holistic well-being of our workforce, recognising that health goes beyond occupational safety. To guide year-round health initiatives, we have developed a structured ‘Health & Wellness Calendar’ that promotes overall wellness.

This calendar focuses on addressing lifestyle-related diseases and promoting a culture of preventive healthcare. In addition to occupational health services, we also provide non-occupational health services, which include treatment for general illnesses and access to preventive consultations.[46]

The following programmes are conducted under our Health & Wellness Calendar:

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----- Start of picture text -----

BMI improvement "I Am Fit” Health education via
campaigns and Step Challenges infographics and workshops
Cervical Cancer screenings in collaboration Stress Management, Blood Sugar
with government agencies Awareness, and Heart Health tests
Nutrition awareness initiatives like Health Thali Challenge
----- End of picture text -----

As part of our Health & Wellness Calendar, Cipla sites offer voluntary programmes on nutrition, women’s health, kidney care, CPR training and more. To support daily well-being, hygienic and subsidised meals are provided through on-site canteens. A dedicated Employee Assistance Program ("EAP") helpline also supports mental health, stress, and personal well-being—reflecting our commitment to holistic well-being.

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46Information in line with BRSR Question no. 10(d) under essential indicators of Principle 3

44GRI 403-8 45GRI 403-6

Statutory Reports Financial Statements

Road Safety Initiatives[47]

We have a comprehensive Road Safety Policy covering road safety aspects. This ensures drivers and workforce who travel on business drive and travel safely. Road safety policy includes minimum mandatory requirements for both hired vehicles and personally owned two wheelers used for business travel. We have gone beyond the legal requirements by implementing seat belts in passenger seats for buses used for commute in certain sectors. All drivers who drive on company business undergo road safety training and we monitor driving behaviours of drivers who drive Company-owned cars and buses, particularly on high-risk routes.

Incident Management and Performance Monitoring

Incident Investigation and Corrective

Action

Incidents at Cipla are managed through a defined SOP that categorises incident types and outlines the investigation process. A software-driven system ensures timely formation of Root Cause Analysis ("RCA") teams, which use standard methods to identify causes and define Corrective and Preventive Actions ("CAPAs"). These are reviewed by senior leadership based on criticality. To prevent recurrence, CAPAs from serious incidents are shared and implemented across all manufacturing sites, including Global CAPAs for Medical Treatment Cases ("MTCs") and Lost Time Incidents ("LTIs"). Critical incidents are further discussed in Learning from Incidents ("LFI") meetings with EHS leaders, fostering crosssite learning, accountability and continuous improvement.

Details of Safety Related Incidents[48]

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----- Start of picture text -----

Safety Incident Category FY 2024-25 FY 2023-24
Lost Time Injury Frequency Employees 0.20 0.15
Rate ('LTIFR') (per one
Workers 0.22 0.15
million-person hours worked)
Total recordable work- Employees 19 14
related injuries Workers 9 10
Employees 0 0
No. of fatalities
Workers 2 0
High consequence work- Employees 0 0
related injury or ill-health
Workers 0 1
(excluding fatalities)
Rate of recordable work- Employees 0.64 0.51
related injuries (per one
Workers 0.40 0.50
million person-hours worked)
----- End of picture text -----

Note: Lost Time Injury Frequency Rate (LTIFR) = (No. of lost time injuries in FY x 10,00,000)/(Total hours worked by all staff in same FY)

Following the fatality incident, we conducted a comprehensive review of all critical operations and reinforced safety barriers with a strong focus on plant, people and process.

Work related to ill heath[49]

During FY 2024–25 and FY 2023–24, Cipla reported zero cases of workrelated ill health across its employees and workers, including no fatalities, no recordable cases and no other illness-related incidents—demonstrating a strong commitment to occupational health and preventive care.

Continuous Improvement and System Evaluation

Our OHS management system is data-driven, enabling continuous monitoring and improvement. We regularly review key performance indicators such as incident rates, near misses, training participation, Behavioral Observation Safety ("BOS") data, audits and compliance metrics to identify patterns and implement corrective actions. All Cipla sites follow 52 EHS standards.

To assess and enhance system maturity, we started a two-tier Assurance Programmes this year:

Management Audits assess the overall maturity of EHS systems, governance, and compliance. Year-on-year improvement in audit scores is a key target

Operational Audits evaluate how well standards are implemented at site level

Occupational Health Infrastructure[50]

All manufacturing and R&D facilities are equipped with dedicated Occupational Health Centres ("OHCs"), operational 24/7 and staffed by certified Factory Medical Officers.

These centres provide:

Emergency Outpatient On-site first-aiders medical care and consultations for available in every shift referrals via welloccupational and equipped ambulances general health issues

47GRI 403-7 48GRI 403-9, Information in line with BRSR Question no. 11 under essential indicators of Principle 3. In FY 2024-25 the scope for reporting boundary for this data also includes data from green field manufacturing Project sites. 49GRI 403-9, GRI 403-10 50GRI 403-3

Cipla Limited | Annual Report 2024-25

Caring For Life

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----- Start of picture text -----

Relationship
Capital
Strategic Focus Areas:
Access to medicine Patient support
initiatives
Contribution to Sustainable
and health awareness
Development Goals
Sustainable Digitisation
supply chain
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98

Corporate Overview & Integrated Report

Statutory Reports Financial Statements

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Highlights

5.5 million

~36.19%

2 lacs+

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respiratory patients screened through BreatheFree Programme

interactions with HCPs for fostering knowledge exchange

of our total procurement expenditure is from ESG audited suppliers

Improving access to medicine[2]

Our guiding philosophy on Relationship Capital management[1]

Our Company is dedicated to adopt a compassionate and empathetic approach to medicine and healthcare. Our motto, "Caring for Life", reflects our commitment to inclusive healthcare by making medicines accessible to everyone.

In all interactions—whether with patients, research institutions, or suppliers— our Company places a strong emphasis on stakeholder engagement and ethical responsible business practices. By adhering to these core values, our Company strives to make a positive impact on healthcare ecosystems globally, ultimately benefiting the patients.

Currently, we manufacture drugs that address approximately 45% of the diseases listed on the World Health Organisation’s (“WHO”) Essential Medicines List.

Our key stakeholders include

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----- Start of picture text -----

Health Organisation’s (“WHO”)
Essential Medicines List.
Patients Customers
Non-communicable
94%
diseases
Anti-bacterial
resistance 66.67%
Healthcare Suppliers pathogens
professionals and vendors
(“HCPs”) Maternal and
neonatal health 50%
conditions
Governments Communicable
Shareholders 31.82%
and diseases
and investors
associations
Neglected
0.05%
tropical disease
Employees Communities
The Company also has 32 products
listed in WHO List of Prequalified
Medicinal Products as part of
----- End of picture text -----

The Company also has 32 products listed in WHO List of Prequalified Medicinal Products as part of WHO Prequalification of Medicines Programme (“PQP”) which is used by international procurement agencies to guide bulk purchasing of medicines for distribution in resource limited countries. The list of products is available on the website of WHO.

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1GRI 3-3 2GRI 3-3

99

Cipla Limited | Annual Report 2024-25

Caring For Life

Access to healthcare programs and patient support initiatives[3]

Our Company has adopted a multidimensional approach that includes mass awareness campaigns and patient support initiatives. Some of the important campaigns and patient support initiatives during FY 2024-25 were:

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----- Start of picture text -----

Name Purpose Beneficiaries for FY 2024-25
Breathefree Raising awareness and With a robust network of over 1,500 educators,
facilitating screening of Breathefree has provided guidance to more than 4.5
patients suspected of having million patients in India.
Obstructive Airway Diseases
(“OADs”), helping them to Additional 5.5 million individuals were screened through
outreach efforts like Breathefree Yatra and camps in India.
initiate their treatment journey.
In Nepal, over 4,500 patients were screened for OADs
and an additional 9,000 patients were screened in
Sri Lanka through Breathefree camps to initiate their
treatment journey.
#Hari Husmak (“the right breath”), an influencer
awareness campaign in Sri Lanka, had a reach of ~3.3
million, which is estimated to have resulted in generation
of more than 8,100 calls, 4,400 appointments and 3,000
confirmed visits.
Breathefree digital Breathefree digital educators Trained over 1.2 million patients in FY 2024-25.
educators enables continuous digital
education and assistance for 450+ digital educator counselling sessions in Nepal have
estimated to have resulted over 500+ QR code scans and
patients on correct technique
200+ patient calls.
for usage of inhalers, nebulizers,
and nasal sprays through 24/7
support service, AI avatar and
video calling feature.
Metabolic and Enhance awareness and More than 700 camps were organised in Nepal and Sri Lanka,
BPH camps improve the diagnosis of screening over 21,000 patients.
Metabolic Disorders and Benign
Prostate Hyperplasia (“BPH”).
Access to Launch of Spirofy to improve Diagnosed ~4000 patients in tier two and three towns of Nepal.
diagnosis access to Chronic Obstructive
Pulmonary Disease diagnosis.
Giggle To encourage parent In Sri Lanka, Myanmar and Nepal, ~4000 parents were
campaign education in pediatric asthma. educated through 95 in-clinic and five in-school initiatives.
----- End of picture text -----*

*internal records and estimates

3GRI 3-3

Statutory Reports Financial Statements

Nurturing strategic partnerships

Our Company is committed to expanding its medical knowledge and enhancing our range of products by forming strategic alliances with leading organisations and innovators in science and healthcare. The key partnerships for FY 2024-25 were:

Details

Therapy area Partner Details Diabetes MannKind Launch of Afrezza®—a needle-free, rapid-acting inhaled insulin— Corporation, USA transforming diabetes management in India and improving patient comfort and accessibility. Ophthamology Formosa Introduced clobetasol propionate ophthalmic suspension in 11 Pharmaceuticals Inc. countries, expanding access to advanced post-operative eye care. Infectious diseases Orchid Pharma Limited Launched of Cefepime-Enmetazobactam, for the treatment of complicated Urinary Tract infections, Hospital-Acquired Pneumonia and Ventilator-Associated Pneumonia indications. Gastroenterology Takeda Pharmaceutical Launch of Vonoprazan in India, a next-gen acid blocker offering Company Limited a treatment for Gastroesophageal Reflux Disease and related conditions.

Pledge to Our Customers

Our dedication to our customers spans a diverse range, including B2B and institutional partners, channel partners, government entities and individual consumers.[4] By embracing a customer-centric strategy, our Company strives to enhance value, foster sustainable growth and make a positive impact on society.

Channel partners

Channel partners play a crucial role in ensuring the efficient distribution and accessibility of Cipla’s medicines to patients and caregivers. Through digital engagement platforms and grievance redressal mechanisms, our Company fosters strong, transparent relationships that support wider product availability, timely communication on new launches and effective resolution of partner feedback—strengthening the overall supply chain and service delivery.

B2B and institutional partners

B2B and institutional partners are crucial for the sale and marketing of our products to reach patients across the globe. Our Company engages with the B2B and institutional partners through industry conferences and periodic meetings. This enables the Company to collaborate and provide vital medicines to patients by leveraging its infrastructure capabilities.

Feedbacks and surveys[5]

Clear communication channels, coupled with customer satisfaction surveys during the Over The Counter (“OTC”) product launch process, provide Cipla with valuable feedback, ensuring the robustness of the product development process. Products undergo rigorous consumer testing before launch to incorporate consumer feedback and are continuously

assessed post-launch for ongoing improvement and understanding of market acceptance. Recognising consumers' substantial online presence, Cipla also regularly collects feedback through e-commerce and D2C platforms for OTC products.

Quality, safety and marketing practices

Cipla's Corporate Quality Assurance system, which comprises well-defined Standard Operating Procedures (“SOPs”), is periodically updated to address customer complaints regarding product quality. An advanced customer complaint tracking system allows Cipla to securely maintain customer data and conduct thorough investigations. All products are regarded as significant and the quality team evaluates the health and safety impact of each product with the same level of precision.[6]

4GRI 2-6 and information in line with BRSR Question no. 19(c) of Section A

5Information in line with BRSR Question no. 4 under leadership indicators of Principle 9 6GRI 416-1

Cipla Limited | Annual Report 2024-25

Caring For Life

Transparency is paramount and our Company is committed to providing accurate and balanced information about our products, including their safety efficacy and appropriate use.[7]

Our product labelling follows all applicable regulatory norms and any additional information subject to specific product and packaging requirements.[8] During FY 2024-25, there were no incidents of non-compliances with regulators and/or voluntary codes concerning product labelling resulting in fine or penalty or warnings.[9]

Our marketing practices are governed by robust ethical principles and applicable laws and regulations. There were no cases filed or pending against our Company concerning unfair trade practices, irresponsible advertising or anti-competitive behaviour in FY 2024-25.[10] Our Company also takes concrete steps to educate the customers, including the vulnerable and marginalised segments, on the safe and responsible use of our products and services.

Commitment to Healthcare Professionals ("HCPs")

Our Company is committed to maintaining ethical interactions and fostering knowledge exchange with HCPs. Our Company engages with HCPs through various physical and digital mediums with the objective of enhancing awareness and providing training for better patient outcomes. During FY 2024-25, our Company has engaged with two lacs+ HCPs through various forums, including but not limited to educational conferences, Continuing Medical Education programmes, regional webinars and advisory boards. In turn, HCPs offer us invaluable insights into the clinical aspects of diseases, treatment responses and patient perspectives, enriching our understanding and enhancing our collaborative efforts in healthcare.

Policy Advocacy[11]

Cipla adopts a transparent and responsible approach to policy advocacy, engaging constructively with governments and regulatory

authorities. Our efforts are guided by the objective of shaping a regulatory environment that supports equitable access to medicines and improved public health outcomes.

All advocacy initiatives are conducted in compliance with applicable laws, regulations and industry standards and are aligned with globally recognised ethical frameworks. Cipla’s advocacy strategy prioritises patient wellbeing and is shaped by the relevance and impact of evolving policy and regulatory developments, with a focus on access to medicines, public health and healthcare system strengthening. As a global pharmaceutical leader, Cipla acknowledges its responsibility to advocate for policies that advance patient interests both in India and internationally.

In global markets, our engagement extends to relevant ministries, embassies and the Indian Ministry of External Affairs. Advocacy efforts are focused on critical issues such as improving access to affordable, high-quality medicines, reducing trade barriers and promoting global market access.

Some of the major industry associations that the Company is currently a part of:

India

Indian Pharmaceutical Association (“IPA”)

• International Generic and Biosimilar Medicines Association (“IGBA”)

• Confederation of Indian Industry (“CII”)

• Federation of Indian Chambers of Commerce & Industry (“FICCI”)

• Federation of Pharma Entrepreneurs (“FOPE”)

• Pharmaceutical Export Promotion Council (“PHARMEXCIL”)

• Federation of Indian Export Organisations (“FIEO”)

Indian Drug Manufacturers’ Association ("IDMA")

USA

Africa

• Generics & Biosimilars Medicines of South Africa (“GBMSA”)

• Association of Accessible Medicines (“AAM”)

• Healthcare Distribution Alliance (“HDA”)

• Fédération Marocaine de l'Industrie et de l'Innovation Pharmaceutiques (“FMIIP”), Morocco

• Community Oncology Alliance (“COA”)

South America

Asociación Nacional De Empresarios De Colombia, Colombia

7Information in line with BRSR Question no. 2 under leadership indicators of Principle 9

8GRI 417-1 and Information in line with BRSR Question no. 4 under leadership indicators of Principle 9 9GRI 417-2

10GRI 206-1, GRI 417-3

11GRI 2-28, Information in line with BRSR Question no. 1 under essential and leadership indicators of Principle 7

Statutory Reports Financial Statements

Safeguarding Shareholder Interests

At Cipla, our focus is on maximising shareholder value by consistently engaging with our investors. Our Company maintains transparency and build trusts through regular interactions,

Responsible Supply Chain Management

Sustainable Supply Chain[12]

Sustainability is a core element of our supply chain management strategy, ensuring environmental and social responsibility from sourcing to delivery. By aligning supplier practices with advanced ESG criteria, our Company empowers suppliers to address risks, reflecting our "Caring for Life" ethos. Please refer Value creation model on page no. 22 of this report to understand our Company’s core business functions and pillars.

Our Responsible Sourcing Policy supports lifecycle integration of sustainable and ethical practices. It emphasises diversity, rigorous assessments and sustainability evaluations, covering compliance, ethics, product quality, environmental sustainability, health and safety, human rights and governance. By partnering with compliant suppliers, our Company enhances efficiency, mitigates risks and contributes positively to the economy and community.

Supplier distribution

Categorising suppliers helps us to identify performance issues early and implement risk management strategies, enhancing value chain resilience. Critical suppliers are key partners whose goods are essential to our operations, play a significant role in revenue generation and are involved in high-value contracts.

including earnings calls, presentations, meetings and conferences.

Cipla’s commitment to maintaining effective risk management and strict adherence to regulatory requirements strengthens shareholder confidence. Through rigorous governance

The Company has more than 8,250 tier 1 upstream and downstream suppliers (more than 8,300 for FY 2023-24) of which 566 (571 for FY 2023-24) are critical suppliers, accounting for 77% of the total spend on tier 1 suppliers.

Almost 90% of our total suppliers around the globe are based in India. The remaining 10% of our suppliers’ geographical distribution is provided below:

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----- Start of picture text -----

(in %)
25
20
13 14
9
5 4 4
2 2 1 1
USA SA China Germany Switzerland UK Italy Singapore France Canada Netherlands Others
----- End of picture text -----

Distribution of our procurement spends[13]

Indian suppliers account for 72% of our global procurement spend. The breakup of geographical expenditure for 28% of the remaining suppliers is provided below:

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----- Start of picture text -----

24 (in %)
20
17
8 8
6 5 4 3
2 2 1
USA China UK SA Germany France Canada Italy Australia Netherlands Spain Others
----- End of picture text -----

protocols, our Company addresses investor concerns with its Investor Servicing and Grievance Redressal Policy. For a comprehensive overview of our communications with shareholders, please see the Report on Corporate Governance on page no. 191 of this Report.

Local sourcing

Our Company aims to engage with small producers, vulnerable and marginalised groups and local suppliers to enhance our supply chain resilience and contribution to the local economy. During FY 2024-25, 72% of our procurement budget (65% for FY 2023-24) was spent on 610 local suppliers[14] for our manufacturing facilities globally. Furthermore, 8.9% of input material was sourced from MSME suppliers, in comparison to 9.2% in FY 2023-24.[15] Such efforts enhance the reduction of our carbon footprint while strengthening local economies and creating a supply chain that is efficient and environmentally responsible.

12GRI 3-3, 2-6

13 Information in line with BRSR Question no. 4 under essential indicators of Principle 8

14 GRI 204-1. We define local as ‘local to the country of operation (India, South Africa and USA)’

15 Information in line with BRSR Question no. 4 under essential indicators of Principle 8

Cipla Limited | Annual Report 2024-25

Caring For Life

Engagement with suppliers[16]

Our Company has developed an ESG framework that evaluates suppliers on sustainability maturity and supporting alignment with our standards. Various engagement processes followed by our Company are:

Supplier Code of Conduct

Description

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• Our updated Supply Chain Management Sustainability Policy and Supplier Code of Conduct (“SCoC”) establish standards for reducing adverse environmental impacts and creating fair labour practices and safe working conditions and promoting human rights. Suppliers are required to adhere to these guidelines and pursue continuous improvement.

Reach during the year

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• 1,761 vendors (205 critical suppliers) confirmed alignment to SCoC in comparison to audits of 1,776 vendors (223 critical suppliers) in FY 2023-24.

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• Target for FY 2025-26: 1,800 vendors

Quality Audits

Description

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• Our Company conducts vendor audits every three years for APIs, excipients and packaging material vendors to ensure compliance with Good Manufacturing Practices (“GMP”).

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• For domestic and international markets, Contract Manufacturing Organisation ("CMO") sites undergo detailed audits to meet regulatory requirements, market standards, cGMP guidelines and our internal SOPs.

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• InVitro Diagnostics and medical device manufacturing sites are assessed for adherence to Indian MDR 2017 and ISO 13485:2016, ensuring quality, safety and regulatory compliance across our operations.

Reach during the year

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• 39 periodic audits and 56 due diligence audits were performed for loan license and principal-to-principal CMOs.

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• Our Company ensured timely resolution of audit observations and closely monitored through Corrective Action Preventive Action (“CAPA”) plans. A total of 1,408 observations were noted from vendor audits conducted during FY 2024-25.

ESG assessments

Description

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• Our Company conducts desk-based and on-site assessments through a detailed ESG questionnaire. Suppliers are assessed on key criteria, including legal and ethical standards, product quality and safety, human rights, labour practices, workplace conditions, human rights, environmental sustainability and transparency.

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• A CAPA plan is prepared to support and transform risks into opportunities for growth and improvement.

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• Non-compliance may lead to formal notices, withheld payments, or order adjustments. These measures ensure partnerships align with our commitment to responsible practices.

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• Our Company also recognises the globally accepted EcoVadis report as a benchmark for assessing ESG readiness.

Reach during the year

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• Audited suppliers accounted for ~36.19% of our total procurement expenditure.

• Our Company completed desk-based assessments for 186 vendors and 50 on-site evaluations, surpassing our original target of 175 and 40 respectively.

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• Out of the vendors assessed, three were identified as high-risk and guided through wellplanned CAPA plans. They will be reassessed to monitor their progress on the CAPA, with a completion timeline set between 24-36 months.

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• 12 critical suppliers were evaluated through their EcoVadis report, accounting for 1.3% of our total procurement expenditure.

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• Target for FY 2025-26: 175 desk-based assessments and 75 on-site evaluations.

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16 GRI 403-7, GRI 407-1, GRI 408-1, GRI 409-1, GRI 414-1, GRI 414-2, GRI 308-1& GRI 308-2, Information in line with BRSR Question no. 5 and 6 under leadership indicators of Principle 3, Information in line with BRSR Question no. 4&5 under leadership indicators of Principle 5, Information in line with BRSR Question no. 6 and 7 under leadership indicators of Principle 6. Information in line with BRSR Question no.2 (b) under essential indicators of Principle 2

Statutory Reports Financial Statements

Pharmaceutical Supply Chain Initiative ("PSCI")

Description

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• The PSCI programme enables suppliers to share audits on a web-based platform, reducing multiple audits and minimising 'audit fatigue’. Our Company is an associate member of PSCI.

Reach during the year

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• Our Company completed 43 vendor audits, covering a yearly spend of approximately H 281 crores. 28 of these audits involved critical suppliers, accounting for H 227 crores of the total spend.

ESG workshops[17]

Description

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• Our Company conducts ESG workshops for its value chain partners and internal team to build awareness, clarify ESG roles and promote sustainability initiatives. These sessions have led to improved supplier ESG maturity and strengthened internal alignment with ESG goals.Our future aspirations for supply chain sustainability are prioritising ESG practices to reduce Scope 3 emissions by segmenting suppliers based on ESG maturity, criticality and risk, enabling targeted engagement for impactful sustainability initiatives.

Reach during the year

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• 88 key suppliers, representing approximately 6.22% of the total procurement spend, participated, against a target of 60 suppliers.

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• Collaborated with 25 key suppliers, representing around 8.5% of the procurement spend, for raising awareness about carbon emissions.

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• Target for FY 2025-26: Reach of 100+ suppliers, including 20 critical suppliers.

De-risking of Supply Chain

Our Company focuses on de-risking procurement processes by sourcing raw materials cost-effectively and mitigating supply disruption risks. Our Alternate Vendor Development strategy fosters local manufacturing, reducing risks while maintaining cost advantages and ensuring a steady supply of raw materials. During FY 2024-25, our proactive approach resulted in de-risking revenue of H 1,428 crores by successfully onboarding 18 new vendors.

Tech Integration in Supply Chain Management

Integration of advanced technology within our supply chain reflects our commitment to innovation and excellence, ensuring resilience and leadership in the dynamic pharmaceutical industry. During FY 2024–25, we accelerated technology integration across our supply chain through key initiatives such as Artificial Intelligence (“AI”)-Driven Return Management, CIPBOT, AI/Machine Learning-Powered Transport Management System, the SAP Extended Warehouse Management module, and the Cipsmart chatbot powered by Robotic Process Automation. These AI and automation-led solutions have significantly optimised operations in returns, logistics, warehousing and customer engagement—resulting in reduced working capital and labour costs, fewer errors, faster turnaround times and improved overall efficiency and transparency.

Human Resource Development

To read more about our Company’s workforce and human resource development initiatives, please refer Human Capital on page no. 78 of this Report.

Enriching lives of our Communities

To read more about our Company’s contribution to the communities around us, please refer Social Capital on page no. 106 of this Report.

17Information in line with BRSR Question no. 1 under Leadership Indicators of Principle 1

Cipla Limited | Annual Report 2024-25

Caring For Life

Social Capital

Strategic Focus Areas:

Health Environmental Sustainability

Education

Skilling Disaster Response

Our Contribution to Sustainable Development Goals (SDGs)

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Our Guiding Philosophy[1]

At Cipla, our steadfast commitment to 'Caring for Life' drives our social initiatives. Through the Cipla Foundation, our philanthropic arm and principal implementation agency, we invest in high-impact, outcome-driven initiatives that enhance access to healthcare and education for underserved populations.

By partnering with trusted NGOs, domain experts (as permissible by Corporate Social Responsibility Rules) and government bodies, we foster trust, inclusion and long-term social value. Our approach to social capital is strategic, measurable and aligned with our vision of an equitable world—delivering both community impact and stakeholder confidence.

We have identified the following thematic areas, as part of our CSR strategy:

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Health Environmental Education Skilling Disaster
Sustainability Response
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During FY 2024 -25, our social initiatives touched the lives of 3,38,000+ unique beneficiaries through 5,57,400 + engagements across the above-mentioned thematic areas.[2]

Governing our Social Capital

As a Trustee of the Cipla Foundation, Mr M K Hamied continues to offer thoughtful leadership and guidance, playing a key role in shaping the Foundation’s CSR initiatives

Our community initiatives are governed and implemented through a robust process and framework, with active oversight and guidance from the Board of Directors, the Corporate Social Responsibility Committee and the Cipla Foundation. We follow comprehensive due diligence, auditing processes and monitoring mechanisms across all projects and partners. This ensures transparent progress tracking, timely interventions and consistent alignment with project goals.

Our Governing Pillars

Board of Directors CSR Committee Cipla Foundation Approves the CSR Recommends the CSR Identifies, implements, Policy and Annual Policy and Annual and monitors CSR Action Plan, monitors Action Plan to the projects, ensuring fund utilisation, and Board, reviews project compliance with the oversees project implementation, and Board approved progress. monitors progress with plan, CSR Policy, and the Board. applicable laws.

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1GRI 3-3

2GRI 413-1 and information In line with BRSR question no. 6 of leadership indicator under Principle 8. Detailed information on each of our programmes has been provided subsequently.

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Social Expenditure (in J crores)

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8.54
84.67
FY 2024-25
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13.10
72.49
FY 2023-24
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CSR spends by Cipla and its subsidiaries

Other social spends by Cipla and its subsidiaries

Enhancing Community Health

Enhancing community health remains a top priority for us. We are committed to providing care to local communities and providing equitable access to healthcare services. Our efforts are particularly focussed on palliative care, the primary healthcare system and providing other medical support.

Our manufacturing units, depots and project sites across different regions actively contribute to these initiatives, addressing the healthcare needs of vulnerable communities nearby, with a special focus on children, women and the elderly.

Creating access to Palliative Care

We remain steadfast in our commitment to enhancing access to palliative care, a specialised form of medical care aimed at improving the quality of life for individuals facing Serious illnesses. Palliative care prioritises the alleviation of pain, management of distressing symptoms and provision of psychosocial support to both patients and their families. We recognise the profound physical, emotional, social and logistical challenges that accompany any serious illness.

In India it is estimated that only 4% of those who need palliative care have access to such care (Source: Lancet Commission Report on Palliative Care, 2017).

In response, Cipla through its partner organisation is actively working to strengthen the palliative care ecosystem across India. Our efforts are directed towards ensuring that individuals, irrespective of their socio-economic background, receive compassionate, dignified and comprehensive care throughout the course of their illness.

We strive to contribute to a healthcare landscape where palliative care is integrated, accessible and recognised as an essential component of patientcentred care. Through strategic partnerships, capacity building and community engagement, we aim to uphold the highest standards of care and reaffirm our enduring purpose ‘Caring for Life’.

Cipla Palliative Care and Training Centre

Established in 1997, the Cipla Palliative Care and Training Centre ("CPC") in Pune is a pioneering institution in India, dedicated to supporting cancer patients and their families. As a first-of-its-kind facility, CPC delivers comprehensive care through holistic treatment plans, home-based services and outpatient support across multiple hospitals. Its

approach addresses not only physical pain and symptoms but also the emotional and spiritual well-being of patients and caregivers, enhancing overall quality of life.

In line with our commitment to

expanding access to palliative care, we partnered with CanSupport nationally and internationally recognised palliative care organisation to extend homecare services to a broader population in and around Pune. This collaboration aims to reach more patients and families in need of compassionate palliative care.

Highlights of Cipla’s Palliative Care Interventions during FY 2024-25

Expanding Reach and Access

In FY 2024–25, Cipla’s palliative care services supported:

896

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patient admissions

2,772

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outpatient consultations

14,853

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home visits

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Savita’s days were touched by tenderness — where medicine met music and love lit up the shadows. Her journey became one of comfort, connection and rediscovered joy.

Statutory Reports Financial Statements

Enabling Policy-Level Change

Integrating palliative care into Public Healthcare Systems

In February 2025, Goa became the fifth Indian state to adopt a comprehensive palliative care policy. We collaborated with the Directorate of Health Services, Government of Goa to support this milestone, contributing technical expertise and implementation insights. The policy integrates palliative care into the state’s primary healthcare system, with a focus on pain management, symptom control and family support.

In our endeavour to strengthen and support Public Healthcare Systems, in FY 2024-25, we supported integration of palliative care services in the following key government hospitals through Cipla Foundation:

Strengthening the Palliative Ecosystem

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Nair Hospital, Mumbai

To foster collaboration and knowledge exchange, we convened over 70 participants from 35 partner organisations at the Palliative Care Partners Meet in November 2024. This platform enabled shared learning and strengthened collaboration across stakeholders, at Mumbai, reinforcing our role as a trusted enabler in the palliative care space.

In partnership with Tata Memorial Hospital, Mumbai we supported establishment of a paediatric palliative care unit at Nair Hospital in 2022. Now in its third year, the unit has been formally adopted by the Brihanmumbai Municipal Corporation ("BMC"). During FY 2024–25, the palliative care team conducted structured training workshops for doctors and nurses, further institutionalising palliative care within the hospital’s service delivery.

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SRINAGAR
MULLANPUR
BATHINDA
SANGRUR SHIMLA
MANSA GUWAHATI
J IND
ROHTAK
JHAJJAR S ONIPAT
BIKANER
LUCKNOW
NEW DELHI
JODH PUR
M UZZAFARPUR
VARANASI M U RSHIDABAD
IND ORE
K O LKATA
NAVI MUMBAI
MUM BAI
P U NE
VI S HAKAPATNAM
H Y DERABAD
PANJI M MANGALGIRI
MANGALGIRI
MARGAO
C H ENNAI
BENGALURU
THIRUVANANTHAPU RAM
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AIIMS Jodhpur, Rajasthan

Our continued engagement with AIIMS Jodhpur led to its designation as the Nodal Centre for palliative care in Rajasthan. In collaboration with the Indian Council of Medical Research ("ICMR"), healthcare workers across 10 districts were trained to deliver homebased and outpatient palliative care, significantly expanding access in the region.

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South Goa District Hospital, Goa

Note: The map used above, serves solely as a general illustration and should not be interpreted as indicative of political boundaries and not to be used for reference purposes.

In FY 2024-25, we deepened our partnership with South Goa District Hospital by extending the Compassionate Communities Programme to eight local panchayats. The initiative now reaches over 2,200 patients annually. Encouraged by its success, the state government is exploring replication of this integrated care model in North Goa.

Cipla’s palliative care programs are now active in:

57,000 Patients reached through partnerships

38 20

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Cities In collaboration with

States and Union Territories Across

48 Projects

36

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Partners

Cipla Limited | Annual Report 2024-25

Caring For Life

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• New Government Collaborations in FY 2024–25

We also initiated new palliative care programmes in collaboration with key public hospitals, including:

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AIIMS
Bathinda
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AIIMS
Mangalgiri
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Lokmanya Tilak Municipal General Hospital (Sion Hospital)

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Tata Memorial
Centre (“TMC”)
Mullanpur
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Joseph rediscovered hope through care, encouragement and therapies that brought new perspective, comfort and the courage to dream again.

Palliative Care beyond Cancer

At Cipla, we believe that palliative care should be inclusive—accessible to individuals of all ages and applicable to a wide range of beyond cancer. These include chronic illnesses such as heart disease, Chronic Obstructive Pulmonary Disease ("COPD"), kidney disorders, Alzheimer’s disease and other conditions that significantly impact quality of life. Highlights of our Palliative Care beyond Cancer are as follows:

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Neuro-Palliative Care at NIMHANS, Bengaluru

We continued our support to the National Institute of Mental Health and Neurosciences ("NIMHANS") to integrate neuro-palliative care into mainstream healthcare systems. The initiative focused on knowledge dissemination and best practices among neurology stakeholders in Bengaluru. Over 1,100 patients received care and more than 10 social workers from five projects across India were trained in neuropalliative care management.

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Sukoon Nilaya, Mumbai

Sukoon Nilaya, an in-patient facility supported by us in Mumbai, expanded its capacity from 18 to 24 beds to serve adults with serious illnesses. The team also engaged with local municipal hospitals to raise awareness and promote early access to palliative care services.

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Collaboration with St. John’s National Academy of Health Sciences, Bengaluru

Through this partnership, we supported holistic care interventions for individuals with serious health conditions such as neurological, cardiac and renal disorders, in addition to cancer. The programme provided pain and symptom management, psychosocial counselling and hands-on training for over eight nurses and five doctors. More than 1,700 patients benefited from these services during the year.

Paediatric Palliative Care

Children with serious illnesses conditions and their families are often overlooked in the global palliative care landscape. We place a strong emphasis on paediatric palliative care, ensuring that both the child and caregiver remain at the centre of our holistic and compassionate approach.

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FY 2024-25 highlights of our paediatric palliative care initiatives:

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• Bai Jerbai Wadia Hospital for Children, Mumbai (“BJ Wadia Hospital”):

At BJ Wadia Hospital, Mumbai we strengthened our home care services by adding an additional team to meet growing needs. We also focused on training healthcare professionals within the hospital to build internal capabilities for Pallattive care. Our work was recognised and presented at the First National Conference at the hospital on Rare Diseases in March 2025.

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• Paediatric Palliative Care Leadership Programme ("PRPCS"): Hyderabad

To address the shortage of trained leaders in paediatric palliative care across we launched a structured Leadership Programme. This included two intensive in-person workshops in India and a series of 12 monthly online sessions. Through assignments, mentorship and a robust regional network, the programme enabled cross-border collaboration and knowledge exchange among emerging leaders in the field.

Statutory Reports Financial Statements

Saath-Saath - PAN India Palliative Care Helpline

Launched in 2021, Saath-Saath is a national toll-free helpline that connects individuals to the nearest palliative care provider. As of FY 2024-25, 30+ healthcare organisations across 27 cities are part of this network enhancing access to timely holistic support for patients and their families. To further strengthen this initiative, we introduced a multilingual, AI-enabled chatbot that offers personalised, round-the-clock assistance.

Saath-Saath received more than 5,000 calls during the year and it referred callers to services across India for serious illnesses such as cancer, thalassemia and lung disorders. Over 2,000 patients/ caregivers were supported through the helpline.

Public System Partnership

We support the Public System Partnership project led by SNEHA, which aims to foster proactive healthseeking behaviour among vulnerable populations, with a particular focus on maternal and child health. This initiative is implemented at Mumbai and Greater Mumbai in partnership with Muncipal Corporations in urban slum settlements through community engagement and collaboration with public health systems.

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• Strengthening Maternal and Child Health Programme

With Cipla’s support, SNEHA’s Maternal and Child Health Programme promotes health equity in underserved communities through a continuum-of-care approach. It provides nine essential services for women, including health monitoring, TT injections, iron-folic acid supplements, and referrals for high-risk pregnancies. The programme also strengthens community engagement via Mahila Arogya Samitis under the National Health Mission. Till

date, it has reached over 1,03,000 pregnant women across seven municipal corporations in the Mumbai Metropolitan Region.

Supporting patients with thalassemia

We are committed to supporting thalassemia patients from underserved communities by ensuring access to critical care. Through our trusted partners, we provide essential medication, regular blood transfusions and Bone Marrow Transplants ("BMTs"), helping families overcome financial barriers and receive the treatment they need.

In FY 2024-25, we supported 39 patients with BMTs via Sankalp India Foundation and 29 patients through Borivali BMT Centre. We also supported more than 145 thalassemia major patients with 1,650+ NAT tested and leucodepleted blood transfusion through the Arpan Thalassemia and Sickle Cell Society.

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Born with thalassemia major, Rohan’s life changed with a successful transplant. His journey is a reminder that every child deserves a chance at life

Reaching the last mile through Mobile Healthcare Units (MHUs)

An important pillar of our community doorstep health programme is to enable access to primary healthcare for communities with a focus on the elderly, women and children. Through our five Mobile Healthcare Units (“MHUs”) operated by HelpAge India, we are bringing healthcare to the doorsteps of remote communities. In FY 2024-25, we provided 1.07 Lacs

consultations through five MHUs , across 207 locations including villages and slum site in four states .

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What once felt out of reach is now at Ashabai’s doorstep. With the Mobile Health Unit’s support, she no longer battles her asthma alone — she faces each day with strength and stability

South Africa Health Projects

In South Africa, we supported the National Department of Health’s Central Chronic Medicine Dispensing and Distribution ("CCMDD") programme (Daplameds), which improves access to chronic medication for stable HIV and NCD patients while easing pressure on public health facilities. In FY 2024–25, the programme registered 272,473 patients, delivered 447,635 medicine parcels through 43 pickup points, and created over 130 jobs . With a 10% annual growth target, the initiative aims to expand access to essential medicines across the region.

Our 'Miles for Smiles' initiative, with Operation Smile, funded 63+ cleft and corrective lip surgeries, bringing renewed hope to families across the African continent. Through our Volunteering initiative, staff attended these life changing surgery missions in South Africa, Kenya, Ghana and Marocco.

Our Ajuga – early childhood development initiative in South Africa, has nine fully registered schools with the National Department of Basic Education. By focusing on the first 2,000 days of a child’s life, these facilities provide quality education and nutrition to 878 learners .

Cipla Limited | Annual Report 2024-25

Caring For Life

Global Response

We donated critical medicines for HIV/AIDS, cancer, respiratory illnesses and more, worth H 14.94 lacs, to humanitarian organisations supporting distressed and vulnerable communities globally.

Environmental Sustainability

To address the pressing issues of water scarcity and declining groundwater levels, we collaborated with BAIF and MYRADA on multiple waterrelated initiatives across the states of Maharashtra, Karnataka, Tamil Nadu and Madhya Pradesh. These include renovating defunct water harvesting structures, creating new water structures, strengthening embankments, desilting water bodies, farm ponds and installing rain water harvesting systems.

For project implementation, we selected water-scarce villages through stakeholder consultations and local panchayat involvement. Water User Groups were formed to ensure the upkeep and sustainability of project activities.

Against the target of 20 lacs cubic meters of water, the project successfully created 24 lacs cubic meters of water by March 2025. Through this initiative, we supported over 4,000+ families across 27 villages .

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Sustainable farming and clean energy

Our deep interest and involvement in water harvesting goes a step further with our support to villages in promoting weather-resilient, indigenous cash crops, new seed varieties etc to increase its yield. The initiative includes training on improved agriculture practices and renewable energy components.

In Satara and Nashik, Maharashtra, the BAIF trained farmers on sowing local crop varieties and setting up solar plants and biogas units to reduce fossil fuel dependency and enhance green energy use. The project also deployed solar insect traps to control pests, reducing the use of pesticide use and aiding organic farming.

We extended additional support in the form of solar streetlights, home lights and pump units.

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Education

Through our Education focused initiatives, we are contributing to the creation of a conducive and enhanced learning environment in schools, making education inclusive and equitable for children.

Igniting curiosity in children through the ‘Mobile Science Lab’

We support Agastya International Foundation's Mobile Science Lab (“MSL”) project, which provides handson science education. MSL vans, equipped with lab gear and instructors, engage with government school students near Cipla units, fostering curiosity through practical methods. This project has benefitted over 15,480 students across Maharashtra, Madhya Pradesh Sikkim, Himachal Pradesh, Karnataka and Goa.

In March 2025, we launched the AI on Wheels project in Sikkim, designed to help with foundational knowledge of Artificial Intelligence, enabling exposure to emerging technologies for students of Grades eight and nine to learn AI basics.

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Bhaibo’s spark for science was lit by the Mobile Science Lab — and now, there’s no stopping him. From making low-cost models to thinking critically, he’s turning curiosity into confidence

Ensuring learning never stops with scholarship programmes

In partnership with Pratham Mumbai Education Initiative, we awarded scholarships to over 320 children who lost their parents during the COVID-19 pandemic, enabling them to continue their education despite emotional and financial hardships. Additionally, 290+ students are enrolled in Pratham’s Multi Activity Centres across cities, receiving targeted academic support.

Statutory Reports Financial Statements

To support visually impaired students, we funded teacher and caretaker salaries at Victoria Memorial School for the Blind in Mumbai. Students received holistic care, including nutritious meals, accommodation, education, sports, skill training and career guidance. In FY 2024–25, a batch of visually impaired students—supported by us since Grade three—successfully cleared their tenth board exams.

To address the gap of girl child education, we partnered with Educate Girls in Madhya Pradesh to improve access to education. In FY 2024-25, 3,974 girls were identified and integrated into government schools with the active participation and support of volunteers known as ‘Team Balika’.

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We provided financial support to 650+ academic achievers through our ‘Merit Awards’ programme during FY 2024-25.

Mr M K Hamied interacting with school children during their visit to Cipla as part of an exposure programme.

Digital Learning

Our digital literacy initiative in Maharashtra, Himachal Pradesh, Madhya Pradesh, Karnataka, Sikkim and Goa has fostered inclusive learning by distributing tablets loaded with regional language content, aligned with the state board curriculum, to students in Grades nine and ten from government-aided schools near Cipla units. In FY 2024–25, we focused on monitoring device usage and repairing devices to ensure continued access. The initiative reached 31 schools , benefiting over 4,000 students .

Skilling

the cost of the project in equal ratio. PAGE has already acquired land in Hyderabad and is in the process of acquiring land in Gujarat.

Disaster Response

By collaborating with partners, we empowered over 600+ individuals from low-income communities. These initiatives are designed to help them acquire relevant skills for livelihood. Apart from creating opportunities for the potential workforce, such efforts also contribute to the National Skill India Mission.

The Government of India has launched the PM Internship Scheme to provide internship opportunities to one crore youth across 500 leading companies, based on CSR expenditure. As one of the selected companies under this initiative, Cipla is actively participating in the programme to impart industry-relevant training and skill development to young talent.

In FY 2024–25, we extended flood relief efforts in Bihar and Tamil Nadu. In collaboration with HelpAge India and local administrations, we distributed hygiene kits, dry rations, and other essential relief materials to 1,939 families affected by the floods.

In FY 2024–25, Cipla and other Member Companies of the Indian Pharmaceutical Alliance ("IPA") collaborated to establish a skilling institute for the purpose of developing talent for pharmaceutical industry through Foundation for Pharmaceutical Academy for Global Excellence ("PAGE"), a not-for-profit company set up by IPA member companies, at a total estimated cost of approximately H 200 crores. The participating members including Cipla will contribute

Cipla Limited | Annual Report 2024-25

Caring For Life

Natural Capital

Strategic Focus Areas:

Robust Emission Renewable Governance Reduction Energy

Our Contribution to Sustainable Development Goals (SDGs)

Water Waste Stewardship Management

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Highlights (India Manufacturing Operations)

Our Guiding Philosophy[1]

Cipla is committed to environmental sustainability, to ensure a better future for both, our people and the planet. Driven by our core purpose of, ‘Caring for Life,’ we focus on accessible healthcare, innovation and sustainable practices across operations and business.

100%

1.75

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Zero Waste to Landfill Certified sites

times water positive

64%

41%

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Scope 1 ('energy based') and Scope 2 reduction from FY 2024-25

Renewable electricity

100%

67%

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Equivalent pre and post consumer plastic waste collected and sent for recycling

Zero Liquid Discharge ("ZLD") sites

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As a global healthcare leader, we understand the importance of managing and conserving the natural resources that underpin both our operations and the well-being of the people we serve. Our approach to environmental stewardship is grounded in our ESG framework, CARE ("Championing Climate Positivity, Accelerating Community Well-being, Raising the Bar on Governance and Enhancing Access and Affordability"). Through this framework, we aim to contribute to the achievement of key United Nations Sustainable Development Goals ("UNSDGs").

with efforts directed at reducing freshwater usage, enhancing rainwater harvesting and recycling wastewater through in-house treatment systems. In addition, our focus on circularity is reflected in responsible waste management practices, including segregation, recycling and sustainable disposal.

ESG Ratings and Score

S&P Global Corporate Sustainability Assessment ('DJSI')

• Featured in the prestigious DJSI World Index and the DJSI Emerging Markets Index.

As we build on our current achievements, we are actively working to scale and deepen our environmental commitments in alignment with our future sustainability goals. We aim to scale these initiatives by increasing the share of renewable electricity, lowering emissions from operations and products and enhancing biodiversity efforts through both internal and external projects. We are committed to maintaining Water Neutrality and Zero Waste to Landfill in India Manufacturing Operations, while exploring the opportunities to extend these milestones globally through additional site certifications and international water stewardship standards. These goals reflect our vision for a resilient and sustainable future.

• Ranked third globally with an ESG score of 79 within the drug and pharmaceutical sector.

CDP Score

Our sustainability strategy is shaped by ongoing efforts to expand renewable energy usage, improve energy efficiency and minimise environmental impact across operations. We are committed to reducing our carbon footprint through cleaner energy solutions and actively monitoring and addressing climate-related risks. Our biodiversity initiatives focus on afforestation, reforestation and habitat restoration, driven by a comprehensive biodiversity risk assessment. Water conservation remains a key priority,

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Climate Change B
Water B
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1 GRI 3-3

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Cipla Limited | Annual Report 2024-25

Caring For Life

Environment, Health & Safety ("EHS") Governance

As outlined in our Environment, Health and Safety (EHS) Policy, minimising our environmental footprint and preventing adverse impacts are key priorities in our operations. This policy serves as the cornerstone of our environmental stewardship, defining our priorities and guiding our actions. To enhance governance and ensure efficient operations, 83% of our global manufacturing units are certified under ISO 14001:2015 and ISO 45001:2018.

this approach, we submit half yearly compliance reports to the Ministry of Environment, Forest and Climate Change ("MoEFCC") and make these reports publicly available on the Cipla website, covering all applicable sites.

Demonstrating our unwavering commitment to environmental stewardship and transparent governance, we actively monitor our operations to ensure compliance with environmental regulations. In line with

Environmental Performance Reporting

We monitor, report and represent environmental performance data segregated along the lines of:

Roles and Responsibilities

EHS and Sustainability are the core components of our organisational strategy, receiving direct oversight from the Managing Director and Global Chief Executive Officer and the Board. Quarterly board-level reviews conducted through the Investment and Risk Management Committee ("IRMC"), to ensure alignment with ISO standards and clearly define responsibilities for overseeing EHS and ESG performance.

The Central EHS Team, oversees key areas including API, Formulation, Occupational Health and Hygiene ("OHH") and Sustainability and are reporting to the Vice President of EHS & ESG under the Global Chief Manufacturing Officer ("GCMO"). This team is responsible for setting strategic direction and organisation-wide EHS policies.

At the manufacturing sites, EHS performance is managed by the Site Head and Site EHS Managers, who ensure effective implementation of systems, policies and programs. Site-level EHS governance is led by the Site Head, who is accountable for compliance with our EHS policy and procedures.

We have not been imposed any penalty by regulatory agencies for safety and environmental violations.[2]

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India Manufacturing Global
Operations [3] Operations
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This segregation ensures precise evaluation and management of our localised environmental impact. Simultaneously, it strengthens internal accountability, supports benchmarking and enhances the optimisation of sustainability initiatives across the organisation.

of renewable energy and implement innovative technologies. The journey aims to achieve 80% reduction in Scope 1 (energy based) and Scope 2 emissions by December 2025 from baseline year of FY 2019-20 for India manufacturing operations.

Our Decarbonisation Journey

Cipla is on an ambitious decarbonisation journey, striving to minimise environmental footprint through sustainable practices and innovative solutions to enhance energy efficiency, increase the use

At Cipla, we implement our decarbonisation efforts through a two-pronged approach:

Decarbonisation Approach

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Investing in
innovation for
energy efficiency
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3For the purpose of Natural Capital, India Manufacturing Operations includes manufacturing units of Cipla Limited and our subsidiaries in India (Goldencross Pharma Limited, Medispray Laboratories Private Limited and Meditab Specialities Limited)

2 GRI 2-27

Statutory Reports Financial Statements

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Energy Management[4]

In FY 2024-25, our global energy consumption was 20,55,520 GJ and our global energy intensity for the reporting year stood at 0.75 GJ/ J lac of revenue[5] compared to 0.78 GJ/ J lac of revenue for FY 2023-24.

At present, 57% of our manufacturing units are ISO 50001:2018 certified on energy management systems.

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Global energy consumption (in TJ)
2,018 2,056
1,905 1,881
FY 2021-22 FY 2022-23 FY 2023-24 FY 2024-25
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India Manufacturing Operations

India manufacturing operations accounted for 85% of our total global energy consumption. Energy consumption for India manufacturing operations for three years is represented below

Energy consumption (in TJ)

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1,723 1,757
1,639
FY 2022-23 FY 2023-24 FY 2024-25
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Energy consumption by source[6]

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Global India Manufacturing
Sources
Operations (GJ) Operations (GJ)
Total grid electricity 6,15,882 3,81,361
Solar Energy 3,05,267 3,01,497
Solar Energy (IRECs) 3,42,018 3,42,018
PNG 2,02,247 2,02,247
Briquette 1,63,158 1,63,158
Diesel 1,50,668 1,35,158
Natural Gas 99,647 72,571
LSHS 63,585 63,585
Liquefied Petroleum Gas (LPG) 49,830 49,830
Wind Energy 39,755 39,755
Petrol 16,166 265
Furnace Oil 5,422 5,422
Kerosene 1,877 0
Total Energy 20,55,522 17,56,867
% Renewable Electricity 52.7 64.2
% Renewable Energy 41.36 48.18
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Promoting Energy Conservation[7]

As we strive to minimise our environmental impact, we continuously explore and implement strategies that enhance energy conservation across our manufacturing operations. During the reporting year, we made a dedicated investment of H 3.11 crores towards various energy conservation initiatives aimed at enhancing operational efficiency, reducing carbon footprint and promoting sustainable practices across our facilities. A comprehensive overview of these initiatives, including objectives, implementation strategies and anticipated outcomes, which resulted into energy conservation of approximately. 3,724 MWh across our Indian manufacturing locations in FY 2024-25 and comprehensive details is provided in Annexure III of Board’s Report on page no. 160 of this report.

Energy Efficient Chilling Equipment

In 2022, we had implemented an initiative to increase the energy efficiency in our chilling process. Under this initiative, we upgraded our conventional centrifugal chillers to energy-efficient magnetic bearing chillers at various manufacturing operations at Goa-I, Indore and Goa-II resulted in cumulative energy savings of approximately 1,036 MWh in FY 2024-25.

E-Mobility for a Low-Carbon Future

In our unwavering commitment to combat climate change, Cipla is leading the way by transitioning to electric vehicles ("EVs") across our operations. In the reporting year alone, our EV fleet has covered 1,71,511 kilometres in FY 2024-25. By embracing electric mobility, we are not only lowering our carbon footprint but also setting a powerful example of sustainable innovation in action. Our shift to EVs is a key step in our journey toward a low-carbon future, helping to reduce dependence on fossil fuels, improve air quality and enhance the well-being of communities.

4 GRI 302-1 and information in line with BRSR Question no. 1 under essential indicators of Principle 6

5 GRI 302-3

6 Reference for fuel conversion values: 2006 IPCC Guidelines for National Greenhouse Gas Inventories - Volume 2 (Energy)

7 GRI 302-4, GRI 305-5 and information In line with BRSR Question no. 8 under essential indicators of Principle 6

Cipla Limited | Annual Report 2024-25

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Other Energy Enhancement Initiatives

Cipla is committed to continually improve energy conservation across operations. Below are some of the key initiatives undertaken in various facilities, which have collectively contributed to significant energy savings:

Compressor Operation Optimisation

Optimised utilisation and operation of compressor Kurkumbh resulted in savings approximately 397 MWh.

Installation of High-Energy Efficient Pumps/Motors (IE5)

Installation of high energy efficient pumps/motors (IE5) at Kurkumbh & Sikkim. This resulted in savings approximately 523 MWh.

We are also prioritising sustainability in our new facilities by integrating green building initiatives to ensure environmentally friendly and energy-efficient operations. These efforts not only minimise our ecological footprint but also improve the well-being and productivity of occupants.

Strengthening Energy Efficiency Through Audits and Training

As part of our commitment to sustainable operations, we continuously strive to enhance energy efficiency across our manufacturing facilities. We conduct energy audits across our Indian manufacturing operations to evaluate energy consumption and identify opportunities for efficiency improvements. As of 31[st] March, 2025, with 57% of our global units certified under ISO 50001:2018 for energy management systems. In alignment with these standards, we actively train our workforce on energy efficiency and management, fostering a culture of energy conservation across the organisation.

Initiatives to Enhance Share of Renewable Energy

Use of Renewable Energy

As of 31[st] March 2025, our total operational capacity was

Goal

50% renewable electricity by December 2025

1

55 MWp of captive solar power open access

2

2.7 MVA of captive wind power open access

Progress

Surpassed the goal by achieving 64% renewable electricity

3

10.4 MWp of solar rooftop installations across various units in India

usage across our India manufacturing operations in FY 2024-25

Contribution of Captive Solar Plant in Maharashtra

Our captive solar plant (46 MWp) in Tuljapur helped meet 61% of the electricity requirements of our manufacturing units at Kurkumbh and Patalganga and our R&D centre at Vikhroli, Mumbai.

At Cipla, we are committed to increasing our use of renewable energy and leveraging alternative sources of fuel to reduce our carbon footprint. As part of our Green Energy Initiative, we have significantly increased our reliance on clean energy sources by installing rooftop solar panels, utilising open access solar and wind energy and securing long-term renewable energy certificate purchase contracts to drive sustainable growth. We have also incorporated alternative energy sources like briquette to reduce reliance on fossil fuels. In FY 2024-25, our global renewable energy consumption (8,50,197 GJ) accounted for 41% of our total energy consumption, an increase from 29% in FY 2023-24. For our India manufacturing operations, renewable energy stood at 48% (8,46,427 GJ) as compared to 33.6% in FY 2023-24.

Contribution of Captive and ThirdParty Renewable Energy Sourcing in Karnataka

Our captive nine MWp solar and 2.7 MVA wind project along with the third party solar and wind power sourcing helped us to meet 96% of the electricity requirements of our manufacturing units at Virgonagar and Bommsandra.

Rooftop Solar Installation

During the reporting year, we have commissioned a 550 KWp rooftop solar plant at our Medispray Satara Unit in April 2024 and 1,209 KWp rooftop solar plant at our Sikkim II unit in January 2025.

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Statutory Reports Financial Statements

Alliance for a Renewable Future

As part of our green energy commitment, we have taken a significant step forward by entering into a long-term agreement to source International Renewable Energy Certificates ("I-RECs").

In a strategic alliance with Juniper Green Cosmic Private Limited, we have secured access to 100 MWp of solar capacity in Bikaner, Rajasthan. This agreement enables us to receive 185,000 I-RECs annually, which translates to an estimated reduction of 1,34,495 tCO2e emissions per year. Commissioned in September 2024, this project plays a pivotal role in our decarbonisation roadmap. In FY 2024-25 this helped us to procure 95,005 MWh of renewable power for India manufacturing operations resulted in reduction of 69,068 tCO2e Scope 2 emissions.

Our solar project, which spans 430 acres and features the installation of approximately 260,000 solar panels, is connected to India’s Central Grid, allowing for seamless integration into our broader energy infrastructure. It represents one of our most substantial green energy initiatives to date.

Through these efforts, we secured a total of 1,89,797 MWh of renewable electricity during FY 2024-25, which helped us to meet 64% renewable electricity for India manufacturing operations.

Greenhouse Gas Emissions[8,9]

Cipla is committed to minimise greenhouse gas ("GHG") emissions as part of our decarbonisation strategy. We continuously work towards reducing our carbon footprint by enhancing energy efficiency, increasing the use of renewable energy and optimising operational processes. Through proactive measures such as implementing

energy-efficient technologies and transitioning to clean energy and alternate fuels, we aim to lower our Scope 1 and Scope 2 emissions.

Goal

By December 2025, 80% reduction in absolute Scope 1 (energy based) and Scope 2 emissions from baseline year FY 2019-20

Progress

Achieved 58% reduction in FY 2024-25 for India manufacturing operations from the baseline year FY 2019-20

Global scope 1 (energy (in tCO2e) based) emissions

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38,355 38,355 37,398 38,283
FY 2021-22 FY 2022-23 FY 2023-24 FY 2024-25
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In FY 2024-25, our global Scope 1 (energy based) emissions stood at 38,283 tCO2e and global refrigerant emissions was 7,39,935 tCO2e. Additionally, the biogenic emissions from our operations for the reporting period were 16,316 tCO2e.

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Global scope 2 emissions (in tCO2e)
2,07,238
2,01,676 1,95,777
1,29,087
FY 2021-22 FY 2022-23 FY 2023-24 FY 2024-25
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In FY 2024-25, our market-based Scope 2 emissions were 1,29,087 tCO2e. We have decreased our scope 2 emissions by 38% from FY 2023-24. Our increased usage of renewable power enabled us to avoid 1,38,925 tCO2e, a 71% increase from 81,054 tCO2e in FY 2023-24.

Our Scope 1 and Scope 2 emissions intensity[10] for the reporting year was 0.329 tO2e/ J lac of Revenue, as compared to 0.365 tCO2e/ J lac of Revenue in FY 2023-24.

India Manufacturing Operations

Scope 1 (energy based) (in tCO2e) and scope 2 emissions

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Scope 1 Scope 2
(energy based) (market based)
1,56,351 1,57,697
77,014
32,160 31,894 34,342
FY 2022-23 FY 2023-24 FY 2024-25
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8GRI 305-1, 305-2 and information in line with BRSR Question no. 7 under essential indicators of Principle 6

9References for emissions factors: The Intergovernmental Panel on Climate Change Assessment Report 6, India Central Electricity Authority 2024 report, Harmonised IFI Default Grid Factors 2021, V3.2, United States EPA eGrid Database

10GRI 305-4 and information in line with BRSR Question no. 7 under essential indicators of Principle 6

Cipla Limited | Annual Report 2024-25

Caring For Life

Emission by source

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Sources (in tCO2e)
Electricity 1,29,087
Diesel 11,204
Petrol 1,150
PNG 11,382
LPG 3,147
Natural Gas 5,596
Furnace Oil 421
LSHS 4,938
Kerosene 135
Briquette 310
Refrigerant 7,39,935
Total 9,07,305
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Scope 3 Emissions[11,12]

We recognise the importance of measuring and managing Scope 3 emissions to drive meaningful climate action across our value chain. In line with the GHG Protocol, we have undertaken a comprehensive assessment of all 15 categories of Scope 3 emissions to determine their relevance to our business. Based on this evaluation,

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• Category 14 (Franchises) has been deemed inapplicable, as Cipla does not operate on a franchise model.

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• Category 9 (Downstream Transportation and Distribution) has been merged with Category 4 (Upstream Transportation and Distribution) since we bear financial responsibility for downstream transportation.

However, emissions associated with product distribution from distributors to end consumers have been excluded due to data limitations at that level of granularity. As a result, we have inventoried Scope 3 emissions for 13 relevant categories. Among the 13 categories for which we calculate GHG emissions, Category 1 (Purchase of Goods and Services) and Category 11 (Use of Sold Products) together

represent over 94% of total scope-3 emissions. In the reporting year, we have referred to hybrid approach based on activity and spend method to calculate emissions from our Purchased Goods and Services in Category 1. Additionally, the direct use-phase emissions associated with the use of sold inhalation

devices containing the greenhouse gas propellant (HFA) have been quantified in Category 11

Our Scope 3 emissions intensity[13] for FY 2024-25 stood at 1.83 tCO2e/ J lacs of revenue, reflecting a slight reduction from 1.77 tCO2e / J lacs of revenue in FY 2023-24.

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FY FY FY FY
2023-24 2023-24 2024-25 2024-25
Emissions Category
Emissions Emissions Emissions Emissions
(tCO2e) % (tCO2e) %
Purchased
17,95,722 39.24 20,90,873 41.58
Goods and Services
Capital Goods 34,426 0.75 30,687 0.61
Fuel and Energy
70,624 1.54 51,336 1.02
Related Activities
Upstream Transportation
1,10,882 2.42 1,23,790 2.46
and Distribution
Waste Generated
20,733 0.45 19,598 0.39
in Operations
Business Travel 20,963 0.46 16,260 0.32
Employee Commute 20,025 0.44 22,250 0.44
Upstream Leased Assets 1,477 0.03 7,453 0.15
Processing Sold Products 5,098 0.11 3,355 0.07
Use of Sold Products 24,82,803 54.25 26,60,995 52.92
End of Life Treatment
209 0.00 64 0.00
of Sold Products
Downstream Leased Assets 4,743 0.10 1,396 0.03
Investments 9,068 0.20 259 0.01
Total 45,76,773 100 50,28,316 100
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Ozone Depleting Emissions ("ODS")[14]

Climate Risk Management[15]

In FY 2022-23, Cipla adopted the Task Force on Climate Related Financial Disclosures ("TCFD") framework to identify and assess the potential risks linked to climate on the business operations.

The Montreal Protocol mandates the phased elimination of ODS in accordance with the approved schedules for developing countries. We actively monitor the consumption of HCFCs and HFCs across our sites and will implement their phase-out in compliance with the stipulated timelines. ODS emissions from our manufacturing operations in FY 2024-25 amounted to 0.109 CFC-11 equivalent as compared to 0.15 CFC-11 equivalent in FY 2023-24.

Through this assessment, all major Cipla sites, offices and depots were assessed for potential physical and transition climate related risks. The physical risk assessment was undertaken using three RCP (Representative Concentration Pathways) Scenarios: RCP 4.5, RCP 6.0 and RCP 8.5. With respect to

11GRI 305-3 and Information in line with BRSR Question no. 2 under leadership indicators of Principle 6

12References for emissions factors: Region specific IEA, IPCC AR6, India GHG Program, Defra, USEEIO and GaBi specific emission factors. Emission factors for APIs were derived from the molar mass and number synthesis steps required for the respective API as mentioned from the methodology provided in the research paper. 13GRI 305-4 and Information in line with BRSR Question no. 2 under leadership indicators of Principle 6 14GRI 305-6

15GRI 201-2

Statutory Reports Financial Statements

In FY 2024-25, our global water withdrawal was 16,32,537 KL and water consumption was 14,93,995 KL.[17] Our global water discharge for the reporting year stood at 1,38,541 KL.[18] Our water intensity for the year was 0.54 KL/ J lac of Revenue, as compared to 0.58 for FY 2023-24.

transition risks, scenario analyses were performed considering the scenarios of International Energy Agency ("IEA") and Network for Greening the Financial System ("NGFS").

Findings from the TCFD Risk Assessment demonstrate that Cipla is not exposed to high or medium (physical and transition) risks in the immediate future. In the ever-changing climate scenario, we will continue to review these assessments and develop a plan of action for any emerging risks.

We recycled 7,44,238 KL of water for the reporting year, standing at 45.6% as percentage of our global water withdrawn, increasing from 43% in FY 2023-24.

Detailed information on our TCFD assessment can be accessed at: https://www.cipla.com/sites/ default/files/Cipla-Task-Forceon-Climate-Related-FinancialDisclosures-Report.pdf

Global water (in '000KL) withdrawal

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1,646
1,567 1,614 1,633
FY 2021-22 FY 2022-23 FY 2023-24 FY 2024-25
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Water Stewardship[16]

At Cipla, sustainable water management is a key pillar of our environmental responsibility agenda. We recognise the importance of conserving water resources and are committed to implementing innovative solutions that enhance efficiency and reduce our ecological footprint.

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Global water withdrawal (in KL)
by source [19]
Goal 2,16,318
Water
neutrality
43,140
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Progress

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13,73,079
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Became 1.75 times water positive for India manufacturing operations in March 2025 against target of Water Neutrality by December 2025

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Ground water
Surface water
Third party water
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India Manufacturing Operations

With respect to our Indian manufacturing locations, we have reduced our water withdrawal by 0.22% as compared to FY 2023-24.

Water withdrawal (in KL)

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14,61,251 14,37,749 14,34,647
FY 2022-23 FY 2023-24 FY 2024-25
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Towards Water Neutrality

Water conservation is a key pillar of Cipla’s sustainability strategy. We focus on improving water efficiency across operations and supporting local communities in restoring natural water systems. Our goal is to reduce our water footprint and leave a positive legacy of water stewardship.

We have already achieved our Water Neutrality goal for India manufacturing operations in FY 2024-25, by achieving 1.75 times the water collected in watershed projects compared to freshwater withdrawal. This achievement has been certified by an independent external agency, validating our efforts and impact. Through our CSR efforts, we have

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16GRI 303-1 17GRI 303-5 and Information in line with BRSR Question no. 3 under essential indicators and Question no. 1 under leadership indicators of Principle 6 18GRI 303-4 and Information in line with BRSR Question no. 4 under essential indicators and Question no. 1 under leadership indicators of Principle 6 19GRI 303-3 and Information in line with BRSR Question no. 3 under essential indicators and Question no. 1 under leadership indicators of Principle 6

Cipla Limited | Annual Report 2024-25

Caring For Life

implemented water conservation projects in partnership with NGOs like BAIF and MYRADA across multiple regions, including Igatpuri, Satara, Dhar, Bengaluru and Krishnagiri, using integrated conservation methods to alleviate water stress and create sustainable water harvesting assets.

Our Approach to Water Conservation

Our approach to water conservation and efficient usage is based on three critical aspects

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Reduction in
blue water usage
1
Water
Conservation
2 3
Supporting
Increased use communities
of rainwater through water
conservation
initiatives.
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Reduction in Blue Water Usage[20]

Wastewater Management

We actively strive to enhance the utilisation of treated water from our Effluent and Sewage Treatment Plants. These plants ensure that the treated water complies with all prescribed quality standards for the bulk drugs and pharmaceutical industry. We also incorporate Reverse Osmosis ("RO") reject water from raw water treatment plants into our operations. These efforts significantly reduce our dependence on freshwater.

Zero Liquid Discharge

Prioritising wastewater management, we have implemented Zero Liquid

Discharge ("ZLD") mechanisms at most of our Manufacturing locations. As of 31st March 2025, 54% of our global manufacturing units have implemented Zero Liquid Discharge mechanism. By doing this, we are able to minimise liquid discharge and further enhance our commitment to water stewardship.

Managing antimicrobial resistance ("AMR") Responsibly

Goal Full compliance with safe discharge targets established by AMR Industry Alliance

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Progress
Achieved full
compliance with
the safe discharge
targets for India
manufacturing
operations.
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As part of our commitment to environmental sustainability and antimicrobial resistance ("AMR") stewardship, we have implemented several proactive measures across our manufacturing operations. We monitor antibiotics products at all sites following AMRIA/WHO guidelines, using mass balance and analytical testing. Most sites have ZLD systems to eliminate the risk of environmental pollution arising out from discharge of treated effluent, while others maintain safe Predicted Environmental Concentration ("PEC") levels through AMRIA-recommended controls. Our dedication to responsible manufacturing is demonstrated by receiving the BSI AMR certification for Ciprofloxacin at our Indore facility and

we encourage these high standards across our entire supply chain. AMR champions at each site receive regular training to stay updated. Cipla also held two workshops for antibiotic suppliers to promote awareness on API emissions, AMRIA’s 2022 manufacturing standard and the AMR certification programme.

Increased Use of Rainwater

Rainwater Harvesting

Rainwater harvesting systems have been installed in our manufacturing units at Kurkumbh, Indore, Baddi, Bommasandra, Sikkim, Goa, Patalganga and Kundaim in the form of underground tank, recharge pits and shafts. In FY 2024-25, a total of 4,705 KL rainwater was harvested and used and 18,907 KL rainwater recharged through borewell, where it is permitted.

Community Initiatives

Community-based Water Conservation Projects

Through the adoption of a “ridge to valley” method, we make focused efforts to prioritise and support holistic water resource management. Acknowledging the interconnection within watersheds, our initiatives cater to high and low points for comprehensive conservation.

Our pursuit of water neutrality is a testament to our commitment to sustainable water management and community empowerment. The strategic interventions, conducted in partnership with MYRADA and BAIF, focus on building resilient ecosystems in regions like Karnataka, Tamil Nadu and Maharashtra. By implementing watershed development, such as farm bunds and check dams, we enhance water retention and agricultural productivity, even in challenging climates. These efforts are supported by community engagement, where

20GRI 303-2 and 303-4

Statutory Reports Financial Statements

local farmers form Water User Groups ("WUGs") to manage and maintain water structures, ensuring longterm sustainability.

Through initiatives like rooftop rainwater harvesting in schools, we ensure reliable water sources and educate the younger generation on sustainable practices. By placing a strong emphasis on collective governance and stakeholder participation we collaborate with NGOs and local authorities to integrate water stewardship into community norms. Investments in technical expertise and capacity building empower communities to diversify crops and embrace climate-resilient agriculture, reducing dependencies on groundwater.

Impact and Outcomes:

The initiatives lead to substantial socio-economic benefits, including increased employment opportunities and enhanced agricultural productivity. These efforts have enabled communities to diversify crops, reduce migration due to water scarcity and improve livelihoods. Testimonials from local leaders and farmers reveal positive changes in water retention and crop management strategies.

We plan to scale these initiatives, extend the impact across new regions and ensure water neutrality. Our effort fortifies stakeholder partnerships and emphasises community participation to maintain momentum and sustainability.

Data Highlights

Water Harvested 2,473,820 KL in FY 2024-25

Direct Person Days Generated 1,15,685 days

Increase in Yield 313.17 quintal

Income Increase D 7,25,000

Women Empowerment 371 women engaged

Education and Capacity Building 3,062 beneficiaries

Number of Cattle Watering 2,177 cattle

Number of Fish Farming Units 2 families

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Responsible Waste Management[21]

Our commitment to responsible waste management is deeply embedded in our operations, ensuring minimal environmental impact. We systematically track and record all waste generated, ensuring the disposal or recycling through third-party agencies in strict compliance with relevant government regulations. In FY 2024-25, we have undertaken an internal audit of our manufacturing locations for accurate classification of waste categories and identified opportunities to reduce waste generation.

Waste generated at our locations is managed through authorised recyclers, Treatment, Storage and Disposal Facilities ('TSDF') and co-processing facilities. Thermal destruction methods

are employed at TSDF and coprocessing facilities to ensure the safe disposal of waste. Additionally, coprocessed waste from our operations is utilised to produce Alternative Fuels and Raw Materials ("AFR") for the cement industry.

Approximately 90% of the waste from our global operations has been sent for recycling or reuse. To further reduce waste generation, we have invested in the installation of volute presses and Effluent Treatment Plant ("ETP") sludge dryers. Additionally, our workforce receives specialised training on waste reduction to enhance sustainable practices across our operations. In FY 2024-25, a total of 32,213 MT waste was generated from our global operations.[22] During FY 2024–25, we recorded a global waste intensity of 0.012 metric tons for every H 1 lacs of revenue.

Goal Zero Waste to landfill ("ZWTL")

Progress All India manufacturing operations are ZWTL certified as on March 2025

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21 GRI 306-1, 306-2 and Information in line with BRSR Question no. 9 and 10 under essential indicators of Principle 6 22 GRI 306-3 and Information in line with BRSR Question no. 9 under essential indicators of Principle 6

Cipla Limited | Annual Report 2024-25

Caring For Life

Global waste generated

(in MT)

Waste Directed to Disposal[23]

In FY 2024-25, total waste directed to disposal from our global operations amounted to 3,267 MT, a reduction of 19% compared to 4,025 MT in last year.

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31,643 32,213
27,751 27,078
FY 2021-22 FY 2022-23 FY 2023-24 FY 2024-25
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Cipla has successfully achieved Zero Waste to Landfill across all our Indian manufacturing operations ahead of December 2025 target. We have reached this milestone by significantly increasing the recycling and co-processing of waste, thereby effectively minimising the amount directed to landfills.

(in MT)

Global waste directed to disposal

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Incineration Secured Landfills
2,683
1,342 2,503
1,682
1,012
1,246 1,522
584
FY 2021-22 FY 2022-23 FY 2023-24 FY 2024-25
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India Manufacturing Operations

With respect to our Indian manufacturing locations, the table below provides the details on our trend of waste generation for previous three years

Waste generated (in MT)

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28,835
28,288
25,516
FY 2022-23 FY 2023-24 FY 2024-25
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External Certification for Zero Waste to Landfill

Our commitment to sustainability drives us to push boundaries and set new benchmarks in responsible waste management through strategic interventions and enhanced waste segregation and sustainable disposal strategies.

The Zero Waste to Landfill ("ZWTL") certification underscores our dedication to achieving excellence in waste management, with all facilities achieving top-tier ratings. The certification scale classifies sites as Platinum (waste diversion rate of 95% or above) and Gold (waste diversion rate of 90% or above).

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5%
100% 95%
Non
Hazardous
Hazardous
waste
waste
% facilities with Platinum rating
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% facilities with Gold rating

23GRI 306-5

Statutory Reports Financial Statements

Waste Diverted from Disposal[24]

We make focused efforts to divert our waste from disposal via recycling and other recovery operations. Globally 18,845 MT of waste was sent for recycling in FY 2024-25. Further, 9,788 MT of waste was diverted from disposal through other recovery operations.

The table below provides details on our global waste diverted/ disposal by channels:

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Waste Channel TWQ (MT) %
Recycling 18,845 59%
Sold as scrap 5,014 16%
Incineration 2,683 8%
Co-processing 1,436 5%
Pre-processing 2,936 9%
Landfilling 584 2%
Composting 327 1%
Buy back 75 0%
Total 31,900 100%
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TWQ (MT) Total Waste Quantity (MT) % Percentage

Channelising Waste to Value[25]

As a result of the plastic collected and channelised for FY 2024-25, this is equivalent to the following savings of:

In FY 2024-25, we continued to collect 100% of both pre and postconsumer plastic waste of 24,603 MT. Of the collected waste, 12,515 MT was recycled and 12,088 MT was co-processed. Furthermore, an external audit of our Extended Producer Responsibility ("EPR") channel partner reinforced our compliance with the PWM Rule, as we diligently filed our annual return on the EPR portal. For FY 2025-26, we are committed to maintaining 100% EPR compliance for both pre and postconsumer plastic waste.

2,34,219

Energy Saved (MWh)

2,68,354

Water Saved (KI)

28,847

tCO2e emissions avoided

Product Lifecycle Assessment[26]

Building on our efforts from previous year, we conducted a Product Carbon Footprint ("PCF") assessment for four anaesthetic inhaler products: Sereflo Ciphaler DPI 500mcg inhaler, Sereflo pMDI 125/25mcg inhaler, Kelhale pMDI 100mcg inhaler and Becloformo pMDI 100mcg inhaler, manufactured at our Indore and Goa facilities in India. This assessment, along with a Life Cycle Assessment ("LCA"), was performed in accordance with ISO 14067 and ISO 14040/44 standards, covering all four phases: goal and scope definition, life cycle inventory analysis, life cycle impact assessment and life cycle interpretation.

Our Summary Report on the Product Life Assessment undertaken can be accessed here:

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24GRI 306-4 and Information in line with BRSR Question no. 9 under essential indicators of Principle 6

25Information in line with BRSR Question no. 4 under essential indicators of Principle 2

26Information in line with BRSR question no 1 and 2 under leadership indicator of Principle 2

Cipla Limited | Annual Report 2024-25

Caring For Life

Managing Toxic Chemicals[27]

To strengthen our industrial hygiene practices, we have implemented a structured process for evaluating the inherent hazards associated with chemicals, raw materials, intermediates and potential exposures during handling. This assessment is conducted through both qualitative and quantitative methodologies to monitor and mitigate risks to human health and the environment. Our approach aligns with the guidance provided by the International Council for Commercial Arbitration ("ICCA") on chemical risk management for pharmaceutical compounds. Additionally, these processes are reinforced by a team of skilled and experienced in-house toxicology and industrial hygiene experts.

Our risk assessment process

involves characterising hazards and determining exposure potential based on factors such as quantity, duration of operations, material properties and occupational hazard classification. Containment control strategies are then applied to ensure safe handling, with a focus on minimising exposure through effective engineering and administrative controls. These controls are identified during the new product introduction phase through a documented risk review involving toxicology and industrial hygiene functions and are subsequently implemented after review by the site EHS team.

We also comply with Registration, Evaluation, Authorisation and Restriction of Chemicals ("REACH") regulations for shipping products to REACH-regulated countries, ensuring strict adherence to all relevant requirements. However, under clause 2.2.3.2 of the REACH Registration Guidelines, our products do not require registration. None of our products contain substances listed as Substances of Very High Concern ("SVHC") and all undergo rigorous quality checks and testing before market release.

As part of this commitment, we have developed and trained Industrial Hygiene Champions across our manufacturing sites to conduct risk assessments for chemical exposure. These champions systematically map each activity and task to evaluate exposure levels and provide recommendations to ensure that exposure is maintained at ALARP (As Low As Reasonably Practicable) levels.

commitment to preservation and protection of our the environment.

Additionally, we have developed our Taskforce on Nature-related Financial Disclosures ('TNFD') report, a pioneering initiative within the pharmaceutical sector. The scope of the assessment covered 37 manufacturing units across India and surrounding areas, analysing potential impacts on local biodiversity and ecosystem services. Sites were evaluated based on national and global standards such as International Union for Conservation of Nature ('IUCN') Rare, Endangered, or Threatened ('RET') species[28] , IFC PS 6 and the TNFD Framework. Our detailed TNFD and Biodiversity Risk Assessment Summary report can be accessed here: https:// www.cipla.com/sites/default/files/ - taskforce_on_nature related_financial_ disclosures_tnfd_report.pdf

Nurturing Biodiversity

In FY 2022-23, we became a signatory to the India Business and Biodiversity Initiative ('IBBI'). In alignment with this commitment, we have established objectives for our India manufacturing units to assess and mitigate risks associated with biodiversity loss while identifying opportunities for sustainable value creation. We have developed a robust Biodiversity Policy to further demonstrate our

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27Information in line with BRSR question no 10 under essential indicator of Principle 6 28GRI 304-4

Statutory Reports Financial Statements

Biodiversity Enhancement through Cipla’s Wetland Restoration Initiatives

Wetlands are vital ecosystems offering services such as water purification and habitat support for diverse species. In response to the degradation of these ecosystems due to urbanisation and climate change, Cipla Foundation, in collaboration with MYRADA, launched watershed restoration initiatives across eight wetlands in Bengaluru, Karnataka. This initiative aimed to enhance biodiversity, restore ecological balance and improve habitat through strategic interventions.

Restoration Approach

The project focused on integrating native vegetation and habitat rehabilitation. Key interventions included desilting, bund stabilisation, sewage diversion and the creation of avian habitats. This nature-based restoration employed a phased approach from early 2023 to March 2025, ensuring water retention and habitat complexity.

documented more pollinators and improved presence of amphibians, revealing better habitat quality. Under watershed initiative, 100 native species were recorded across sites such as Silagowdrukere and Kamasandra Agrahara. Commonly planted species included Stylosanthes hamata for bund stabilisation, Aegle marmelos, Butea monosperma, Dalbergia sissoo and Ficus benghalensis. Grasses such as Cymbopogon martinii, herbs like Achyranthes aspera and climbers like Cardiospermum halicacabum and these plants were chosen for their ecological role in soil stabilisation, moisture retention and habitat provision. The restoration focused on species resilient to local drought conditions.

Community Engagement

Local communities played an integral role in the initiative's success. Community engagement, ongoing ecological monitoring and awareness

campaigns were vital in fostering stewardship and sustainability. These efforts ensured adaptive management and continuous biodiversity tracking through Biodiversity Management Plans ("BMPs").

Impact Analysis

Seventy-two species from the pre-restoration flora persisted in Silagowdrukere tank even after civil works. There was a notable reappearance of aquatic plants, floating vegetation (Lemna minor) and wetland herbs post-monsoon and significant increase in birds populations - species such as pond herons, egrets and lapwings were commonly observed nesting on new islands built within tanks. This initiative serves as a replicable model for wetland biodiversity restoration, emphasising the importance of native species and ecosystemsensitive interventions.

Outcomes

Eight sites near Bengaluru (Kamasandra Agrahara, Rachamanahalli, Muthagatti, Submangala, Thattanahalli, Silagowdrukere Lakes, Patnagere Gollahalli and Muthuru) are regularly reassessed on development of flora and fauna with support of MYRADA team. These projects significantly improved biodiversity, with increased species diversity and ecological function across the targeted wetlands. Seasonal biodiversity assessments during Kharif, Rabi and Zaid cycles confirmed the reappearance of native aquatic plants and increased bird populations, including pond herons and egrets. Fauna assessments

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Cipla Limited | Annual Report 2024-25

Caring For Life

Financial Capital

Strategic Focus Areas:

D

Productivity & Profitability

Capital Allocation

Our Contribution to Sustainable Development Goals (SDGs)

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D
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Strategic Shareholder Investments value

128

Statutory Reports Financial Statements

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Cipla’s strong financial management system combines several financial functions, such as accounting, fixed-asset management, treasury, revenue recognition and payment processing.

By integrating these key components, it ensures real-time visibility into the financial state of our Company while facilitating day-to-day operations, like period-end close processes. This approach creates long-term value for all stakeholders including patients, channel partners, suppliers, government, shareholders, institutional partners, employees and communities in which we operate.

Our Company has consistently demonstrated robust financial performance, underpinned by strategic investments and prudent financial management. This section provides a comprehensive overview of our financial health, highlighting key metrics and capital allocation strategy.

Highlights for FY 2024-25:

D 7% 30%+ Increase in consolidated Highest ROIC % revenue YoY achieved till date

D 25.9% D 19.1% EBITDA margin PAT margin

Earnings before Interest, Tax, Depreciation and Amortisation ("EBITDA")[1]

Revenue from operations

In FY 2024-25, our Company reported revenue of H 27,548 crores (FY 2023-24: H 25,774 crores) and grew by 7% on a YoY basis. This performance was supported by growth in focused portfolios of OneIndia, North America , South Africa and Emerging Markets and Europe.

In FY 2024-25, Our Company reported EBITDA of H 7,128 crores (FY 2023-24: H 6,291 crores) with EBITDA margins of 25.9% (FY 2023-24 24.4%). This 145+ bps expansion was driven by product mix, continued rigour on cost and operating efficiency while continuing focus on growth linked investments.

(in J crores)

(in J crores & %)

EBITDA and EBITDA margin

Revenue from operations

10%

17%

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5 year CAGR 5 year CAGR 30.3 31.2
27.0 27.8
25.4 25.9 25.9
24.4
22.5 22.1
21.0
18.9
EBITDA Reported EBITDA % Pre-R&D EBITDA %
7,128
6,291
27,548 5,027
25,774 4,303 4,578
21,763 22,753 3,230
19,160
17,132
FY 2019-20 FY 2020-21 FY 2021-22 FY 2022-23 FY 2023-24 FY 2024-25 FY 2019-20 FY 2020-21 FY 2021-22 FY 2022-23 FY 2023-24 FY 2024-25
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5 year CAGR

1EBITDA = Revenue from operations - (cost of material consumed + purchase of stock-in-trade + changes in inventory of finished goods, work-in-progress and stock-in-trade + employee benefits expenses + other expenses)

Cipla Limited | Annual Report 2024-25

Caring For Life

(Number of days)

Profit After Tax ("PAT"):

Cash conversion cycle[2]

Our Company has achieved the highest PAT to date, amounting to H 5,273 crores (28% YoY growth), a testament to our Company's ability to generate profitability, while simultaneously fulfilling social responsibility.

(in J crores & % )

PAT and PAT margin

28%

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129
115
103 104 101 105
FY 2019-20 FY 2020-21 FY 2021-22 FY 2022-23 FY 2023-24 FY 2024-25
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5 year CAGR

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16.0 19.1
12.6 12.3
11.6
9.0
PAT PAT margin %
5,273
4,122
2,802
2,405 2,517
1,547
FY 2019-20 FY 2020-21 FY 2021-22 FY 2022-23 FY 2023-24 FY 2024-25
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Working capital (in J crores) and Working capital turnover ratio[3]

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3.63
3.53 3.52 3.48
3.18
2.82
Working capital Working capital turnover ratio
7,535 8,311
6,679
5,987 6,048 6,257
FY 2019-20 FY 2020-21 FY 2021-22 FY 2022-23 FY 2023-24 FY 2024-25
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Cash flow from operations and free cash flow

Optimising working capital and cash conversion cycle

Cipla has consistently prioritised effective working capital management, implementing targeted initiatives to manage inventory, receivables and payables. In FY 2024-25, our Company was committed to enhancing liquidity and mitigating risks associated with supply disruptions by taking proactive measures to ensure the timely collection of receivables, maintained sufficient stock of essential raw materials and finished products and extended support to its suppliers and distributors, as necessary. Such efforts help ensure that the markets have adequate supply of products, so that consumers can access products conveniently and continually.

Record profits and improved cash conversion cycle enabled our Company to maintain consistent cash generation. Our Company announced dividend per share of H 16 in FY 2024-25, including a special dividend of H 3 per equity share, commemorating 90 years of excellence and reinforcing a commitment to maximising shareholder value.

The trends in cash flows are highlighted below:

(in J crores)

Cash flow from operations

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5,005
4,134
3,755
3,068 3,326 3,238
FY 2019-20 FY 2020-21 FY 2021-22 FY 2022-23 FY 2023-24 FY 2024-25
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2 Cash conversion cycle = Average working capital ÷ revenue per day

3 Working Capital = Trade receivables + inventory – trade payables | Working Capital turnover ratio = Revenue ÷ average working capital

Statutory Reports Financial Statements

(in H crores)

(in%)

Free cash flow[4]

Return on equity[6]

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3,675
2,856 2,928
2,596
2,104
1,955
FY 2019-20 FY 2020-21 FY 2021-22 FY 2022-23 FY 2023-24 FY 2024-25
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18.2
16.4
14.1 12.9 12.7
10.1
Return on Equity ('RoE')
FY 2019-20 FY 2020-21 FY 2021-22 FY 2022-23 FY 2023-24 FY 2024-25
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(in H )

Diluted earnings per share

Sustained value creation

Effective capital management is also reflected in rising Return on Invested Capital ("ROIC") and Earnings per share (‘EPS’) ratios and a stable trend in Return on Equity ("ROE") ratio. These ratios reflect our Company's ability to generate higher returns for shareholders, allocate capital efficiently and sustain profitability. Such trends highlight Cipla's commitment to maximising shareholder value and solidifying its position as a financially robust organisation.

Return on invested capital[5] (in%)

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65.24
51.01
34.69
29.79 31.17
19.16
Diluted EPS
FY 2019-20 FY 2020-21 FY 2021-22 FY 2022-23 FY 2023-24 FY 2024-25
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Reduced net debt ratios

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33.1
31.0
23.8
20.2 21.6
12.5
Return on Invested Capital ('RoIC')
FY 2019-20 FY 2020-21 FY 2021-22 FY 2022-23 FY 2023-24 FY 2024-25
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Cipla's financial prudence and commitment to sustainable growth is evident in negative net debt to equity and net debt to EBITDA ratios, as well as a favourable increase in the Interest coverage ratio.

Net debt to equity ratio[7]

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0.07
-0.10
-0.19
-0.23
-0.29
-0.33
Net debt to equity
FY 2019-20 FY 2020-21 FY 2021-22 FY 2022-23 FY 2023-24 FY 2024-25
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4Free cash flow = Cash flow from operations (net of tax) + interest income - interest expenses – capex (tangible and intangible)

5RoIC = EBITDA - depreciation & amortisation ÷ Average [(fixed assets including goodwill + current assets excluding cash and cash equivalent) - current liabilities excluding borrowings)]

6RoE = PAT (after non-controlling interest) ÷ average shareholder’s funds (excluding non-controlling interest)

7Total borrowings = Total debt + lease liabilities | Net debt = Total borrowings less cash and cash equivalents including fixed deposits, current investments, margin deposits and excludes unclaimed dividend balances

Cipla Limited | Annual Report 2024-25

Caring For Life

Net debt to EBITDA ratio

Finance cost:

During FY 2024-25, finance cost stood at J 62 crores, which is lower than FY 2023-24 expenses of J 90 crores.

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0.33
-0.40
-0.85
-1.09
-1.23
-1.45
Net debt to EBITDA
Interest coverage ratio [8]
114.9
70.0
45.9
43.0
26.8
16.4
Interest coverage ratio
FY 2019-20 FY 2020-21 FY 2021-22 FY 2022-23 FY 2023-24 FY 2024-25
FY 2019-20 FY 2020-21 FY 2021-22 FY 2022-23 FY 2023-24 FY 2024-25
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Other key financial highlights

Employee expenses:

Cipla’s employee expenses for the year stood at J 4,833 crores, an increase of 12% over FY 2024-25. The increase was largely due to annual increments, performance-linked components and addition of manpower for expanding field force in One India business.

Other expenses:

In FY 2024-25, the other expenses which included R&D, quality, sales and marketing, regulatory, manufacturing, etc. stood at J 6,658 crores, increasing by 4.8% over FY 2023-24. The other expenses accounted for 24.2% of the revenue (FY 2023-24: 24.7%).

Depreciation and Amortisation:

During FY 2024-25, depreciation and amortisation expenses stood at J 1,107 crores (FY 2023-24: J 1,051 crores). This includes impairment of intangible assets and intangible assets under development.

Tax expenses:

The effective tax rate stood at 22.4% for FY 2024-25. The lower effective tax rate in FY25 is due to reversal of previously recognised tax provisions.

Leverage position:

Robust operating profitability and strong free cash-flow generation enabled our Company to maintain a healthy debt to equity ratio, improving it to 0.01 in FY 2024-25 (FY 2023-24: 0.02). Driven by relentless focus on cash generation and rigour on cost discipline, our Company continues to be a net cash positive as on 31[st] March, 2025.

Operating profit margin (%):

Operating profit for FY 2024-25 stands at healthy 21.9% (FY 2023-24: 20.3%) majorly accounted by favourable product mix.

Other key ratios

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Ratio FY 2024-25 FY 2023-24
Debtors’ turnover ratio 5.4 5.8
Return on Net-worth 18.2% 16.4%
Inventory turnover ratio 1.6 1.7
Current ratio 4.2 3.7
Debt-service coverage ratio 47.83 32.6
Operating profit ratio 21.9% 20.3%
Net profit margin 19.1% 16.0%
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No material changes and commitments have occurred after the close of the year till the date of this report, which may affect the financial position of our Company. Further more, there have been no significant changes in other key financial ratios requiring disclosure and explanation as per the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015.

R&D expenditure:

In FY 2024-25, our Company’s spend in R&D were J 1,536 crores or 5.6% of revenues, reflecting its commitment to developing cutting-edge healthcare solutions and strengthening its position as a provider of high-quality and affordable medicines.

8Interest coverage ratio = EBITDA ÷ Total finance cost

Statutory Reports Financial Statements

(in in J crores and %))

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R&D expenditure (in in J crores and %))
6.9
5.9 6.1
5.2 5.6
4.8
R&D expenditure R&D expenditure as a % revenues
1,571 1,536
1,344
1,175 1,122
924
FY 2019-20 FY 2020-21 FY 2021-22 FY 2022-23 FY 2023-24 FY 2024-25
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The absolute trajectory of the spends and product filings remains intact, with all priority assets progressing well and other portfolio development efforts remaining on course.

Abbreviated New Drug Application ("ANDA") and New Drug Application ("NDA") portfolio and pipeline

Please refer to Intellectual Capital on page no. 74 of this report for our Company's "ANDA" and "NDA" portfolio and pipeline.

Capital allocation[9]

Cipla’s management and the Board strive to optimise capital allocation based on business and financial parameters, ensuring a sustainable foundation for its operations. Shareholders play a crucial role in success demonstrating continued trust and also providing them with the capital required for growth aspirations. Our Company’s capital allocation policy aims to strike a judicious balance between retaining cash for operations and contingencies, while also rewarding and creating value for shareholders.

The Board has a policy of dividend pay-out of up to 30% of consolidated PAT. Nonetheless, it retains the flexibility to recommend a lower dividend based on a comprehensive analysis of the business environment and other internal, external and regulatory factors.

Cipla recognises the importance of cash retention for its growth, expansion and diversification endeavours. Our Company has a robust financial management process that assesses the requirement of funds for sustainable business operations and continues to strategically commit capital across value-accretive avenues and future growth levers.

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Organic and Enhancements/
inorganic sustenance in
growth manufacturing
opportunities infrastructure
Research and
Working capital development
requirements to strengthen
portfolio
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(in H )

Dividend per share

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Dividend payout ratio (in %)
25 25 25
21
17
16
Dividend payout ratio
13
3
8.5 13
5 5
4
FY 2019-20 FY 2020-21 FY 2021-22 FY 2022-23 FY 2023-24 FY 2024-25
FY 2019-20 FY 2020-21 FY 2021-22 FY 2022-23 FY 2023-24 FY 2024-25
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To align the growth with the overall profitability it is proposed to pay dividend per share of H 16 for FY 2024-25.

9GRI 3-3

Cipla Limited | Annual Report 2024-25

Caring For Life

Management Discussion and Analysis

Cipla's 90-year commitment to advancing healthcare has significantly impacted patients worldwide. Guided by its purpose, ‘Caring for Life’, Cipla excels in multiple therapeutic areas, especially respiratory care in India and emerging markets. The Company has transformed its business models, expanded its global footprint and reinforced its competitive edge.

Cipla invests in automation and digitalisation to enhance efficiencies in portfolio selection, manufacturing, supply chain and quality operations. It prioritises talent development, fostering a culture of agility, innovation and excellence. Cipla maintains a robust quality management system to ensure regulatory compliance and boasts advanced manufacturing capabilities for high-quality exports. In R&D, Cipla is increasing spending on respiratory products, peptide injectables and biosimilars, integrating data science and digital technology into its efforts.

Cipla offers complex products at affordable prices, serving patients with innovative respiratory drugdevice combinations, complex formulations and a wide array of capabilities across injectables, oral solids and inhalation therapies. The Company strategically leverages opportunities while managing risks.

Globally, Cipla’s teams work to meet patient expectations, strengthen core operations, and identify emerging opportunities to deliver superior returns to shareholders. The Company has exceeded stakeholder expectations with rigorous portfolio execution and financial discipline, driving higher profitability and improved cash flow. Cipla focuses on fortifying its core franchises while exploring new areas like complex generics, biosimilars, new therapies, inhalation devices, diagnostic solutions, advanced technology platforms and digitised business models. The consumer business has shown steady growth, addressing unmet needs in categories such as pain relief, cold and cough, smoking cessation, gut health, skincare and feminine hygiene.

Global overview and Key Therapy areas:

Global medicine market size and growth for 2014–2028 including estimated COVID-19 vaccine and therapeutic spending:

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2500 25%
2000 20%
1500 15%
1000 10%
500 5%
0 0%
2014 2015 2016 2017 2018 2019 2020 2021 2022 2023 2024 2025 2026 2027 2028
Global spending USD billion % Growth constant USD
Spending USD billion
% Growth constant USD
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Source: IQVIA Market Prognosis, September 2023; IQVIA Institute, December 2023.

Corporate Overview & Integrated Report

Financial Statements

The total amount spent on purchasing medicines from manufacturers before off-invoice discounts and rebates is projected to reach USD 2.3 trillion by 2028, growing at an annual rate of 6–9% (at 5–8% including expenditures on COVID-19 vaccines and therapeutics). Growth trends are expected to stabilise following disruptions experienced during the 2020–2023 pandemic period. Key drivers of this recovery include launch of new product and the effect of patent expiries, with biosimilars playing an increasingly significant role in shaping market dynamics.

By 2028, the highest forecasted therapy areas for spending include oncology, immunology, diabetes, cardiovascular and neurology. Oncology is expected to see a 14–17%

Compound Annual Growth Rate (‘CAGR’) through 2028, driven by the continued launch of novel cancer treatments. Diabetes is projected to become the third-largest therapy area globally, reaching nearly USD 184 billion, with an estimated growth of 3–6% over the next five years. Seasonal respiratory infections, including cough, cold and flu along with flu vaccines are expected to grow at 5% through 2028. Mental health spending is forecasted to rise by 9–12%, fueled by innovations in anxiety and depression treatments, while obesity-related therapies are anticipated to grow at 24–27% as highly effective treatments gain wider adoption across multiple countries.

Cipla is moving in line with the global trends:

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Respiratory:

Oncology:

Other Chronic therapies:

One India business leads in North America has consolidated its Our key brands like Dytor, Urimax Respiratory, ranking #1 with a Oncology franchise with gRevlimid, franchise, Tazact etc. continued to market share of over 25%[1] . In Lanreotide ANDA and Lanreotide grow faster than, the market and North America, Cipla is fourth 505(b)(2) in the portfolio. Recently, gained market share. During the largest player in terms of number the business has also received the year, the business also launched of prescriptions[2] . Albuterol generic drug approvals of Nilotinib Empagliflozin in India, a medication enhanced its market share to ~18% 505(b)(2) and gAbraxane with a used to treat type 2 diabetes, and during the year. plan to launch in FY 2025-26. other conditions like chronic kidney disease and chronic heart failure.

In the long term, the Company aims to strengthen its presence in 505(b)(2) and Oligonucleotide assets, alongside advancing a Global Biosimilar asset currently in the early stages of development. Additionally, the company aspires to become ‘Future Fit’ by investing in emerging therapies, with a focus on areas such as Mental health and Obesity.

Evolving framework across key regulated markets

In 2024, the approval of novel drugs, first generics, biologics and biosimilars progressed steadily across nations, ensuring seamless availability of essential chronic treatments for patients globally. Meanwhile, the global pharmaceutical sector is witnessing major influences from evolving regulatory policies, the adoption of advanced digital health solutions, therapeutic advancement and the growing emphasis on sustainable practices. These elements are collectively driving innovation and shaping the industry's future.

National List of Essential Medicines (‘NLEM’), 2022 - Indian Pharmaceutical Market

In a bid to make drugs affordable, Ministry of Health and Family Welfare revisits and revises National List of Essential Medicine (‘NLEM’) every five years. NLEM 2022 was released by the Ministry in September 2022, a revision to the previous NLEM 2015 (delayed by around two years due to pandemic). Pricing of several antibiotics, vaccines, anti-cancer drugs and many other important drugs have become more affordable effective from 11[th] November, 2022. The NLEM focuses on aspects such as safety,

1 & 2 IQVIA MAT March 2025

Cipla Limited | Annual Report 2024-25

Caring For Life

efficacy, availability and affordability. It comprises of 384 drugs across 27 categories. While the 2022 list has 34 new drugs, 26 drugs from the 2015 list have been removed. Cipla is compliant with the Drug Price Control Order (‘DPCO’) and ensures adherence to pricing regulations set by the government. The Company is committed to patient well-being by prioritising patient-centricity, affordability and accessibility through the production of highquality medicines.

training, frameworks, and ecosystem—while specialised teams identify key integration areas to optimise processes and drive innovation. AI training programs are being introduced and partnerships with leading research institutions and tech firms will ensure we stay ahead of advancements. By continuously monitoring AI’s impact, refining strategies, and fostering a culture of learning, we aim to maximise its value. In FY 2024-25, we will scale these initiatives, enhance innovation in healthcare technology and maintain transparency to build stakeholder trust.

Advanced therapies

The global pharmaceutical industry is evolving with key therapeutic trends. Oncology leads growth with innovative treatments, while immunology and neurology are emerging as critical areas with breakthroughs in biologics and neurological care. Diabetes and cardiovascular treatments continue to address widespread health challenges and rare diseases see rising focus through personalised medicine. Efforts in infectious diseases are shifting beyond pandemic treatments to broader health concerns. These trends highlight the industry’s commitment to innovation and addressing diverse healthcare needs.

Health tech innovations

Digital health solutions are revolutionising the pharmaceutical industry by enhancing patient care and streamlining operations. Through tools like telemedicine, health apps and wearable technologies, they enable remote monitoring and personalised treatment. These innovations improve medication adherence, facilitate real-time data collection and support research and development. Additionally, digital platforms strengthen communication between healthcare providers, patients and pharma companies. Together, they drive efficiency, accessibility and better health outcomes globally.

Medical devices

In 2024, the Indian government continued to advance initiatives under the National Medical Devices Policy, aimed at fostering domestic growth in the sector and ensuring the availability of affordable, high-quality medical devices for global markets. In alignment with this policy direction, Cipla remained focused on strengthening its leadership in respiratory devices by identifying and investing in strategic areas within the segment. The Company further enhanced its internal regulatory frameworks and refined its overall device strategy to better align with evolving market dynamics across both domestic and international markets.

Artificial intelligence (‘AI’)

In FY 2023-24, Cipla committed to 15 AI use cases across operations, markets, talent and strategy, leveraging AI to derive personalised insights from large, unstructured data sets. Encouraged by initial success, we have begun establishing a scalable AI foundation—focusing on people,

Key Financial highlights

Please refer to Financial Capital on page no. 128 of this report for key financial highlights and financial performance of the Company in FY 2024-25.

Business performance and Outlook

One-India

Cipla’s One-India business comprises of branded business, trade generics (through Cipla Pharma and Life Sciences Limited) and consumer health business (through Cipla Health Limited). Cipla’s One India Business posted a healthy growth of 7% for the financial year, propelled by traction in branded prescription, trade generics and consumer health business. The business continues to witness strong growth across core therapies.

The focus for FY 2025-26 will be towards maintaining market beating growth, increasing the share of chronic therapies, traction in big brands, industry leading medical representatives’ productivity and enhancing patient experience with digital analytics and data science.

Branded prescription business

Cipla’s branded prescription business has maintained strong momentum in FY 2024-25. Chronic therapies have been a key growth drive for us, with faster than market growth in our focus therapies of respiratory, cardiac and urology.

The contribution of chronic therapy sales has increased to 61.5%, driven by strong growth in chronic therapies and the strategic addition of anti-epilepsy brands from Sanofi. Our brand, Foracort, has consistently held the No. 1 position in the Indian Pharma Monthly (‘IPM’) throughout the year and continues to maintain its top ranking, recently crossing H 900 crores in sales for the first time in MAT March 2025. Furthermore, our top brands continue to outperform the market across key focus therapies. In the Cardiac segment, the Dytor franchise has entered the IPM Top 50, while in Urology, the Urimax franchise has joined the H 400 crores club, with its flagship brand, Urimax D, securing a spot in the IPM Top 100. Additionally, our anti-AR brand, Montair

Corporate Overview & Integrated Report

Financial Statements

LC, has entered the H 300 crores club, further strengthening our presence in the market.

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Market Market Cipla Market
Therapy
rank Share Growth Growth
Overall 3 5.5% 7.4% 8.0%
Chronic 2 8.6% 7.6% 9.8%
Acute 8 3.5% 7.2% 6.9%
Respiratory 1 25.3% 6.1% 3.4%
Urology 2 12.4% 18.9% 13.6%
Anti-infectives 4 6.9% 7.2% 5.1%
Cardiac 7 5.0% 12.6% 11.7%
Gastro-Intestinal 10 2.8% 11.5% 9.7%
Anti-diabetics 10 3.4% 8.5% 8.2%
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Roche in oncology and with Sanofi in Anti-Epilepsy. In FY 2024-25, we entered into a partnership with Orchid Pharma Limited for their Antimicrobial Resistance (‘AMR’) portfolio. This partnership aligns with our strategy to build a robust portfolio in the AMR space. Our partnership with MannKind Corporation, USA for inhaled insulin will provide patients in India with access to this device for the first time, further expanding our portfolio of anti-diabetes medicines. To further strengthening our ophthalmology portfolio, we have signed our first multi-regional licensing deal with Formosa Pharmaceuticals Inc., to bring an innovative treatment - clobetasol propionate ophthalmic suspension.

Strong Sales in In Licensed Deals (in H crore)

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FY 2019-20 2020-21 2021-22 2022-23 2023-24 2024-25
993
761
531
368
245
182
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Therapy-wise share split of India Branded prescription business

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36.4%
7%
2.6%
3.5%
4.3%
4.5%
5.1%
5.5%
5.5%
11.8% 13.8%
Respiratory Neuro / Cns
Anti-infectives Pain/analgesics
Cardiac Derma
Anti diabetic Ophthal
Gastro intestinal Others
Urology
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Outlook FY 2025-26

We aim to sustain our growth momentum and outperform the market by strengthening our core brands and ensuring successful new launches. Our focus will remain on high-efficacy molecules in Antidiabetes, Respiratory and AMR therapies. Enhancing field force productivity and supporting healthcare professionals (‘HCPs’) and patients will be key priorities, supported by the continued integration of digital tools and analytics. While pricing pressures from NLEM changes are expected to persist, we will mitigate the impact through volume-led growth.

Source: IQVIA MAT March 2025

We continue to strengthen our presence in targeted therapies by partnering with global pharma companies. Our In-licensing portfolio has grown at 40% CAGR over the last 5 years. Our partnerships include in-licensing deals with Novartis and Eli Lilly in the Anti-diabetes segment, with

Cipla Limited | Annual Report 2024-25

Caring For Life

Trade Generics business

In FY 2024-25, the generics business unit at Cipla Pharma and Lifesciences Limited, subsidiary of the Company, transitioned to a new distribution model and optimised operations to enhance profitability and sustainability. The implementation of the newly structured distribution framework led to a temporary business impact during the first two quarters of the year. However, the business continued to thrive in a dynamic and challenging market environment, demonstrating resilience and adaptability in the face of challenges. The business continued to strengthen its leadership position in the generics market industry via brand building initiatives and improving reach via deep distribution.

The retail vertical of the business has expanded across India, enabling productive engagements at over 1.5 lakh retail and pharmacy stores. This expansion is enhancing the reach and demand for generic products, ensuring accessibility down to the last mile. Additionally, the business continues to invest in innovative digital capabilities, broadening its audience and fostering new ways to engage with customers. To meet evolving patient needs, new products have been introduced, further strengthening the portfolio. Moreover, consumerisation initiatives are being expanded to bring products closer to users, enhancing accessibility and overall impact.

Consumer business

In India, Cipla’s consumer health business is housed under its wholly owned subsidiary, Cipla Health Limited (‘CHL’). In FY 2024-25, the business continued to drive “illness to wellness” theme led by brand building initiatives, deep distribution and category innovations.

Consumer reached

200K+

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~550K+
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Grocers and Others*

Pharmacies*

110K+

~10K+

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Modern Trade**

Cosmetics*

12

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*Basis AC Nielsen data ** Basis internal data

E-commerce**

Outlook for FY 2025-26

The business unit aims to continue the growth momentum and is committed to enhancing its core business through strategic measures such as simplified commercials, concentrated emphasis on big brands, launching new products, increasing field presence across geographies & therapies, implementing market shaping initiatives and driving a mass market portfolio.

At the same time, focus will be on building new business by strengthening presence in emerging therapies and consumer segments, leveraging innovative digital tools for improved engagement with channel partners and launch of patient centric initiatives. The business remains committed and focused to delivering value to all stakeholders and building to improve access to patients.

The business delivered strong growth with healthy profit margins led by healthy traction in both core and emerging brands driven by high consumer awareness through robust media campaigns and in-depth consumer insights conducted throughout the year. The business has five core H 100 crores+ brands and is well positioned for growth across brands.

In FY 2024-25, CHL also completed the acquisition of Ivia Beaute Private Limited to further strengthen its position in the fast-growing beauty and personal care sector catering to the aspirational consumer of India. CHL has an omni channel sales distribution with presence across Chemists, Grocers, Cosmetic Stores, Modern Trade, E-Commerce, Quick Commerce as well as D2C channels.

Top brands like Nicotex, Omnigel, Cofsils, Prolyte, Cipladine, Endura Mass and Maxirich continue to build a strong connect with their consumers through an “Always On Media” approach.

Corporate Overview & Integrated Report

Financial Statements

Anchor Brands

Omnigel Cipladine	Omnigel Cipladine	Omnigel Cipladine	Omnigel Cipladine
	#1**	#1**
	Pain Care		Medicated Ointments
Prolyte ORS Astaberry
	#2**	#2***
	ORS	Hair Removal
		Cream
	Nicotex	Cofsils
	#1*		#2**
	Nicotine replacement therapy		Sore Throat

across the United States. Our market share in Albuterol segment has increased from 13% at the end of FY24 to 18%[3 ] at the end of FY25.

During the year, we successfully launched two complex peptide injections in the U.S. market. Additionally, we introduced three injectable products with Competitive Generic Therapy (‘CGT’) exclusivity, further strengthening our specialty portfolio. Our 505(b)(2) development pathway progressed with the FDA approval of Nilotinib capsules in February 2025, with a planned launch in FY 2025–26. We continued to enhance our respiratory capabilities in the U.S. through strategic investments in our Long Island and Fall River facilities. Notably, we filed Abbreviated New Drug Applications (‘ANDAs’) for a generic version of Symbicort and another inhaled product over the past 12 months. Furthermore, our Goa manufacturing facility received Voluntary Action Indicated (‘VAI’) status from the U.S. FDA, paving the way for future product launches from this site.

Our commitment to community well-being is reflected in our active participation in initiatives such as the Lung Force Walk through the COPD Foundation, as well as our continued support and funding for the American Cancer Society. These efforts are a testament to our enduring purpose and vision: Caring for Life.

Note: Market share as per latest market estimates

*IQVIA estimates as on March 2025 | ** AC Nielsen Estimates as on March 2025 | *** AC Nielsen Estimates as of March 2025

Outlook for FY 2025-26

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• CHL will continue the growth momentum by making big brands bigger, strengthening current portfolio position in the market, and build a formidable franchise to improve consumer’s lives every day.

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• CHL will focus on brand-building of existing brands while also exploring inorganic opportunities and strengthening its play in digital channels of growth.

North America

Cipla’s North America business delivered its highest-ever annual revenue, reaching USD 934 million, driven by strong momentum in our differentiated product portfolio. This growth was fueled by the successful launch of complex generics such as Lanreotide ANDA and continued value maximisation from our base portfolio. During the financial year, Cipla marked a significant milestone—completing 10 years of direct market presence in the United States. Since the launch of Albuterol five years ago, we have cumulatively shipped over 50 million inhalers to customers

Market Segment	TRx Overall Market Rank	TRx Overall Market Share
Albuterol HFA*	2	18.7%
Budesonide Solution	3	18.0%
Sertraline Tablets	2	22.7%
Esomeprazole Granules	1	44.3%
Ipratropium + Albuterol solution	3	18.8%

Source: IQVIA TRx share for the month of March 2025

*Total Albuterol MDI market

Growth during the years (in USD mn)

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FY 2021-22 2022-23 2023-24 2024-25
16%+
906
934
733
594
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3 IQVIA data for the week ending 28th March, 2025

Cipla Limited | Annual Report 2024-25

Caring For Life

Outlook FY 2025-26

Our strategic investments in inhalation therapies, complex generics, peptide-based injectables and emerging areas such as oligonucleotides and differentiated 505(b)(2) products are positioning us for sustained growth over the medium to long term. The unlocking of capacity at our China respules facility, along with our Metered Dose Inhaler (‘MDI’) and Dry Powder Inhaler (‘DPI’) manufacturing sites in the U.S., is expected to contribute significantly to revenue in FY2025–26 and FY2026–27.

Pipeline Portfolio Update and Break-up

80	13
Total UA/TA*	Filed in FY
March 2024	2024-25
79	0
Total UA/TA Mar 2025	Withdrawals

New product launches played a pivotal role in this success, with fresh offerings contributing significantly to the strong growth witnessed in FY2024–25.

Private Market – OTC and Rx

Cipla’s private market business outperformed industry trends, delivering a strong secondary revenue growth of 6.7%—approximately 1.3 times the overall market growth. Cipla now ranks second in the prescription (Rx) market and stands out one of the companies with a business exceeding ZAR 3 billion in value. In the over-the-counter (‘OTC’) segment, Cipla holds third position, with OTC segment growing faster than the market. Actor Pharma (Pty) Ltd continues to be a key growth driver in the OTC space, with a strategic focus on women’s health, anti-infectives and paediatric care.

Both Cipla’s OTC and Rx businesses have grown ahead of the market, resulting in increased market share compared to the previous year.

Market Segment	Market Rank	Market Share	Cipla Growth	Market Growth
OTC & OTC SEP	3	8.5%	6.3%	4.4%
Rx	2	8.7%	6.9%	5.8%
Total	3	8.7%	6.7%	5.3%

Source – IQVIA MAT March 2025

Private Market - Therapy View

14

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Final Approvals FA* & TA to FA in FY 2024-25

At a therapy level, Cipla has increased its market shares across key therapies including Respiratory, Nervous System, Musculo-skeletal system Anti-Infectives, Cardiovascular and G.U. System + Sex Hormones.

Note:* UA- Under Approval, TA- Tentative approval, FA- Final approval

One Africa (South Africa, Sub-Saharan Africa, North Africa and Cipla Global Access)

FY 2024-25 delivered strong performance across multiple parameters in One Africa region. Despite an intensive competitive environment, One Africa landed at a revenue of H 3,827 crores with growth of 14% in H terms (ExQCIL divestment)

South Africa

Cipla South Africa continued its strong performance, delivering robust core revenue growth and accelerated profitability. The business recorded a 15% year-on-year increase in revenue in local currency terms, reaching ZAR 6.3 billion. This growth was driven by outstanding performance across both the private and tender segments. The private market contributed 77% of the total revenue, with the remaining 23% coming from the tender business.

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Market Market Cipla Market
Therapy
Rank Share Growth Growth
Systemic Anti- 1 12.3% 8.4% 0.8%
infectives
G.U.System+ sex 3 11.8% 22.6% 6.1%
hormones
Respiratory system 2 15.1% 3.3% 2.8%
Nervous system 3 11.5% 6.3% 4.9%
Cardiovascular 3 8.4% 9.2% 3.6%
system
Alimentary 4 5.9% 10.1% 12.6%
Tr+metabolism
Musculo-skeletal 4 7.4% 8.2% 3.9%
system
Antineoplast+ 8 6.1% -11.2% 2.4%
immunomodul
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Source – IQVIA MAT March 2025

Corporate Overview & Integrated Report Statutory Reports Financial Statements

Tender

Cipla’s tender business delivered outstanding growth in FY 2024–25, elevating our position to the second-largest player in South Africa’s tender market. This performance is underpinned by our strong presence in antiretrovirals (‘ARVs’), vaccines, respiratory therapies, and oral solid dosage (‘OSD’) forms. Through our current tender engagements, we are proud to support the treatment of over three million patients annually.

Outlook for FY 2025-26

The outlook for Cipla South Africa remains highly positive. Building on the momentum of FY 2024–25, we are well-positioned to capitalise on strategic opportunities with a continued focus on profitability. Our growth strategy will center on strengthening market leadership through organic product launches, as well as strategic partnerships and collaborations. We anticipate sustained expansion and deeper market penetration in the coming year.

North Africa (‘NA’)

In FY 2024-25, our North Africa operations delivered exceptional results, achieving 22% year-on-year growth and exceeding both revenue and profit targets, despite facing substantial challenges. Operating primarily in Morocco and Algeria, we strengthened our leadership in key therapeutic areas, ranking first in CNS and second in Respiratory in Morocco, and securing fifth in Respiratory, and second in MDIs in Algeria. Our strategic partnership model also enabled us to extend our reach into French West Africa, significantly improving patient access to critical treatments.

Outlook for FY 2025-26

Looking to 2026, we are preparing for a transformative year as we expand into Oncology, with the launch of treatments for myeloma and myelodysplastic syndromes and breast cancer. We will also continue to build on our strength in respiratory in Morocco and Algeria. We are well-positioned to leverage our strong foundation, strategic vision and leadership to drive continued growth and reinforce our competitive position in the region.

Sub Saharan Africa (‘SSA’)

Cipla’s Sub Saharan Africa business has demonstrated strong double-digit growth of 18% YoY in FY 2024-25 in USD terms, bolstered by exceptional growth in Ghana in West Africa and Mauritius and Madagascar in the Oceanic cluster. We are strengthening our market leadership in Kenya, delivering growth that outpaces the market by 16% points. Cipla holds a leading position in respiratory therapies and commands over 10% market share in key therapeutic areas including gastrointestinal, pain management and respiratory care.

Outlook for FY 2025-26

The Sub-Saharan business remains deeply committed to delivering innovative treatment solutions to patients across the region. By leveraging digital innovation in asthma and Chronic Obstructive Pulmonary Disease (‘COPD’) diagnosis, we aim to enhance early detection and access to care for respiratory diseases— further reinforcing our strong market position in the respiratory segment. In parallel, we are focused on building a robust portfolio in cardiovascular and diabetes therapies to address the growing burden of non-communicable diseases. We will continue to strengthen our market leadership in East Africa while accelerating growth in Southern and West Africa, with a particular emphasis on Ghana.

Cipla Global Access (‘CGA’)

Cipla’s revolutionary efforts and established long term alliances with funding organisations globally, have been at the forefront of extending the reach of affordable care for HIV/AIDS and malaria patients since 2001. TLD (Tenofovir/Lamivudine/Dolutegravir 300/300/50 mg) is the most widely taken drug in the 1[st] line Anti-retro viral(‘ARV’) treatment currently and has reached millions of patients through various Institutional agencies.

In FY 2024-25, we catered to the needs of around 1.5 million + patients in 64 countries and also launched the Paediatric Abacavir/Lamivudine/ Dolutegravir (‘pALD’). This was complemented with strong strides made in the availability and supply of Anti Malaria and Reproductive Health medicines as well.

Outlook for FY 2025-26

Cipla Global Access remains steadfast in its mission to deliver life-saving, affordable medicines across multiple countries, primarily in low- and middleincome countries (‘LMICs’). In FY2025–26, we aim to expand our impact by launching new products and entering additional therapeutic areas, including reproductive health, oncology and anti-tuberculosis treatments—broadening patient access to essential, low-cost medications. Our focus will remain on scaling capacity, enhancing operational efficiency and onboarding new customers to strengthen our global footprint and ensure sustainable growth.

Cipla Limited | Annual Report 2024-25

Caring For Life

Emerging Markets and Europe (‘EMEU’)

Cipla’s EMEU region delivered a strong turnaround in FY2024–25, achieving revenue of USD 390 million— reflecting a robust 15% year-on-year growth in USD terms, despite ongoing market volatility. This performance was driven by our deep market strategy and the successful execution of our “Energise, Build & Win” theme, which laid a solid foundation for sustainable growth while maintaining healthy margins.

Portfolio Update:

Our focus is to build future pipeline of differentiated products, both in-house and through licensing route, to drive growth in our deep markets. In FY 2024-25, we filed 100+ products across markets.

Key Launches during FY 2024-25 across EMEU

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Molecules Therapy Geography
Beclometasone + Respiratory Germany, Spain,
Formoterol MDI Norway, EU
Fluticasone MDI Respiratory France, Saudi
Arabia
Fluticasone Respiratory Australia, Italy,
Salmeterol DPI Saudi Arabia
Dymista NS Respiratory China
Esomeprazole Gastroenterology China
Dapagliflozin Antidiabetic China
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Outlook for FY 2025-26

EMEU will continue to prioritise deep market engagement while advancing a differentiated product pipeline. Our focus remains on ensuring timely product launches and fostering meaningful partnerships—key enablers in achieving our doubledigit growth aspirations.

Active Pharmaceutical Ingredients (‘API’)

With its 60+ years’ experience in manufacturing APIs, Cipla has produced 200+ APIs of various complexities. The APIs are supplied to 50+ countries across the globe helping local pharmaceutical companies reach out to their patients. The Company continues to be a preferred partner to many large generic pharmaceutical companies globally due to its focus on niche molecules and manufacturing scale. A strong dedicated team of over 300+ scientists aid the Company to differentiate itself with the capability to handle a wide range of chemistries and complex molecules.

Cipla covers a wide array of therapies with 2470 Drug Master Files (‘DMFs’) submissions till date. Within FY 2024-

25, Cipla made 266 DMF filings in various countries. The Company has a robust portfolio of over 158 APIs across regulated markets in various stages of development.

Manufacturing Capability

Cipla operates four API manufacturing sites that are fully compliant with current Good Manufacturing Practices (’cGMP’) and approved by leading international regulatory authorities, including the U.S. Food and Drug Administration (’US FDA’), European Directorate for the Quality of Medicines and Healthcare (’EDQM’), Pharmaceuticals and Medical Devices Agency, Japan (’PMDA’), World Health Organisation (’WHO’), Therapeutic Goods Administration, Australia (’TGA’), and Korea Food and Drug Administration (’KFDA’).

These facilities include dedicated units for the production of oncology, hormone and corticosteroid active pharmaceutical ingredients (’APIs’), with a total API manufacturing capacity exceeding 850 metric tons. Cipla also brings advanced capabilities in handling a wide range of batch sizes and offers specialised expertise in particle engineering and micronisation—critical for achieving the desired particle sizes in respiratory APIs.

The Company’s infrastructure includes three API Research & Development (’R&D’) centres, two pilot plants and three safety screening laboratories. All manufacturing sites are equipped with zero liquid discharge systems and comprehensive wastewater treatment facilities, including Effluent Treatment Plants (’ETP’) with MultiEffect Evaporators (’MEE’), Agitated Thin Film Dryers (’ATFD’), Vertical Thin Film Dryers (’VTFD’) and Reverse Osmosis (’RO’) units. Notably, all of Cipla’s India-based manufacturing sites have been certified as ‘Zero Waste to Landfill’, underscoring the Company’s commitment to sustainable and environmentally responsible operations.

Business Performance

In FY 2024-25, the API Business had multiple headwinds like geopolitical issues, global supply chain interruptions, high inflation rates and pressure on margins for commercialised molecules. Geopolitical issues majorly impacted the prices of Key Starting Materials and Intermediates thereby increasing the API prices. However, the Company was not only agile with regular supplies but also ensured timely supplies to support customers with their critical launches and lock-in with multiple customers.

API Business revenue witnessed a marginal dip as compared to the previous financial year. The FY 202425 revenue stood at USD 67 million. The revenue by geography and by therapy is reflected in the graph below. The API business delivered strong performance, driven by a successful mix of differentiated products, enhanced traction in market seeding and effective customer lock-ins.

Corporate Overview & Integrated Report

Financial Statements

Demonstrating operational excellence, Cipla successfully supplied over 90 distinct molecules to more than 250 customers globally.

FY 2024-25: Revenue by Geography

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5%
13%
37% 45%
Emerging Markets North America
Europe and Key Accounts India
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FY 2024-25: Revenue by Therapy

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22%
24%
8%
19%
12%
15%
Respiratory Oncology
Gastrointestinal Cardiovascular
Central Others
Nervous System
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Cipla continues to strengthen its global footprint by partnering with leading generic companies and innovators to support the launch of new products across key markets, including Europe, Japan, Korea and Brazil. Our strong relationships with some of the world’s largest generic pharmaceutical companies have enabled us to enhance value delivery and improve commercial outcomes for our partners. Looking ahead, Cipla aims to increase the number of seeding and lock-in opportunities for new molecules under development—laying the foundation for sustainable and long-term growth. To support this ambition, the company plans to expand its API R&D and manufacturing capacities. A continued focus on productivity and operational excellence has also led to significant cost optimisation, driven by ongoing improvements in process efficiency and yield.

Outlook for FY 2025-26

We remain aligned with Cipla’s core purpose of “Caring for Life”, striving to improve health outcomes globally. In FY2025–26, the business will continue to execute its reimagined strategy—focusing on critical and high-demand APIs to ensure reliable and uninterrupted supply to customers.

Key priorities for FY 2025-26 include maintaining a strong market position in the Top 10 APIs, onboarding new business through an expanded pipeline of molecules, and enhancing market presence through organic launches. We will also deepen its global footprint by partnering with innovators and expanding into untapped markets, reinforcing Cipla’s commitment to sustainable and inclusive growth.

Human Resource Management and Industrial Relations

For details on Cipla’s approach towards Human Resources, refer to Human Capital on page no. 78 of this report.

Adherence to accounting standards

The Company continues to adhere to standard accounting policies under the Indian Accounting Standards (Ind AS), applicable since 1[st] April, 2016. IND AS 116 pertaining to Leases was the sole addition under Section 133 of the Companies Act, 2013. These policies are to be read along with the relevant applicable rules and accounting principles. Changes in policies, if any, are approved by the Audit Committee.

Cipla Limited | Annual Report 2024-25

Caring For Life

Opportunities

Please refer page no. 48 for opportunities on material topics for the Company in the “Double Materiality Assessment” section.

Threats, risks and concerns

Threats such as geopolitical instability, trade protectionism, rise of popularity of anti-obesity medications, government imposed pricing and market competition can impact the Company’s financial stability and hamper its business performance.

The Cipla Enterprise Risk Management (‘ERM’) program covers its key risks across all its business areas. The Investment and Risk Management Committee of the Board reviews and discusses the risk updates on a quarterly basis.

Please refer Page no. 54 for Enterprise Risk Management framework and overview of key risks and the mitigation measures.

Internal control and its adequacy

Cipla has an adequate system of internal controls commensurate with the nature of its business and the

size and complexity of its operations. The Company has adopted policies and procedures covering all financial, operating and compliance functions. These controls have been designed to provide a reasonable assurance over:

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• Effectiveness and efficiency of operations,

• Prevention and detection of frauds and errors,

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• Safeguarding of assets from unauthorised use or losses,

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• Compliance with applicable laws and regulations,

• Accuracy and completeness of the accounting records, and

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• Timely preparation of reliable financial information.

The current system of Internal Financial Controls (‘IFC’) is aligned with the requirement of the Companies Act, 2013 and is in line with globally accepted risk-based framework as issued by the Committee of Sponsoring Organisations (‘COSO’) of the Treadway Commission.

The Company has an Internal Audit (‘IA’) function which functionally reports to the Audit Committee, thereby maintaining its objectivity. The IA function is supported by a dedicated internal audit team and resources from external audit firms.

Corporate Overview & Integrated Report

Financial Statements

Board’s Report

Dear Members,

The Board is pleased to submit its report on the performance of the Company along with the audited standalone and consolidated financial statements for the year ended 31[st] March, 2025.

Financial Summary and State of Affairs

( H in crores)

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Year ended 31 [st] March, 2024 Year ended 31 [st] March, 2025
Particulars
Standalone Consolidated Standalone Consolidated
16,574.34 25,774.09 Gross total revenue 19,044.85 27,547.62
4,946.97 5,896.72 Profit before tax and exceptional item from continuing 6,174.16 6,820.81
operations
485.17 - Profit before tax from discontinuing/restructuring - -
operations
3,714.19 4,121.55 Profit after tax attributable to shareholders from continuing 5,157.65 5,272.52
operations
363.06 - Profit after tax and attributable to shareholders from - -
discontinuing/restructuring operations
(81.85) (60.93) Other comprehensive income not to be reclassified to (12.58) (56.17)
statement of P&L from continuing operations
2.09 (59.65) Other comprehensive income to be reclassified to 2.60 274.83
statement of P&L from continuing operations
- - -
(0.60) Other comprehensive income not to be reclassified
to statement of P&L from discontinuing/restructuring
Operations
19,634.22 18,057.03 Surplus brought forward 22,950.83 21,438.78
23,637.00 22,124.95 Profit available for appropriation 28,095.52 26,694.11
Appropriations:
(686.17) (686.17) Dividend (1,049.83) (1,049.83)
22,950.83 21,438.78 Surplus carried forward 27,045.69 25,644.28
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The financial results and the results of operations, including major developments and statement of affairs of the Company have been discussed in detail in the Management Discussion and Analysis.

The above information has been prepared on the basis of the standalone and consolidated financial statements.

Share Capital

During the year, the Company issued and allotted 2,50,058 equity shares of H 2/- each to its employees under the Employee Stock Option Scheme 2013-A and Cipla Employee Stock Appreciation Rights Scheme 2021. As a result, the issued, subscribed and paid-up share capital of the Company increased from H 1,61,47,34,124/- (divided into 80,73,67,062 equity shares of H 2 each) as on 31[st] March, 2024 to H 1,61,52,34,240 /- (divided into 80,76,17,120 equity shares of H 2 each) as on 31[st] March, 2025. The equity shares issued under the Employee Stock Option Scheme 2013-A and Cipla Employee Stock Appreciation Rights Scheme 2021 rank paripassu with the existing equity shares of the Company.

Apart from the above, there were no other change in the equity share capital during the year.

Dividend

The Board recommends a final dividend of H 13 /- per equity share and a special dividend of H 3/- per equity share on the occasion of completing 90 years of the Company, taking the total dividend to H 16/- per equity share for the financial year ended 31[st] March, 2025. The payment of dividend is subject to the approval of members at the ensuing Annual General Meeting (‘AGM’) and deduction of income tax at source. Upon approval at the AGM, will be paid to those members whose names will appear in the Register of Members/ Beneficial Owners as at the close of business hours on Friday, 27[th] June, 2025 i.e. Record Date. The total dividend pay-out will be approximately H 1,292.19 crores, resulting in a payout of 25.05% of the standalone profit after tax of the Company.

The Dividend Distribution Policy of the Company is available on the website of the Company in the investor section and

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can be accessed by using the link https://www.cipla.com/ sites/default/files/2023-05/Dividend-Distribution-Policy.pdf.

Management Discussion and Analysis Report

Pursuant to Regulation 34 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI Listing Regulations”), the Management Discussion and Analysis has been presented in a separate section on page no. 134.

Corporate Social Responsibility (“CSR”)

A detailed report on the Company’s CSR initiatives has been provided in the Social Capital section of the Integrated Annual Report on page no. 106. The Annual Report on CSR initiatives including summary of the Impact Assessment Report, committee composition, salient features of the CSR policy including change therein, etc. as required under Section 135 of the Companies Act, 2013 (“Act”) is annexed as Annexure I to this report on page no. 152. Details of terms of reference of the Committee and meetings held during the year have been provided in the Report on Corporate Governance on page no. 210.

Integrated Annual Report

In compliance with the SEBI circular dated 6[th] February, 2017, the Company has voluntarily published the Integrated Annual Report, which includes both financial and nonfinancial information and is based on the International Integrated Reporting Framework. This report covers aspects such as organisation’s strategy, governance framework, performance and prospects of value creation based on the six forms of capitals viz. financial capital, manufactured capital, intellectual capital, human capital, social capital, relationship capital and natural capital.

M/s DNV Business Assurance India Private Limited was appointed as an independent assurance partner to issue the assurance report on the non-financial information in the Integrated Annual Report for FY 2024-25.

Corporate Governance

In compliance with Regulation 34 read with Schedule V of the SEBI Listing Regulations, a Report on Corporate Governance for FY 2024-25, has been presented in a separate section on page no. 191.

A certificate from M/s BNP & Associates, Company Secretaries, confirming compliance with corporate governance requirements under the SEBI Listing Regulations, is annexed as Annexure II to this report.

Directors’ Responsibility Statement

Pursuant to section 134(3)(c) of the Act, it is confirmed that the directors have:

• i. in the preparation of the annual accounts for the year ended 31[st] March, 2025, followed the applicable accounting standards and there are no material departures from the same;

• ii. 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 affairs of the Company and the profit of the Company as on 31[st] March, 2025 ;

• iii. taken proper and sufficient 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. prepared the annual accounts on a going concern basis;

• v. laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and were operating effectively; and

• vi. devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

Conservation of Energy, Technology Absorption,

Business Responsibility & Sustainability Report (‘BRSR’)

In compliance with Regulation 34(2)(f) of the SEBI Listing Regulations read with SEBI circular dated 10[th] May, 2021, the Company has presented the BRSR, for FY 2024-25 in a separate section on page no. 170.

Foreign Exchange Earnings and Outgo

Details of Energy Conservation, Technology Absorption and Foreign Exchange Earnings and Outgo as required under section 134(3)(m) of the Act, read with Rule 8(3) of the Companies (Accounts) Rules, 2014 is annexed as Annexure III to this report.

Corporate Overview & Integrated Report Statutory Reports Financial Statements

Share-based incentive schemes

The Company has the following share-based incentive schemes in force:

• Employee Stock Option Scheme 2013-A (“ESOS 2013 – A”)

• Cipla Employee Stock Appreciation Rights Scheme 2021 (“ESAR Scheme 2021”)

The Nomination and Remuneration Committee (“NRC”) administers the ESOS 2013 – A and the ESAR Scheme 2021 (collectively referred to as “Schemes”). The Scheme are compliant with Section 62 of the Act and the Securities and Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regulations, 2021 (“SEBI SBEB Regulations”). Details of the Schemes have been provided in note no. 41 of the standalone financial statements. The disclosure containing details of options granted, number of shares allotted upon exercise of options, etc. as required under the SEBI SBEB Regulations is being uploaded on Company’s website at https://www.cipla.com/investors/ annual-reports.

In compliance with the requirements of the SEBI SBEB Regulations, a certificate from the secretarial auditor, confirming that the Schemes were implemented in accordance with the SEBI SBEB Regulations and as per the shareholders resolution, is uploaded on the website of the Company at https://www.cipla.com/investors/annualreports. The certificate will also be available for electronic inspection by the members during the AGM of the Company.

Vigil Mechanism

The Company has a Whistle Blower Policy, which lays down the process to convey genuine concerns and seek resolution towards the same without fear of retaliation. A detailed update on the functioning of the Whistle Blower Policy, status of complaints and weblink of the Policy has been provided in the Report on Corporate Governance, on page no. 214.

Prevention of Sexual Harassment of Women at

Workplace

The Company is committed to provide a safe and conducive work environment to all its employees and associates. The Company’s policy on Prevention of Sexual Harassment at Workplace, is available on the website at https://www.cipla. com/sites/default/files/1558508425_POSH-%20Cipla.pdf.

All employees, consultants, trainees, volunteers, third parties and/ or visitors at all business units or functions of the Company, its subsidiaries or group companies, are covered by the said policy. The organisation regularly conducts comprehensive workshops and awareness programs to prevent and address sexual harassment.

In compliance with the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013, the Company had constituted an Internal Complaints Committee and was fully compliant of the Committee composition requirements. The complaints pertaining to sexual harassment were periodically reviewed by the Audit Committee who ensure that the complaints are appopriately and objectively addressed.

Human Resources

Information required under Section 197(12) of the Act read with rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 has been provided in Annexure IV to this report. Information required under Section 197(12) of the Act read with rule 5(2) and rule 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is provided in a separate exhibit forming part of this report and is available on the website of the Company at https:// www.cipla.com/investors/annual-reports.

Particulars of Loans, Guarantees and Investments

Particulars of loans, guarantees and investments under Section 186 of the Act have been provided in note no. 43 to the standalone financial statements.

Annual Return

In compliance with the provisions of Section 92(3) read with Section 134(3)(a) of the Act, the Annual return of the Company i.e. form MGT-7 for FY 2024-25 has been uploaded on the website of the Company at https://www.cipla.com/ investors/annual-reports.

Details of complaints received/disposed during FY 2024-25 have been provided in the Report on Corporate Governance on page no. 218.

Related Party Transactions

A detailed note on procedure adopted by the Company in dealing with transactions with related parties has been provided in the Report on Corporate Governance on page no. 214.

All contracts, arrangements and transactions entered by the Company with related parties during FY 2024-25 were in the ordinary course of business and on an arm’s length basis.

During the year, the Company did not enter any transaction, contract or arrangement with related parties, that could be considered material in accordance with the SEBI Listing Regulations and the Company’s Policy on Related Party Transactions (“RPT Policy”). Accordingly, the disclosure of related party transactions in Form AOC-2 is not applicable. Details of the related party transactions as per IND AS24 have been provided in note no. 40 of the standalone financial statements on page no. 294 and in note no. 48 of the consolidated financial statements on page no. 405.

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The policy was amended during the year to align the same with the the statutory requirements. The updated RPT policy of the Company is available on the Company’s website at https://www.cipla.com/sites/default/files/pdf-2025-03/ Policy-on-Related-Party-Transaction-clean.pdf.

Internal Financial Controls and their adequacy

The Company has in place an adequate system of internal controls, policies and procedures for ensuring orderly and efficient conduct of the business, including adherence to the Company’s policies, safeguarding of its assets, prevention and detection of frauds and errors, accuracy and completeness of the accounting records and timely preparation of reliable financial disclosures.

The current system of internal financial controls is aligned with the statutory requirements and is in line with the globally accepted risk-based framework issued by the Committee Of Sponsoring Organisations (‘COSO’) of the Treadway Commission. The internal financial controls with respect to the financial statements are adequate and operating effectively.

Effectiveness of internal financial controls is ensured through management reviews, control self-assessment and independent testing by the Internal Audit Team.

The Audit Committee reviewed the internal financial controls that ensure that the Company’s accounts were properly maintained and that the transactions were recorded in the books of accounts in accordance with the applicable accounting standards, laws and statutes. The Statutory and Internal auditors have confirmed that there was no internal control weakness during FY 2024-25. Internal control and its adequacy have been discussed in detail in the Management Discussion and Analysis and in the section of Audit Committee Chair report under Report on Corporate Governance.

Risk Management

The Investment and Risk Management Committee (‘IRMC’) of the Board oversees the Enterprise Risk Management (‘ERM’) process. An update on ERM is presented and deliberated upon in the IRMC meetings on a quarterly basis and periodically at the Board level at least once in a year. The Audit Committee has an additional oversight in the area of financial risks and controls. The major risks identified by the businesses and functions are systematically addressed through mitigating actions on an ongoing basis. Further details have been provided in a separate section on ERM on page no. 54.

Board Evaluation

A detailed disclosure on board evaluation including criteria, performance and outcome have been provided in the Report on Corporate Governance on page no. 196.

Subsidiaries, Associates and Joint Ventures

The Company had 39 subsidiaries and 10 associates as on 31[st] March, 2025. Changes during the year were as follows:

• Cipla Philippines Inc., wholly owned step-down subsidiary of the Company in Philippines vide order dated 4[th] July, 2024 was dissolved retrospectively w.e.f. 31[st] March, 2024.

• Cipla Dibcare (Pty) Limited, wholly owned stepdown subsidiary of the Company in South Africa was dissolved w.e.f. 26[th] June, 2024.

• Cipla (EU) Limited purchased additional 6.9% stake from Xidi (the other JV partner) in Cipla (Jiangsu) Pharmaceuticals Co., Limited, increasing the stake to 100% w.e.f. 25[th] October, 2024 and became a wholly owned step-down subsidiary of the Company.

Details of these subsidiaries and associates are set out on page no. 325. Pursuant to Section 129(3) of the Act read with Rule 5 of the Companies (Accounts) Rules, 2014, a statement containing salient features of the financial statements of the subsidiary and associate companies in Form AOC-1 has been presented on page no. 415. The statement also provides details of the performance and the financial position of each of the subsidiaries and associates. The consolidated financial statements presented in this annual report include financial results of the subsidiary and associate companies.

Copies of the financial statements of the subsidiary companies is available on the website of the Company in the investor section and can be accessed by using the link www.cipla.com.

Nomination, Remuneration and Board Diversity Policy

The Company has in place a Nomination and Remuneration and Board Diversity Policy (‘NRC Policy’) which inter-alia provides for process w.r.t. selection, appointment and remuneration of directors, key managerial personnel and senior management employees including other matters as provided under Section 178(3) of the Act.

Following are the salient features of the NRC Policy:

• to lay down criteria and terms and conditions with regard to identifying persons who are qualified to become Directors (executive and non-executive including independent directors), Key Managerial Personnel and persons who may be appointed in senior management positions.

• to provide framework for remuneration of the Directors, Key Managerial Personnel and Senior Management Personnel in alignment with the Company’s business strategies, values, key priorities and goals.

Corporate Overview & Integrated Report

Financial Statements

• to provide for rewards directly linked to the effort, performance, dedication and achievement of the Company’s targets by the employees.

• to lay down approach for Board diversity.

The Policy is available is available on the website of the Company in the investor section and can be accessed by using the link https://www.cipla.com/sites/default/ files/2025-02/Nomination-Remuneration-and-Board- Diversity policy.pdf

Directors and Key Managerial Personnel and Board meetings

During the year under review, the Company’s Board underwent the following changes:

Dr Balram Bhargava (DIN: 10479707), Ms Sharmila Paranjpe (DIN: 002328770) and Ms Maya Hari (DIN: 01123969) were appointed as Independent Directors of the Company for a period of five years

Mr Abhijit Joshi (DIN: 07115673) and Mr Kamil Hamied (DIN: 00024292) were appointed as Non-Executive Directors of the Company liable to retire by rotation.

Upon completion of term as independent director, Mr Adil Zainulbhai (DIN: 06646490), in light of significant changes in the board composition and to ensure continuity and benefit of institutionalised learning, he was requested to continue as Non- Executive Director, liable to retire by rotation.

Upon completion of term as independent directors Mr Ashok Sinha (DIN: 00070477) and Ms Punita Lal (DIN: 03412604) retired from the Board of the Company.

Mr M K Hamied (DIN: 00029084) - Vice Chairman, NonExecutive Director and Ms Samina Hamied (DIN: 00027923), Non-Executive Director, resigned from the Board of the Company due to health, and personal/family commitment

At the 88[th] AGM of the Company held on 20[th] August, 2024 the members approved (i) to not fill in the casual vacancy caused by the retirement of Mr S Radhakrishnan and (ii) continuation of Dr Y K Hamied as Non-Executive Director of the Company.

The Board placed on record its sincere appreciation to the outgoing directors viz. Mr M K Hamied, Ms Samina Hamied, Mr Ashok Sinha, Ms Punita Lal and Mr S Radhakrishnan for their leadership, guidance, and invaluable contributions made over the years.

In accordance with the provisions of the Act and the Articles of Association of the Company, Mr Umang Vohra, is liable to retire by rotation at the ensuing 89[th] AGM and being eligible, has offered himself for re-appointment. On the recommendation of the NRC, the Board of Directors

recommends his re-appointment as Director, liable to retire by rotation. The said re-appointment is subject to the approval of members at the ensuing AGM.

Further details including date of appointment/ retirement/ resignation, directorship/ committee membership etc. can be found in the Report on Corporate Governance on page no. 225.

In the opinion of the Board, all directors including the directors appointed / re-appointed during the year possess requisite qualifications, experience and expertise and hold high standards of integrity. The list of key skills, expertise and core competencies of the Board has been provided in the Report on Corporate Governance on page no. 193.

As on the date of this report, the Company has the following Key Managerial Persons as per Section 2(51) and 203 of the Act:

Name of the KMP	Designation
Mr Umang Vohra	Managing Director and Global Chief Executive Officer
Mr Ashish Adukia	Global Chief Financial Officer
Mr Rajendra Chopra	Company Secretary and Compliance officer

Except Mr Umang Vohra, Mr Ashok Sinha and Mr Robert Stewart no other directors received any remuneration or sitting fees from any subsidiary of the Company during FY 2024-25.

Declaration by Independent Directors

All Independent Directors have submitted requisite declarations confirming that they (i) continue to meet the criteria of independence as prescribed under Section 149(6) of the Act and Regulation 16(1)(b) of the SEBI Listing Regulations and are independent; and (ii) continue to comply with the Code of Conduct laid down under Schedule IV of the Act. Further details including the meetings of the independent directors, lead independent director, familirisation programme etc. is provided in the Report on Corporate Governance on page no. 197.

The Directors have further confirmed that they are not debarred from holding the office of director under any SEBI order or under the order of any such authority.

Board Committees and number of meetings of the Board and Board Committees

As on the date of this report the Board has the following committees:

i) Audit Committee

ii) Nomination and Remuneration Committee

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• iii) Stakeholders Relationship Committee

• iv) Corporate Social Responsibility Committee

• v) Investment and Risk Management Committee

• vi) Operations and Administrative Committee

All the recommendations made by the Board Committees, including the Audit Committee, were accepted by the Board.

Details of the meetings of the Board and the Board Committees have been provided in the Report on Corporate Governance on page no. 227.

Statutory Auditor and their reports

M/s Walker Chandiok & Co LLP, Chartered Accountants, (Firm Registration No 001076N/ N500013) was re-appointed as the Statutory Auditors of the Company at the 85[th] AGM held on 25[th] August, 2021, to hold the office till the conclusion of the 90[th] AGM of the Company to be held in the year 2026. Accordingly, M/s Walker Chandiok & Co LLP would be completing their term as auditors upon conclusion of 90[th] AGM of the Company.

The Statutory Auditors’ Report for the standalone and consolidated financial statements does not contain any qualification, reservation, adverse remarks or observation and has been presented separately on page no. 231 and 317 respectively.

Based on the recommendation of the Audit Committee, the Board at its meeting held on 13[th] May, 2025 recommended the appointment of M/s B S R & Co. LLP, Chartered Accountants (firm registration no. 101248W/W-1 00022) as the Statutory Auditor of the Company for the period of five consecutive years commencing from the conclusion of 90[th] AGM till the conclusion of 95[th] AGM.

Their appointment will be proposed in the 2026 AGM Brief profile of the statutory auditors is available on the website of the Company at www.cipla.com/sites/default/files SignedIntimationforAuditorsappointmentSigned_0.pdf

Secretarial Auditor and their reports

M/s BNP & Associates (‘BNP’), Company Secretaries, Secretarial Auditors submitted the Secretarial Auditors Report for the financial ended 31[st] March, 2025 which is annexed as Annexure V to this report.

In compliance with Regulation 24A of the SEBI Listing Regulations, the Annual Secretarial Compliance Report issued by the Secretarial Auditor was submitted to the Stock Exchanges within the statutory timelines.

The Secretarial Audit Report and the Annual Secretarial Compliance Report did not contain any qualification, reservation, adverse remarks or observation.

In compliance with the provisions of the SEBI Listing Regulations, on the recommendation of the Audit Committee, the Board of Directors recommended the appointment of M/s BNP & Associates (‘BNP’) (Firm Registration No. P2014MH037400) as the Secretarial Auditor of the Company for a term of five (5) consecutive years commencing from the conclusion of 89[th] AGM till the conclusion of 94[th] AGM. The proposal forms part of the 89[th] AGM notice.

M/s BNP & Associates had confirmed their eligibility and independence and had also expressed their willingness to accept the appointment upon approval. Brief profile of the Secretarial Auditors is available on the website of the Company at www.cipla.com/sites/default/files/ SignedIntimationforAuditorsappointmentSigned_0.pdf

Cost Auditor and Cost Audit Report

Based on the recommendation of Audit Committee, the Board appointed M/s Joshi Apte & Associates – Cost Accountants (Firm Registration No. 000240), as the Cost Auditor to conduct the audit of the Company’s cost records for the financial year ended 31[st] March, 2025. The Cost Auditor will submit his report for FY 2024-25 by the due date.

The Cost Audit Report, for FY 2023-24, was filed with the Central Government within the statutory timelines. The Company maintains the cost records in compliance with provisions of Section 148(1) of the Act.

Based on the recommendation of the Audit Committee, the Board at its meeting held on 13[th] May, 2025 had approved the appointment of M/s Joshi Apte & Associates – Cost Accountants (Firm Registration No. 000240), as the Cost Auditor to conduct the cost audit for financial year ending 31[st] March, 2026.

In accordance with the provisions of Section 148 of the Act read with the Companies (Audit and Auditors) Rules, 2014, since the remuneration to the Cost Auditor for auditing the cost records for FY 2025-26 is required to be ratified by the members, the Board of Directors recommends the same for ratification at the ensuing AGM. The proposal forms part of the 89[th] AGM notice.

Brief profile of the Cost Auditors is available on the website of the Company at www.cipla.com/sites/default/files/ SignedIntimationforAuditorsappointmentSigned_0.pdf

Corporate Overview & Integrated Report Statutory Reports Financial Statements

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

Other Disclosures

During the financial year under review:

• There was no amount proposed to be transferred to the Reserves;

• There were no change made in the nature of business of the Company;

• The Company has complied with the applicable Secretarial Standards, i.e., SS-1 and SS-2, relating to ‘Meetings of the Board of Directors’ and ‘General Meetings’, respectively;

• There was no instance wherein the Company failed to implement any corporate action within the statutory time limit;

• The Company did not accept any deposit within the meaning of Sections 73 and 74 of the Act read with the Companies (Acceptance of Deposits) Rules, 2014 and accordingly no amount on account of principal or interest on public deposits was outstanding as on 31[st] March, 2025;

• The Company has not issued shares with differential voting rights and sweat equity shares during the year under review;

• There were no significant or material orders passed by the regulators or courts or tribunals which could impact the going concern status of the Company and its future operations;

• There were no material changes and commitments which occurred after the close of the year till the date of this report, which may affect the financial position of the Company; and

• There are no amounts due and outstanding to be credited to Investor Education and Protection Fund as on 31[st] March, 2025.

Acknowledgements

We wish to place on record our appreciation to the Government of various countries where the Company has its operations. We thank the Ministry of Chemicals and Fertilisers, India; Central Government; State Government and other regulatory bodies / authorities; banks; business partners; members; medical practitioners and other stakeholders for the assistance, cooperation and encouragement extended to the Company. We would also like to place on record our deep sense of appreciation to the employees for their contribution and services.

On behalf of the Board of Directors

Y K Hamied Date: 13[th] May, 2025 Chairman Place: Spain DIN: 00029049

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Annexure I

Annual report on Corporate Social Responsibility (‘CSR’) activities pursuant to Rule 8 of the Companies (Corporate Social Responsibility Policy) Rules, 2014 as amended from time to time

1. Brief outline on CSR Policy of the Company

‘Caring for Life’ has been at the forefront of the Company’s business philosophy and remains the principal purpose of doing business. This philosophy is seamlessly integrated into the Company’s people, products and processes and is the foundation and underlying objective of the Corporate Social Responsibility Policy (‘CSR Policy’). We strive to create a healthier world and enrich the lives of all our stakeholders and community at large through our CSR initiatives. Some of these initiatives were put in place long before the CSR law came into effect. The Company’s CSR initiatives and related projects are undertaken directly or through Cipla Foundation, the principal implementation agency and their implementing partners. Our initiatives are compliant of the CSR requirements under Section 135 of the Companies Act, 2013 (‘Act’).

The CSR Policy covers the following:

• Guiding principles for selection, implementation and monitoring of CSR activities as well as formulation of the Annual Action Plan.

• Mode of implementation of CSR activities of the Company.

• Key focus areas for CSR activities include:

• i. Health

• ii. Education

• iii. Skilling

• iv. Environmental sustainability

• v. Contribution to government funds for socio economic development

• vi. Research and development

• vii. Rural development projects

• viii. Disaster management

• ix. Other activity prescribed under Schedule VII of the Act

• Process for approval of CSR activities.

• Monitoring mechanism.

• Responsibilities of the implementation agencies.

2. Composition of CSR Committee

Sl.No.	Name of Director	Designation/Nature of Directorship	Number of meetings of CSR Committee held during theyear	Number of meetings of CSR Committee attended during theyear
1	Dr Balram Bhargava (designated as Chairman w.e.f. 30thOctober,2024)	Chairman, Independent	4	4
2	Mr M K Hamied (resigned w.e.f. close of business hours of 29thOctober,2024)	Vice Chairman - Non-Executive	4	2

Corporate Overview & Integrated Report

Financial Statements

Sl.No.	Name of Director	Designation/Nature of Directorship	Number of meetings of CSR Committee held during theyear	Number of meetings of CSR Committee attended during theyear
3	Ms Sharmila Paranjpe (appointed w.e.f. 3rdSeptember, 2024)	Independent	4	2
4	Ms Punita Lal (retired w.e.f. 13thNovember, 2024)	Independent	4	1
5	Mr Adil Zainulbhai1	Non-Executive	4	1
6	Mr S Radhakrishnan2	Non-Executive	4	2
7	Mr Umang Vohra	Managing Director and Global Chief Executive Officer	4	4

[1] Retired as Independent Director w.e.f. close of business hours of 2[nd] September, 2024 and appointed as Non-Executive Director and member of CSR Committee w.e.f. 3[rd] September, 2024

2 Retired w.e.f. conclusion of 88th AGM held on 20th August, 2024

3. Web-link(s) where composition of CSR Committee, CSR Policy and CSR projects approved by the board are disclosed on the website of the Company

• CSR Committee composition: https://www.cipla.com/about-us/board-directors/committees-board

CSR Policy: https://www.cipla.com/sites/default/files/2023-05/Corporate-Social-Responsibility-Policy.pdf

• CSR projects: https://www.cipla.com/sites/default/files/AAP-FY-2024-6%20May-2025.pdf

4. Executive summary along with web-link(s) of Impact Assessment of CSR projects carried out in pursuance of sub-rule (3) of rule 8, if applicable

With the prime purpose of ‘Caring for Life’, Cipla Limited through its philanthropy arm, i.e., Cipla Foundation continues its passionate journey of social change in partnership with various implementation patners. All CSR activities are undertaken directly by the Company or through Cipla Foundation. Cipla Foundation further collaborates with various credible institutions, NGOs, government agencies to enhance the outreach of its CSR initiatives. HelpAge India, Tata Memorial Centre, Agastya International Foundation, CanSupport, BAIF and MYRADA are few of the implementation partners with whom the Company and Cipla Foundation collaborated across various geographies including Maharashtra, Madhya Pradesh, Karnataka, Goa, Sikkim, Himachal Pradesh, etc., to name a few.

As mandated by the CSR Rules, Cipla is obligated to assess the impact of its CSR projects that were implemented in FY 2022-23 and completed over a year ago. For the purpose of the impact study, OECD DAC Evaluation Criteria was used for assessing the impact of implemeted CSR projects. The framework has defined six (6) evaluation criteria, i.e., Relevance, Coherence, Effectiveness, Efficiency, Impact and Sustainability. Executive summary on the impact assessment report and detailed impact assessment report for FY 2022-23 can be accessed at https://www.cipla.com/investors/annual-reports

The implemented projects are also aligned with the following United Nations Sustainable Development Goals:

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The programmes, as evaluated through impact assessments, demonstrated the following key impacts:

Promoting healthcare including preventive healthcare

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Palliation Projects

• 50,000+ patient consultations, including children and elderly patients.

• 36,000+ caregivers supported through counselling and training.

• 23,500+ follow-ups (via phone and home visits) ensured continuity of care.

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Respiratory care program

• 2,000+ patient consultations focusing on improving endurance, lung function, and symptom management.

• Two peer-reviewed research publications generated contributing to pulmonary rehabilitation and nutrition in chronic respiratory disease.

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Patient support / Medical assistance

• 5,400+ minor thalassaemia screenings conducted helping identify carriers and providing genetic counselling.

• 1,900+ leuco-depleted blood transfusions facilitated.

• 1,400+ Nucleic Acid Testing (NAT) screenings conducted to ensure safe blood transfusions.

• 1,000+ patients received financial assistance.

• 70+ Bone Marrow Transplants (BMT) received financial assistance.

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Strengthening health infrastructures

• 1,32,000+ healthcare workers trained through mobile units and partner hospitals strengthening medical systems.

• 32 BiPAP machines were distributed to hospitals in underserved areas to support patients with Spinal Muscular Atrophy (SMA) patients.

• 6 prefabricated portable cabins installed at primary healthcare sub-centres in multiple villages to enhance healthcare infrastructure.

Corporate Overview & Integrated Report

Financial Statements

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Community health/ Doorstep health/ COVID -19 response

• 1,50,000+ medical consultations conducted by Mobile Health Units for under-served population in rural and remote communities

• 26,000+ adolescents educated on tobacco awareness and overall wellbeing.

• 16,000+ individuals reached through COVID-19 sensitisation programmes.

• 8,000+ individuals received medical assistance ensuring essential care for those without immediate access to healthcare facilities.

• 1,400+ home visits ensured for chronic disease management and follow-ups for reducing complications among high-risk patients.

• 1,200+ awareness programmes conducted on nutrition, hygiene and sanitation.

• 1,000+ individuals linked with Ayushman Bharat ensuring financial support for continued medical care.

• 700+ health camps organised for improving early detection and intervention for various health conditions.

• 550+ children mobilised for anthropometric assessments.

• 400 women vaccinated reinforcing care under antenatal and postnatal services.

• 19 community volunteers identified and trained.

• Distribution of medical equipments worth H 14.80 lacs reducing burden on hospitals leading to reduction in health care costs bridging healthcare gaps for underserved populations.

• 4 sanitation blocks constructed contributing better hygiene practices and enabling reduction in spread of preventable diseases.

Promoting special education, and employment enhancing vocation skills especially among children, women, and the differently abled and livelihood

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Promoting quality education

Strengthening school infrastructure

• 180+ schools benefitted from improved infrastructure, including new classrooms, digital learning resources, science and computer labs, and sanitation facilities.

Mobile science labs

• 4,000+ students from 119 schools were engaged in practical science experiments through Mobile Science Labs fostering curiosity, problem-solving skills, and conceptual understanding.

Career awareness

• 3,900+ underprivileged students from 78 government schools in Goa participated in career counselling sessions, which provided guidance on vocational pathways, higher education options, and industry trends.

Ensuring education continuity

• 2,000+ out-of-school students successfully enrolled ensuring that vulnerable children who were affected by socio-economic hardships were reintegrated back into formal education.

• 2,000+ students including from marginalized backgrounds were brought back in schools through interventions focused on slum communities, post-pandemic recovery, and girl child education.

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Scholarships

• 900+ students received merit-based awards, recognising, and encouraging academic excellence for students from government and government-aided schools.

• 200+ students and 50 teachers supported through scholarships, training and financial aid.

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Digital Learning Excellence and Development (DLEAD)

• 100+ schools and 9,500+ students enabled by Digital Learning initiatives i.e. tablet based learning, preloaded educational content etc. improving student engagement and conceptual understanding.

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Skilling and vocational training

• 25,500+ visually impaired individuals received assistance aimed at improving their education, employment, and daily living skills.

• 5,000+ nurses, 300+ doctors, 60+ lab technicians from Tier 2 and 3 cities trained in viral hepatitis containment, management, and prevention.

• 40 candidates received scholarships for specialized training in oncology and patient assistance, equipping them with skills to support critical healthcare services.

• 800 Anganwadi workers trained to support children with neurodevelopmental disabilities through early assessment interventions under Project Gyandeep.

• 700+ students trained in employability skills, workplace readiness and communication.

• 500+ trainees certified in short-term skill development programmes, including electrician training, sewing machine operation, tally accounting, hospitality, machine operations, retail, beautician courses, and PCB assembling/LED repair.

• 20 nursing students from marginalised backgrounds were supported in completing professional training and enter the healthcare workforce.

Ensuring environmental sustainability, ecological balance, protection of flora and fauna, animal welfare, agroforestry, conservation of natural resources and maintaining quality of soil, air and water

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Environmental sustainability

• 2,800 saplings planted in forest areas of Daso Majra and Dhela to promote afforestation.

• Malpur Pond near Baddi was rejuvenated improving local water conservation and benefitting surrounding communities.

Corporate Overview & Integrated Report

Financial Statements

Disaster management, including relief, rehabilitation and reconstruction activities

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Disaster management and ecosystem led projects

  - 5,700+ beneficiaries across Assam and Kerala supported, including 1,380 families and 279 patients were provided immediate relief in the form of food security, health care access and hygiene support in response to devastating floods.

  - 139 cancer patients received nutritional support and LPG provisions, ensuring continuity of care despite power outages.

  - 21,000 meals distributed over 30 days to address food insecurity in disaster-affected areas.

  - Strengthened disaster response capabilities through multi-stakeholder collaboration, collaborating with local volunteers and district authorities for efficient aid distribution.

5. (a) Average net profit of the Company as per sub-section (5) of section 135

  - `H` 39,78,55,11,023.10

• (b) Two percent of average net profit of the Company as per sub-section (5) of section 135

  • H 79,57,10,220.46

• (c) Surplus arising out of the CSR projects or programmes or activities of the previous financial years H 48,56,011.00

• (d) Amount required to be set-off for the financial year, if any

  • H 68,01,079.52

• (e) Total CSR obligation for the financial year [(b)+(c)-(d)]

  • H 79,37,65,151.94

6. (a) Amount spent on CSR projects (both ongoing project and other than ongoing project)

  - `H` 79,65,63,711.63

• (b) Amount spent in Administrative Overheads

  • NIL

• (c) Amount spent on Impact Assessment, if applicable

  • H 41,30,000.00

• (d) Total amount spent for the financial year [(a)+(b)+(c)]

  • H 80,06,93,711.63

• (e) CSR amount spent or unspent for the financial year

pent for the financial year	pent for the financial year	pent for the financial year	pent for the financial year	pent for the financial year
Amount unspent (inJ)
Total amount transferred to unspent CSR account as per subsection (6) of section 135		Amount transferred to any fund specified under Schedule VII as per second proviso to sub-section (5) of section 135
Amount	Date of transfer.	Name of the Fund	Amount	Date of transfer
H4,74,88,370.00*	29thApril,2025	NA	NA	NA

• Unspent CSR amount for ongoing project

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(f) Excess amount for set-off, if any

Sr. No.	Particulars	Amount (inJ)
(1)	(2)	(3)
(i)	Two percent of average net profit of the Company as per sub-section (5) of section 135	79,57,10,220.46
(ii)	Total CSR Obligation for the financialyear(Refer Note 1)	79,37,65,151.94
(iii)	Total amount spent for the financialyear(Refer Note 2)	80,06,93,711.63
(iv)	Excess amount spent for the financialyear[(iii)-(ii)]	69,28,559.17
(v)	Surplus arising out of the CSR projects or programmes or activities of the previous financialyears,if any	Refer Note 2
(vi)	Amount available for set off in succeedingfinancialyears[(iii)-(ii)]	69,28,559.69

Note 1: This point is not part of the statutory format and has been voluntarily added to represent the correct calculation on excess amount available for set-off in sr. no. (iv) above. This amount reflects the total CSR obligation after adding the surplus amount and adjusting the set-off amount as provided in point 5(e).

Note 2: Since the total amount spent for the financial year in point 6(f)(iii) above is inclusive of surplus amount of H 48,56,011.00, accordingly this amount has not been separately presented under point 6(f)(v). Further, this amount also includes unspent amount of H 4,74,88,370.00 transferred to unspent CSR account.

7. Details of unspent CSR amount for the preceding three financial years

• Nil

8. Whether any capital assets have been created or acquired through CSR amount spent in the financial year

Yes No

If Yes, enter the number of capital assets created/ acquired: 158

Furnish the details relating to such asset(s) so created or acquired through CSR amount spent in the financial year

The details of capital assets are provided in a separate exhibit forming part of this report and is available on the website of the Company at https://www.cipla.com/investors/annual-reports

9. Specify the reason(s), if the Company has failed to spend two per cent of the average net profit as per subsection (5) of section 135

Not applicable

Balram Bhargava

Chairman – CSR Committee DIN: 10479707 Place: Delhi Date: 13[th] May, 2025

Umang Vohra Managing Director and Global Chief Executive Officer DIN: 02296740 Place: Mumbai

Corporate Overview & Integrated Report Statutory Reports Financial Statements

Annexure II

Certificate on Compliance with the Corporate Governance Requirements under SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015

To,

The Members of,

Cipla Limited

We have examined all relevant records of Cipla Limited having CIN: L24239MH1935PLC002380 (hereinafter referred to as “the Company”) for the purpose of certifying compliance of the disclosure requirements and corporate governance norms as specified for the listed companies under Regulations 17 to 27, clauses (b) to (i) of sub-regulation (2) of Regulation 46 and Schedule V of Chapter IV of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, for the financial year ended 31[st] March 2025. We have obtained all the information and explanations to the best of our knowledge and belief, which were necessary for the purpose of this certification.

We state that the compliance of conditions of corporate governance is the responsibility of the management, and our examination was limited to procedures and implementation thereof adopted by the Company for ensuring the compliance of the conditions of the corporate governance. It is neither an audit nor an expression of opinion on the financial statements of the Company.

In our opinion and to the best of our information and according to the explanations given to us, we certify that the Company has complied with the conditions of corporate governance as specified for a listed company.

We further state that such compliance is neither an assurance as to the future viability of the Company nor the efficiency or effectiveness with which the management has conducted the affairs of the Company.

For BNP & Associates Company Secretaries [Firm Regn. No. P2014MH037400 PR No. 6316/2024

Date: 13[th] May, 2025 Place: Mumbai

Avinash Bagul Partner FCS No. 5578 CP No. 19862 UDIN: F005578G000327009

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Annexure III

Conservation of Energy, Technology Absorption and Foreign Exchange Earnings and Outgo

The information required under Section 134(3)(m) of the Companies Act, 2013 read with Rule 8(3) of the Companies (Accounts) Rules, 2014, for the year ended 31[st] March 2025 is given below and forms part of the Board’s Report.

A. Conservation of Energy

The steps taken or impacted on conservation of energy

The Company is making continuous efforts on ongoing basis to conserve the energy by adopting innovative measures to reduce wastage and optimize consumption. Some of the Specific measures undertaken are:

• I. Steps taken by the company for utilising alternate sources of energy:

• As of 31[st] March 2025, our operational capacity includes 55 MWp of captive solar power open access, 2.7 MVA of captive wind power open access and 10.4 MWp of solar rooftop installations at multiple sites across India. These initiatives enabled us to procure a total of 95,310 MWh of renewable electricity during financial year ended 31[st] March, 2025.

• Our captive solar plant in Tuljapur, Maharashtra , with a capacity of 46 MWp, contributed to fulfilling 61% of the electricity needs for our manufacturing facilities at Kurkumbh and Patalganga, as well as our R&D center in Vikhroli, Mumbai.

• Our captive plant 9 MWp solar and 2.7 MVA wind project in Jagalur Karnataka, added with third-party solar and wind power sourcing, enabled us to cover 96% of the electricity requirements for our manufacturing units in Virgonagar and Bommasandra, Karnataka.

• II. Steps taken on conservation of energy (based on plant wise location):

Kurkumbh

• We have installed high energy efficient pumps/motors resulting in energy savings of approximately 293 MWh.

• We have installed a Variable Frequency Drive (‘VFD’) system for brine chiller which resulted in energy savings of approximately 302 MWh.

• We undertook compressor operation optimization which resulted in energy savings of approximately 397 MWh.

Patalganga

• Optimizing pump operations led to energy savings of roughly 73 MWh.

Bommasandra

• By optimizing Air Handling Unit (AHU)/ Air Conditioning Disconnect (ACD)/ Variable Speed (VS) operations, approximately 101 MWh of energy savings were achieved.

Virgonagar

• Improved compressor efficiency led to an energy reduction of roughly 190 MWh.

Goa-I

• By installing a state-of-the-art magnetic bearing chiller, we successfully achieved energy savings of approximately 317 MWh. This advanced technology not only enhanced efficiency but also contributed significantly to reducing overall energy consumption.

• We optimized the operations of the chiller system, ensuring its functionality was finetuned to achieve maximum performance. This careful process resulted in energy savings of approximately 250 MWh.

• Through diligent efforts in optimizing pump operations, we were able to reduce energy usage by around 257 MWh.

Goa-II

• Installing a magnetic bearing chiller resulted in significant energy savings of approximately 494 MWh, showcasing the efficiency of advanced technology.

Indore

• By installing high energy-efficient pumps and motors, we achieved energy savings of approximately 350 MWh.

• The installation of a magnetic bearing chiller resulted in substantial energy savings of around 224 MWh.

Corporate Overview & Integrated Report Statutory Reports Financial Statements

Sikkim

• Installing high energy-efficient pumps and motors resulted in energy savings of approximately 343 MWh.

• The installation of electronically commutated (EC) blowers led to substantial energy savings of around 622 MWh.

Baddi

• Optimizing pump operations resulted in an energy saving of approximately 133 MWh, showcasing the effectiveness of refined system management in reducing power consumption.

• The installation of electronically commutated (EC) blowers, contributed to an energy reduction of about 71 MWh, emphasizing the impact of adopting advanced, energyefficient technologies.

• III. During the year, Cipla has made a capital investment of J 3.11 crores towards energy conservation equipment.

B. Technology Absorption

In the pursuit of innovation and sustainability, we focus on initiatives to drive process developments and efficiency. Through robust management practices, we ensure the optimization of resources, reduction of costs and adherence to environmentally conscious methodologies.

I. The efforts made towards technology absorption and the benefits derived thereon are as follows:

1. Innovations in Active Pharmaceutical Ingredient (API)

• a. Impurity Synthesis and Detection

To strengthen our impurity profiling capabilities, we have installed a throughput mass-based peak preparative purification system. This instrument integrates:

• Single quadrupole mass spectrometry (MS) for precise compound identification.

• Photodiode array (PDA) and UVVis detection for comprehensive spectral analysis.

• Dual ionisation modes (ESI+ and ESI−) to detect a wide range of impurities, including non- UV active compounds.

This system allows for real-time analysis of both UV and mass spectra, enabling

accurate detection and purification of tracelevel impurities. It also supports flexible collection triggers—based on wavelength, mass response, or time—enhancing our ability to isolate and characterise critical compounds efficiently.

b. Cutting Edge Pre-Formulation Lab

We have launched a state-of-the-art preformulation lab to deepen our understanding of polymorph behavior and excipient interactions. This facility is equipped with advanced analytical tools, including:

• Malvern-3000 for particle size distribution.

• Dissolution apparatus for in-vitro release profiling.

• Karl Fischer auto titrator for moisture content analysis.

• High-performance liquid chromatography (HPLC) systems for compound quantification.

The lab focuses on:

• Characterising novel polymorphs and their stability.

• Studying interactions between excipients and active pharmaceutical ingredients (APIs).

• Generating data to support regulatory submissions, especially for bioequivalence and

• physicochemical similarity.

2. Green Chemistry Initiatives: Driving Sustainable Innovation

At Cipla, our commitment to sustainability is deeply embedded in our innovation strategy. Through targeted green chemistry initiatives, we are reducing environmental impact, enhancing operational efficiency, and ensuring regulatory compliance, while continuing to deliver high-quality pharmaceutical products. Waste Management and Safer Chemical Practices We have taken proactive steps to reduce environmental impact by replacing hazardous solvents with safer alternatives like water, isopropanol, and liquid cleaner in key processes. We ensure compliant disposal of solvent waste through certified vendors. Additionally, we have phased out the use of

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highly hazardous chemicals such as acetyl chloride, thionyl chloride, sulphuryl chloride, and POCl3, supported by strong regulatory justifications. These measures have improved safety, reduced environmental risks, and lowered testing and analysis costs.

a. Energy Efficiency and Equipment Optimisation

We have upgraded our laboratory infrastructure with energy-efficient equipment featuring power saving and sleep modes. Regular maintenance ensures optimal performance and prevents energy waste. By streamlining sample testing through combined and batch methods, we have reduced instrument run times and resource usage. Additionally, enhancements to our scrubber systems have lowered energy consumption, minimised environmental impact, and extended equipment lifespan.

b. Solvent Reduction and Cost Efficiency

We developed a scalable downstream purification process for an excipient that dissolves easily in both water and common solvents. This method eliminates the need for column chromatography, significantly reducing solvent usage and environmental impact.

• II. The details of imported technology (imported during the last three years reckoned from the beginning of the financial year)

No expenditure has been incurred on the import of new technology during the financial years 2022-23, 2023-24 and 2024-25.

III. The expenditure incurred on research and development (standalone)

The expenditure incurred on development (standalone)	research and
	(Hin crores)
Capex	31.23
Opex	1,238.73
Total	1,269.96

The total R&D expenditure as a percentage of total revenue is around 6.77%.

C. Foreign Exchange earnings and outgo

Exports Sales were H 6,330.27 crore for FY 2024-25. The Company earned H 2,384.82 crore towards royalty, technical knowhow and licensing fees, and H 64.05 crore for other services. During the year, the foreign exchange outgo was H 2,609.25 crore and earnings in foreign exchange were H 9,196.38 crore on an actual basis.

c. Technological Enhancement

We modified our jet milling equipment to minimise agglomeration caused by static charge buildup, thereby eliminating potential safety risks. This enhancement has improved grinding efficiency, enhanced product quality, and reduced material handling losses—contributing to safer and more efficient operations.

Date: 13[th] May, 2025 Place: Spain

On behalf of the Board of Directors

Y K Hamied Chairman DIN: 00029049

Corporate Overview & Integrated Report Statutory Reports Financial Statements

Annexure IV

Details pertaining to remuneration as required under Section 197(12) of the Companies Act, 2013 read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014

1. The ratio of the remuneration of each director to the median remuneration of the employees of the Company for the financial year 2024-25 and the percentage increase in remuneration of each director, Chief Financial Officer and Company Secretary during the financial year 2024-25:

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----- Start of picture text -----

% increase/ decrease
Ratio to median
Name Designation in remuneration in
remuneration
FY 2024-25 [iv]
Dr Y K Hamied Non-Executive Chairman 46:1 (1.53%)
Mr M K Hamied Non-Executive Vice-Chairman 27:1 NA [iii]
(resigned w.e.f. close of business hours of 29 [th]
October, 2024)
Ms Samina Hamied [i] Non-Executive Director 99:1 NA [iii]
Mr Umang Vohra Managing Director and Global 313:1 9.54%
Chief Executive Officer
Mr Abhijit Joshi Non-Executive Director 27:1 NA [iii]
(appointed w.e.f. 3 [rd] September, 2024)
Mr Adil Zainulbhai [iii] Non-Executive Director 39:1 NA [iii]
Mr Ashok Sinha Independent Director 12:1 NA [iii]
(retired w.e.f. 3 [rd] September, 2024)
Dr Balram Bhargava Independent Director 16:1 NA [iii]
(appointed w.e.f. 1 [st] April, 2024)
Mr Kamil Hamied Non-Executive Director 19:1 NA [iii]
(appointed w.e.f. 1 [st] November, 2024)
Dr Mandar Vaidya Independent Director 16:1 (3.88%)
Ms Maya Hari Independent Director 8:1 NA [iii]
(appointed w.e.f. 1 [st] November, 2024)
Mr P R Ramesh Independent Director 18:1 3.78%
Ms Punita Lal Independent Director 16:1 NA [iii]
(retired w.e.f. 13 [th] November, 2024)
Mr Robert Stewart Independent Director 19:1 (2.25%)
Mr S Radhakrishnan Non-Executive Director 30:1 NA [iii]
(retired w.e.f. conclusion of 88 [th] AGM held on
20 [th] August, 2024)
Ms Sharmila Paranjpe Independent Director 10:1 NA [iii]
(appointed w.e.f. 1 [st] September, 2024)
Mr Ashish Adukia Global Chief Financial Officer 122:1 13.93%
Mr Rajendra Chopra Company Secretary 55:1 10.57%
----- End of picture text -----

i. Resigned from the position of Executive Vice Chairperson w.e.f. close of business hours of 31[st] March, 2024 while continuing as Non-Executive Director. Resigned as Non-Executive Director w.e.f. close of business hours of 29[th] October, 2024.

• ii. Retired as Independent Director w.e.f. close of business hours of 2[nd] September, 2024 and appointed as Non-Executive Director w.e.f. 3[rd] September, 2024.

• iii. As the remuneration paid is for part of the year, the field for “percentage increase/ decrease in remuneration in FY 2024-25” is not comparable.

iv. The decrease in remuneration for Non-Executive and Independent Directors was on account of lesser number of meetings held during the year. There was no change made in the terms of remuneration.

1. The percentage increase in the median remuneration of employees in the financial year: 10.74%.

2. Number of permanent employees on the rolls of the Company as on 31[st] March, 2025: 25,680.

3. For the FY 2024-25, the average annual increase in the remuneration of employees (excluding the remuneration of managerial personnel) was 9.31% and in case of managerial remuneration there was a decrease of (17.32%) mainly on account of resignation of Ms Samina Hamied as Executive Vice Chairperson.

4. It is affirmed that the remuneration is as per the Nomination, Remuneration and Board Diversity Policy of the Company.

5. In addition, Mr Umang Vohra, Mr Ashok Sinha and Mr Robert Stewart received director’s remuneration/ sitting fees from the subsidiaries during the FY 2024-25. The details for which have been presented in the Report on Corporate Governance.

On behalf of the Board of Directors

Y K Hamied Chairman DIN: 00029049

Date: 13[th] May, 2025 Place: Spain

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Annexure V

Secretarial Audit Report

For the financial year ended 31[st] March, 2025

[Pursuant to Section 204(1) of the Companies Act, 2013 and Rule 9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014]

To,

The Members, Cipla Limited Cipla House Peninsula Business Park, Ganpatrao Kadam Marg, Lower Parel, Mumbai - 400013

We have conducted the Secretarial Audit of the compliance of applicable statutory provisions and the adherence to the good corporate practices by Cipla Limited having CIN L24239MH1935PLC002380 (hereinafter called “the Company”) for the financial year ended on 31[st] March, 2025 (the “Audit period”). The Secretarial Audit was conducted in a manner that provided us a reasonable basis for evaluating the corporate conducts / statutory compliances and expressing our opinion thereon.

We are issuing this report based on:

• (i) Our verification of the books, papers, minute books, forms and returns filed and other records maintained by the Company;

• (ii) The certificates confirming compliances of all applicable laws as submitted to the Board of Directors on a quarterly basis by the management;

• (iii) Representations made and information provided by the Company, its officers, agents and authorised representatives during our conduct of the secretarial audit;

• (iv) Compliance related action taken by the Company after 31[st] March, 2025 but before the date of issuance of this report to the Company for placement of the same at its Board Meeting.

We hereby report that, in our opinion, during the Audit period covering the financial year ended on 31[st] March, 2025, the Company has complied with the statutory provisions listed herein below. The Company has adequate board processes

and compliance mechanisms and our views are limited to the reporting made hereinafter:

1. COMPLIANCE WITH SPECIFIC STATUTORY PROVISIONS

We further report that:

• 1.1 We have examined the books, papers, minute books, forms and returns filed and other records maintained by the Company for the audit period according to the applicable provisions/clauses of:

• (i) The Companies Act, 2013 (“the Act”) and the rules made thereunder;

• (ii) The Securities Contracts (Regulation) Act, 1956 (“SCRA”) and the rules made thereunder;

• (iii) The Depositories Act, 1996 and the regulations and byelaws framed thereunder;

• (iv) The Foreign Exchange Management Act, 1999 (“FEMA”) and the rules and regulations made thereunder to extent of Foreign Direct Investment and Overseas Direct Investment;

• (v) The following regulations prescribed under the Securities and Exchange Board of India Act, 1992 (“SEBI Act”):

  • a) The Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“the Listing Regulation”);

Corporate Overview & Integrated Report Statutory Reports Financial Statements

• b) The Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011;

• c) *The Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015 ("PIT Regulation”);

• d) The Securities and Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regulations, 2021;

• e) The Securities and Exchange Board of India (Depositories and Participants) Regulations, 2018;

• f) The Securities and Exchange Board of India (Registrars to an Issue and Share Transfer Agents) Regulations, 1993.

*The Company has also maintained the Structured Digital Database (“SDD”) pursuant to the requirements of regulation 3(5) and 3(6) of Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015.

• (vi) The Secretarial Standards 1 & 2 ("Standards”) issued by the Institute of Company Secretaries of India and notified by the Central Government under section 118 (10) of the Act.

• (vii) The following specific acts, laws, rules and regulations applicable to the Company, based on the nature of its business activities:

  • a) The Drugs and Cosmetics Act, 1940;

  • b) The Narcotic Drugs and Psychotropic Substances Act, 1985; and

  • c) The Drugs Price Control Order, 2013.

• 1.2 We report that during the Audit period, the Company has complied with the provisions of the Acts, Rules, Regulations, Guidelines, Standards, etc. mentioned above.

• (ii) The Securities and Exchange Board of India (Buy-back of Securities) Regulations, 2018;

• (iii) The Securities and Exchange Board of India (Delisting of Equity Shares) Regulations, 2021;

• (iv) The Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018; and

• (v) The Securities and Exchange Board of India (Issue and Listing of Non-Convertible Securities) Regulations, 2021.

2. BOARD PROCESSES:

We further report that:

  - 2.1  The Board of Directors (“Board”) of the Company as on 31[st] March, 2025 was duly constituted with the proper balance of executive directors, nonexecutive directors and independent directors, as stated below:

     - (i) One Executive Director –

        - Mr Umang Vohra (DIN: 02296740).

     - (ii) Four Non-Executive, Non-Independent Directors –

        - Dr Y K Hamied (DIN: 00029049),

        - Mr Kamil Hamied (DIN: 00024292),

        - Mr Abhijit Jagdish Joshi (DIN: 07115673),

        - Mr Adil Zainulbhai (DIN: 06646490).

     - (iii) Six Independent Directors including twowoman Independent Director –

        - Dr Balram Bhargava (DIN: 10479707),

        - Dr Mandar Vaidya (DIN: 09690327),

        - Ms Maya Hari (DIN: 01123969),

        - Mr P R Ramesh (DIN: 01915274),

        - Mr Robert Stewart (DIN: 03515778),

• 1.3 We are informed that, during the Audit period, there were no transactions undertaken by the Company which required compliance of the following Acts, Rules and Regulations:

• (i) The Foreign Exchange Management Act, 1999 to the extent of the rules and regulations made for External Commercial Borrowings;

  • Ms Sharmila Nitin Paranjpe (DIN: 002328770).

• 2.2 The changes in the composition of the Board and the Key Managerial Personnel (‘KMP’), during the Audit period, were carried out in compliance with the provisions of the Act and the Listing Regulations:

• (a) Upon completion of 2 (two) consecutive terms as Independent Director the following board members retired from the Company:

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• Mr Adil Zainulbhai (DIN: 06646490) with effect from the close of business hours on 2[nd] September, 2024.

• Mr Ashok Sinha (DIN: 00070477) with effect from the close of business hours on 2[nd] September, 2024.

• Ms Punita Lal (DIN: 03412604) with effect from the close of business hours on 12[th] November, 2024.

• (b) Ms Samina Hamied (DIN: 00027923) resigned as Non-Executive Director of the Company with effect from the close of business hours on 29[th] October, 2024.

• (c) Mr M K Hamied (DIN: 00029084) resigned as Vice Chairman and Non-Executive Director of the Company with effect from the close of business hours on 29[th] October, 2024.

• (d) Dr Balram Bhargava (DIN: 10479707) was appointed as Independent Director of the Company for a period of 5 (five) years effective from 1[st] April, 2024 to 31[st] March, 2029 (both days inclusive) by members of the Company by way of Postal ballot on 16[th] May, 2024

• (e) At the 88[th] AGM held on 20[th] August, 2024:

• Dr Y K Hamied (DIN: 00029049) was reappointed in compliance with Regulation 17(1D) of the SEBI Listing Regulations, as Non-Executive Non-Independent Director, not liable to retire by rotation;

• Mr S Radhakrishnan (DIN: 02313000), who was liable to retire by rotation conveyed his desire not to seek reappointment and retired on conclusion of the meeting.

• Mr Abhijit Joshi (DIN: 07115673), as Non-Executive Director liable to retire by rotation, with effect from 3[rd] September, 2024.

• Mr Adil Zainulbhai (DIN: 06646490), as Non-Executive Director, liable to retire by rotation, effective from 3[rd] September, 2024.

• Mr Kamil Hamied (DIN: 00024292), as Non-Executive Director liable to retire by rotation, with effect from 1[st] November, 2024.

• 2.3 The Board committees reviewed compliance status of its charter and confirmed it to be compliant.

• 2.4 Adequate notices for the meetings of the Board and Board Committees constituted by the Board were given to all the directors and members of the Committee. The agenda and detailed notes on agenda were sent at least seven days in advance. In case of circulation of agenda or detailed notes on agenda at shorter notice, due consent of the Board/ respective Committees was taken. The Company has a system in place where the directors can seek further information and clarifications on the agenda items before the meeting to ensure their meaningful participation at the meetings.

• 2.5 All the decisions at Board and Board Committee meetings were approved unanimously. All the recommendations made by the board committees, including the Audit Committee, were accepted by the Board.

There was no instance of any dissent raised by any board/ committee member in any of the business matters approved at such meetings.

3. MANAGEMENT RESPONSIBILITY:

• (f) The members of the Company by way of Postal ballot held on 13[th] October, 2024 approved the appointment of:

• Ms Maya Hari (DIN: 01123969) as Independent Director for a term of 5 (five) years effective from 1[st] November, 2024 to 31[st] October, 2029 (both days inclusive).

• Ms Sharmila Paranjpe (DIN: 02328770) as Independent Director for a term of 5 (five) years effective from 1[st] September, 2024 to 31[st] August, 2029 (both days inclusive).

• 3.1 Maintenance of secretarial records is the responsibility of the management of the Company. Our responsibility is to express an opinion on these secretarial records based on our audit of these records.

• 3.2 We have followed the audit practices and the processes as are considered appropriate to obtain reasonable assurance about the correctness of the contents of the secretarial records. The verification has been done to ensure that correct facts are reflected in the secretarial records and compliance procedures.

Corporate Overview & Integrated Report Statutory Reports Financial Statements

• 3.3 We have not verified the correctness and appropriateness of financial records and books of accounts of the Company.

• 3.4 We have obtained the representations from the management on the compliance of laws, rules, regulations and happening of certain specific events, wherever required.

• 3.5 This report is neither an assurance as to the future viability of the Company nor of the efficacy or effectiveness with which the management has conducted the affairs of the Company.

4. COMPLIANCE MECHANISM

• 4.1 We further report that the internal compliance mechanism and processes in the Company are adequate and commensurate with its size and operations, to monitor and ensure compliance with applicable laws, rules, regulations and guidelines.

• 4.2 We further report that, during the Audit period:

• (i) All the business activities undertaken by the Company were authorised under Clause III (i.e. Objects Clause) of the Memorandum of Association of the Company;

• (ii) The Company had filed all applicable forms, returns, disclosures etc. pursuant to the provision of the applicable laws;

• (iii) All statutory registers and records as required to be maintained under the applicable laws were duly maintained and found to be in order;

• (iv) All meetings of shareholders, board of directors and committees of the Company have been duly and validly conducted and the minutes and necessary records have been properly maintained;

• (v) The remuneration paid to the managerial personnel was within the limits as approved by the shareholders and well within the permissible limits under the Act;

• (vi) The Company had not accepted any public deposits under the Act read with the Companies (Acceptance of Deposits) Rules, 2014;

• (vii) The Company had not advanced any loans and/or given any security or guarantee to any Director(s) of the Company or any

other person in whom any of the Directors were interested;

• (viii) The Company had not availed any secured loan and did not create any charge on the asset(s) of the Company;

• (ix) All the investments made by the Company within or outside India were in compliance with the Act, the Listing Regulations and the Foreign Exchange Management Act, 1999 and the other applicable rules and regulations;

• (x) The Company had not entered into any material transaction with any related party that required approval of the shareholders under the provisions of the Act or the Listing Regulations. All transactions with related parties were approved by the by the Independent Directors who are members of the Audit Committee and were compliant with the provisions of the Act and the Listing Regulation;

• (xi) The Company has spent two per cent of the average net profit of the company made during the three immediately preceding financial year on the Corporate Social Responsibility (“CSR”) initiatives as stated under Schedule VII and was compliant with the provisions of Section 135 of the Act accordingly, necessary reporting will be made in the Directors Report. Further, there was an unspent amount of H 4,74,88,370/relating to an ongoing project which was required to be transferred to the Unspent CSR Account during the audit period, the said amount was transferred as on April 29, 2025.

• (xii) The Nomination and Remuneration Committee ("NRC”) had engaged an independent external agency that had carried out an annual evaluation of the performance of the Board committees as well as the performance of each individual director through an online tool. The Chairman and the Managing Director were also evaluated on certain additional parameters. The outcome of performance evaluation was discussed at the respective Board/ Committee meetings and by the independent directors in their meeting.

• (xiii) In compliance with the provisions of Section 125 of the Act, the Company had transferred all unpaid/unclaimed dividends for the

Cipla Limited | Annual Report 2024-25

Caring For Life

financial year ended 31[st] March, 2017, which remained unclaimed/unpaid for seven (7) years, to the Investors Education and Protection Fund (“IEPF”).

• (xiv) The Company had implemented the Employee Stock Option Scheme 2013A (“ESOS 2013-A Scheme”) and the Cipla Employee Stock Appreciation Rights Scheme, 2021 (“Cipla ESAR Scheme 2021”) for grant of share-based benefits to its employees and the employees of its subsidiary companies. During the year, the Company had granted 1,22,278 stock options and 4,07,798 ESAR’s under the schemes. Accordingly, during the audit period, upon exercise the Company allotted 2,50,058 equity shares to the eligible employees under the ESOS 2013-A scheme and Cipla ESAR Scheme 2021 respectively.

All grants, vestings, and exercises as well as the disclosures and statutory filings with the Central Depository Services (India) Limited and the National Securities Depository Limited (“Depositories”) and the BSE Limited and the National Stock Exchange of India Limited (“Stock Exchanges”) were in compliance of the applicable laws.

All the shares allotted were duly listed on the Stock Exchanges, where the shares of the Company had been listed i.e. BSE Limited and National Stock Exchange of India Limited

within the prescribed timeline. The ESOS 2013-A Scheme and the Cipla ESAR Scheme 2021 of the Company were compliant of the provisions of the Securities and Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regulations, 2021.

• (xv) We have, neither identified nor have we reported on any fraud committed under the provisions of Act or applicable laws.

• 4.3 We further report that during the Audit period, there was no such event occurred which had any major bearing on the Company’s affairs and all the material information was intimated to the Stock Exchanges from time to time by the Company.

For BNP & Associates Company Secretaries [Firm Regn. No. P2014MH037400] PR No. 6316/2024 Avinash Bagul Partner Date: 13[th] May, 2025 FCS: 5578/ CP No. 19862 Place: Mumbai UDIN: F005578G000326833

The members are requested to read this report along with our letter of even date annexed to this report as “ Annexure-A* ”

Corporate Overview & Integrated Report Statutory Reports Financial Statements

Annexure A to the Secretarial Audit Report for the financial year ended 31[st] March, 2025

To,

The Members, Cipla Limited Cipla House Peninsula Business Park, Ganpatrao Kadam Marg Lower Parel, Mumbai – 400013

Our Secretarial Audit Report of even date is to be read along with this letter.

1. The Company’s Management is responsible for maintenance of secretarial records and compliance with the provisions of corporate and other applicable laws, rules, regulations and standards. Our responsibility is to express an opinion on the secretarial records produced for our audit.

2. We have followed such audit practices and processes as we considered appropriate to obtain reasonable assurance about the correctness of the contents of the secretarial records.

3. We have considered compliance related actions taken by the Company based on independent legal /professional opinion obtained as being in compliance with law.

4. We have verified the secretarial records furnished to us on a test basis to see whether the correct facts are reflected therein. We have also examined the compliance procedures followed by the Company. We believe that the processes and practices we followed, provide a reasonable basis for our opinion.

5. We have not verified the correctness and appropriateness of financial records and Books of Accounts of the Company.

6. We have obtained the management’s representation about the compliance of laws, rules and regulations and happening of significant events, wherever required.

7. Our Secretarial Audit Report is neither an assurance as to the future viability of the Company nor of the efficacy or effectiveness with which the Management has conducted the affairs of the Company.

For BNP & Associates Company Secretaries [Firm Regn. No. P2014MH037400] PR No. 6316/2024

Date: 13[th] May, 2025 Place: Mumbai

Avinash Bagul Partner FCS: 5578/ CP No. 19862 PR No. 6316/2024 UDIN: F005578G000326833

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Business Responsibility & Sustainability Report

SECTION

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A
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GENERAL DISCLOSURES

I. Details of the listed entity[1]

1. Corporate Identity Number (CIN) of the Listed Entity:

2. Name of the Listed Entity:

3. Year of incorporation:

4. Registered office address:

5. Corporate address:

6. E-mail:

7. Telephone:

8. Website:

9. Financial year for which reporting is being done:

10. Name of the Stock Exchange(s) where shares are listed:

L24239MH1935PLC002380 Cipla Limited 1935

Cipla House, Peninsula Business Park, Ganpatrao Kadam Marg, Lower Parel, Mumbai - 400013

Cipla House, Peninsula Business Park, Ganpatrao Kadam Marg, Lower Parel, Mumbai - 400013 cosecretary@cipla.com +91 22 4191 6000 https://www.cipla.com/

• 1[st] April, 2024 to 31[st] March, 2025

• a. National Stock Exchange of India Limited

• b. BSE Limited

• Paid-up Capital:

• Name and contact details (telephone, email address) of the person who may be contacted in case of any queries on the BRSR report:

• Reporting boundary:

• Name of assurance provider:

• Type of assurance obtained:

• c. Societe De La Bourse De Luxembourg (Luxembourg Stock Exchange) for GDRs

• H 1,61,52,34,240

• a. Name – Mr Rajendra Chopra

• b. Designation – Company Secretary

• c. Telephone Number – +91 22 4191 6000

• d. Email ID – cosecretary@cipla.com Refer on page no. 2 of this report DNV Business Assurance India Private Limited

• a. Reasonable assurance for BRSR Core indicators

• b. Limited assurance for other selected BRSR indicators

II. Products/services[2]

16. Details of business activities (accounting for 90% of the turnover)*

S. No.	Description of Main Activity	Description of Business Activity	% of Turnover of the entity
1.	Trade	Wholesale Trading	19.73
2.	Manufacturing	Chemical and chemical products, pharmaceuticals, medicinal chemical and botanicalproducts	64.86
3.	Support services to Organisations**	Other support services to organisations	12.77

2GRI 2-6

• ** This pertains to income from Royalty

1GRI 2-1

*This data is specific to Cipla Limited

Corporate Overview & Integrated Report

Financial Statements

17. Products/Services sold by the entity (accounting for 90% of the entity’s Turnover):

S. No.	Product/Service	NIC Code	% of total turnover contributed
1.	Manufacture of allopathicpharmaceuticalpreparations Wholesale ofpharmaceutical and medicalgoods Manufacture of chemical substances used in the manufacture of pharmaceuticals: antibiotics, endocrine products, basic vitamins; opium derivatives; sulpha drugs; serums and plasmas; salicylic acid, its salts and esters;glycosides and vegetable alkaloids; chemically pure sugar etc.	24,232	54.62
2.		51,397	43.55
3.		24,231	1.83

III. Operations[3]

18. Number of locations where plants and/or operations/offices of the entity are situated:

Locations	Number of plants	Number of offices	Total
National	38	59	97
International	8	35	43

19. Markets served by the entity:

• a. Number of locations

Number of locations
Locations	Number
National(No. of States)	28 states and 8 union territories
International(No. of Countries)	734

b. What is the contribution of exports as a percentage of the total turnover of the entity?

• 41.76% (standalone)

c. A brief on types of customers

• Refer to page no. 101 of Relationship Capital

IV. Employees

20. Details as at the end of Financial Year:

a. Employees and workers (including differently abled):

Refer to page no. 80 of Human Capital

b. Differently abled Employees and workers:

Refer to page no. 80 of Human Capital

21. Participation/Inclusion/Representation of women

Particulars	Total (A)	No. and percentage of Females	No. and percentage of Females
		No. (B)	% (B / A)
Board of Directors	11	2	18.18
KeyManagement Personnel	3	-	-

22. Turnover rate for permanent employees and workers

Refer page no. 90 of Human Capital

3GRI 2-1, GRI 2-6

4Represents countries/ markets where sales are more than USD 0.5 million

Cipla Limited | Annual Report 2024-25

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V. Holding, Subsidiary and Associate Companies (including joint ventures)

23. (a) Names of holding / subsidiary / associate companies / joint ventures

Details of subsidiary / associate / joint venture companies are given in Form AOC-1, on page no. 415 of this report. All the entities, wherever applicable, participate in the relevant Business Responsibility initiatives of the Company, except associate companies and joint venture companies.

VI. CSR Details

24. Whether CSR is applicable as per section 135 of Companies Act, 2013: Yes

• Standalone numbers (in crores)

Turnover: H 19,044.85

Net worth: H 32,096.51

VII. Transparency and Disclosures Compliances

25. Complaints/Grievances on any of the principles (Principles 1 to 9) under the National Guidelines on Responsible Business Conduct:[5]

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FY 2024-25 FY 2023-24
Number of Number of
Stakeholder
group from Grievance Redressal Policy Number of complaints Number of complaints
whom complaint Mechanism Coverage complaints pending Remarks complaints pending Remarks
is received filed during resolution filed during resolution
the year at close of the year at close of
the year the year
https://www.cipla.
com/sites/default/
Code of
Communities files/1530274684_ - - - - - -
Conduct
Cipla---Code-of-
Conduct-FC.PDF.pdf
Investors
(other than Not Applicable
Shareholders)
https://www. Investor
cipla.com/sites/ Servicing
Shareholders default/files/ and 23 1 16 2 -
Investor-Servicing- Grievance
and-Grievance- Redressal
Redrrssal-Policy.pdf Policy
Employee
Available on the Grievance - - - - - -
Intranet
Policy
https://www.cipla.
com/sites/default/
Code of
files/1530274684_ 66 12 - 46 7 -
Conduct
Cipla---Code-of-
Conduct-FC.PDF.pdf
Employees and https://www.cipla.
workers com/sites/default/
Human
files/2023-07/ - - - - - -
Human-Rights- Rights Policy
Policy.pdf
Prevention
https://www.cipla.
of Sexual
com/sites/default/ Harassment 19 2 - 15 1 -
files/1558508425_
at the
POSH-%20Cipla.pdf
workplace
----- End of picture text -----

5GRI 2-24, GRI 2-25

Corporate Overview & Integrated Report

Financial Statements

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FY 2024-25 FY 2023-24
Number of Number of
Stakeholder
group from Grievance Redressal Policy Number of complaints Number of complaints
whom complaint Mechanism Coverage complaints pending Remarks complaints pending Remarks
is received filed during resolution filed during resolution
the year at close of the year at close of
the year the year
Reporting
httpscom/contact://www.cipla.-us on adverse/technical 5,260 641 - 6,179 1,111 -
events
Customers https://www.cipla.
com/sites/default/
Code of
files/1530274684_ 2 - - 2 - -
Conduct
Cipla---Code-of-
Conduct-FC.PDF.pdf
Reporting
https://www.cipla. on adverse/ 584 138 - 474 91 -
com/contact-us technical
events
Value Chain https://www.cipla.
Partners com/sites/default/
files/1530274684_ Code of 6 2 - 2 - -
Cipla---Code-of- Conduct
Conduct-FC.PDF.
pdf
Reporting
https://www.cipla. on adverse/ 303 42 - 383 55 -
com/contact-us technical
events
Healthcare https://www.cipla.
Professionals com/sites/default/
files/1530274684_ Code of 2 - - - - -
Cipla---Code-of- Conduct
Conduct-FC.PDF.
pdf
Reporting
https://www.cipla. on adverse/ 179 16 - 80 10 -
com/contact-us technical
events
Government https://www.cipla.
and Regulators com/sites/default/
files/1530274684_ Code of - - - - - -
Cipla---Code-of- Conduct
Conduct-FC.PDF.
pdf
https://www.cipla.
com/sites/default/
Others files/1530274684_ Code of 10 3 - 37 5 -
Cipla---Code-of- Conduct
Conduct-FC.PDF.
pdf
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26. Overview of the entity’s material responsible business conduct issues

Please indicate material responsible business conduct and sustainability issues pertaining to environmental and social matters that present a risk or an opportunity to your business, rationale for identifying the same, approach to adapt or mitigate the risk along-with its financial implications, as per the following format

Refer to page no. 46 of Double Materiality Assessment.

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B
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MANAGEMENT AND PROCESS DISCLOSURES

This section is aimed at helping businesses demonstrate the structures, policies and processes put in place towards adopting the NGRBC Principles and Core Elements.

Disclosure Questions	Disclosure Questions	P1	P2	P3	P4	P5	P6	P7	P8	P9
Policy and managementprocesses6 1. a. Whether your entity’s policy/ policies cover each principle and its core elements of the NGRBCs. (Yes/No) b. Has the policy been approved by the Board? (Yes/No) c. Web Link of the Policies if
1.	a. Whether your entity’s policy/ policies cover each principle and its core elements of the NGRBCs. (Yes/No)					Yes
	b. Has the policy been approved by the Board? (Yes/No)					Yes7
	c. Web Link of the Policies if	Policies	are available on:

• c. Web Link of the Policies, if available

• (1) website of the Company - www.cipla.com and the weblink of the policies are also available in the Report on Corporate Governance on page no. 212

• (2) Intranet portal of the Company - accessible to the employees of the Company Yes

• Whether the entity has translated the policy into procedures. (Yes / No)

• Do the enlisted policies extend to your value chain partners? (Yes/No)

• Name of the national and international codes/certifications/ labels/ standards (e.g. Forest Stewardship Council, Fairtrade, Rainforest Alliance, Trustea) standards (e.g. SA 8000, OHSAS, ISO, BIS) adopted by your entity and mapped to each principle.

Yes, Code of Conduct and other applicable policies extend to our value chain partners

• Principle 1: United Nations Sustainable Development Goals, National Guidelines on Responsible Business Conduct

• Principle 2: ISO 9001:2015, United Nations Sustainable Development Goals, National Guidelines on Responsible Business Conduct

• Principle 3: ISO 45001: 2018 at 38 of 46 manufacturing sites globally, United Nations Sustainable Development Goals, National Guidelines on Responsible Business Conduct

• Principle 4: United Nations Sustainable Development Goals, National Guidelines on Responsible Business Conduct

• Principle 5: United Nations Sustainable Development Goals, National Guidelines on Responsible Business Conduct

• Principle 6: ISO 14001: 2015 at 38 of 46 manufacturing sites globally, ISO 50001:2018 at 26 of 46 manufacturing sites, United Nations Sustainable Development Goals, National Guidelines on Responsible Business Conduct

• Principle 7: United Nations Sustainable Development Goals, National Guidelines on Responsible Business Conduct

• Principle 8: United Nations Sustainable Development Goals, National Guidelines on Responsible Business Conduct

• Principle 9: United Nations Sustainable Development Goals, National Guidelines on Responsible Business Conduct

• Specific commitments, goals and targets set by the entity with defined timelines, if any.

• Performance of the entity against the specific commitments, goals and targets along-with reasons in case the same are not met.

The specific commitments, goals and targets are provided in the respective capitals of the Integrated Annual Report, wherever applicable

The performance against specific commitments, goals and targets are provided in the respective capitals of the Integrated Annual Report, wherever applicable

6GRI 2-23, GRI 2-24

7Policies are approved by the Board, respective board committees, respective department heads, wherever applicable

Corporate Overview & Integrated Report Statutory Reports Financial Statements

Disclosure Questions P1 P2 P3 P4 P5 P6 P7 P8 P9

Governance, leadership and oversight

7.	Statement by director responsible for the business responsibility report, highlighting ESG related challenges, targets and achievements Details of the highest authority responsible for implementation and oversight of the Business Responsibility policy (ies).8 Does the entity have a specified Committee of the Board/ Director responsible for decision making on sustainability related issues? (Yes / No). If yes, provide details.	Refer to MD & GCEO’s Message on page no. 14
8.		Mr Umang Vohra, Managing Director and Global Chief Executive Officer (DIN: 02296740)
9.		The Investment and Risk Management Committee (“IRMC”) is responsible to periodically review environmental, social and governance (“ESG”)/ sustainability matters pertaining to the Company, including initiatives and reporting. The Committee composition of IRMC is as follows: 1. Mr Robert Stewart – Chairman – DIN: 03515778 2. Mr Abhijit Joshi – Member – DIN: 07115673 3. Mr Kamil Hamied – Member – DIN: 00024292 4. Mr P R Ramesh – Member – DIN: 01915274

1. Mr Umang Vohra - Member – DIN: 02296740

10. Details of Review of NGRBCs by the Company:

Subject for Review	Indicate whether review was undertaken by Director / Committee of the Board/ Any other Committee	Indicate whether review was undertaken by Director / Committee of the Board/ Any other Committee	Indicate whether review was undertaken by Director / Committee of the Board/ Any other Committee	Indicate whether review was undertaken by Director / Committee of the Board/ Any other Committee	Indicate whether review was undertaken by Director / Committee of the Board/ Any other Committee	Indicate whether review was undertaken by Director / Committee of the Board/ Any other Committee	Indicate whether review was undertaken by Director / Committee of the Board/ Any other Committee	Indicate whether review was undertaken by Director / Committee of the Board/ Any other Committee	Indicate whether review was undertaken by Director / Committee of the Board/ Any other Committee	Frequency (Annually/ Half yearly/ Quarterly/ Any other – please specify) P1 P2 P3 P4 P5 P6 P7 P8 P9	Frequency (Annually/ Half yearly/ Quarterly/ Any other – please specify) P1 P2 P3 P4 P5 P6 P7 P8 P9	Frequency (Annually/ Half yearly/ Quarterly/ Any other – please specify) P1 P2 P3 P4 P5 P6 P7 P8 P9	Frequency (Annually/ Half yearly/ Quarterly/ Any other – please specify) P1 P2 P3 P4 P5 P6 P7 P8 P9	Frequency (Annually/ Half yearly/ Quarterly/ Any other – please specify) P1 P2 P3 P4 P5 P6 P7 P8 P9	Frequency (Annually/ Half yearly/ Quarterly/ Any other – please specify) P1 P2 P3 P4 P5 P6 P7 P8 P9	Frequency (Annually/ Half yearly/ Quarterly/ Any other – please specify) P1 P2 P3 P4 P5 P6 P7 P8 P9	Frequency (Annually/ Half yearly/ Quarterly/ Any other – please specify) P1 P2 P3 P4 P5 P6 P7 P8 P9	Frequency (Annually/ Half yearly/ Quarterly/ Any other – please specify) P1 P2 P3 P4 P5 P6 P7 P8 P9
	P1	P2	P3	P4	P5	P6	P7	P8	P9		P2	P3	P4	P5	P6	P7	P8	P9
Performance against above policies and follow upaction	The policies of the Company are reviewed periodically / on a need basis by department heads / Directors / Board Committees, wherever applicable.
Compliance with statutory requirements of relevance to the principles, and, rectification of anynon-compliances	Status of compliance with all applicable statutory requirements is reviewed by the Board and the Audit Committee on a quarterly basis.

11		P1	P2	P3	P4	P5	P6	P7	P8	P9
	Has the entity carried out independent assessment/ evaluation of the working of its policies by an external agency? (Yes/No). If yes, provide name of the agency.	DNV Business Assurance India Private Limited has been engaged to provide assurance on Cipla’s Integrated Annual Report, including the Business Responsibility & Sustainability Report for FY 2024-25. As part of the assurance process, DNV has reviewed implementation of ESG related policies at operational level. SGGS & Associates, Practicing Company Secretaries was engaged to conduct a detailed assessment of the effectiveness of policies and practices relating to human rights. The procedures and compliances pertaining to the working of Company’s policies are also evaluated bythe internal auditors of the Companyfrom time to time.

12. If answer to question (1) above is “No” i.e. not all Principles are covered by a policy, reasons to be stated

Not Applicable

8GRI 2-12

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C
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PRINCIPLE WISE PERFORMANCE DISCLOSURE

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PRINCIPLE 1

Businesses should conduct and govern themselves with integrity, and in a manner that is Ethical, Transparent and Accountable.

Essential Indicators

1. Percentage coverage by training and awareness programmes on any of the Principles during the financial year:[9]

Segment	Total number of training and awareness programmes held	Topics / principles covered under the training and its impact	%age of persons in respective category covered by awareness programmes
Board of Directors10	14	The Company conducts familiarisation programmes for its Board of Directors at regular intervals which covers topics such as ESG parameters and targets, corporate governance practices, various other industry, business and regulatoryupdates.	98.70
Key Managerial Personnel			100
Employees other than BoD and KMPs	4,002	The employees / workers undergo various trainings / awareness sessions such as induction training at the time of joining and leadership, policy, technical and compliance trainingduringthe course of employment.	75.95
Workers	462		34.96

2. Details of fines / penalties /punishment/ award/ compounding fees/ settlement amount paid in proceedings (by the entity or by directors / KMPs) with regulators/ law enforcement agencies/ judicial institutions, in the financial year, in the following format[11]

• (Note: the entity shall make disclosures on the basis of materiality as specified in Regulation 30 of SEBI (Listing Obligations and Disclosure Obligations) Regulations, 2015 and as disclosed on the entity’s website):

partners (as defined in the policy) and all its subsidiaries. This policy reflects our zero-tolerance stance towards corruption and bribery and encompasses the following key components:

• Duties of Cipla associates and business partners

• Procedures for addressing complaints related to bribery and corruption

• Guidance on interactions with public officials

Nil

3. Of the instances disclosed in Question 2 above, details of the Appeal/ Revision preferred in cases where monetary or non-monetary action has been appealed.

• Not Applicable

4. Does the entity have an anti-corruption or anti-bribery policy? If yes, provide details in brief and if available, provide a web-link to the policy.[12]

• Yes, the Company has established an anti-corruption and anti-bribery policy that applies to all associates, business

• Do’s and Don'ts regarding entertainment, gifts and hospitality

Additionally, the policy assists business partners and associates in reporting bribery and corruption in alignment with our Whistle-blower Policy. We conduct risk assessments regarding compliance with anti-corruption and anti-bribery laws as needed, as part of our Enterprise Risk Management activities and implement appropriate mitigation measures in response. Alongside our Code of Conduct training, all employees also receive training on anti-corruption and anti-bribery practices.

9GRI 2-17, GRI 2-24

10It includes programmes which are offered to all the Board members of Cipla Limited. For further details, please refer Familiarisation programme for Independent Directors in the ‘Report on Corporate Governance’

11GRI 2-27

12GRI 205-1, GRI 205-2

Corporate Overview & Integrated Report Statutory Reports Financial Statements

The policy is available via the following weblink: https:// - - www.cipla.com/sites/default/files/2019 06/1553587868_Anti Bribery-and-Anti-Corruption-Policy.pdf.

5. Number of Directors/KMPs/employees/workers against whom disciplinary action was taken by any law enforcement agency for the charges of bribery/ corruption:[ 13]

• Nil

6. Details of complaints with regard to conflict of interest: Nil

7. Provide details of any corrective action taken or underway on issues related to fines / penalties / action taken by regulators/ law enforcement agencies/ judicial institutions, on cases of corruption and conflicts of interest.[14]

• None

8. Number of days of accounts payables ((Accounts payable *365) / Cost of goods/services procured) in the following format:

Particulars	FY 2024-25	FY 2023-24
Number of days of accounts payables	62	60

9. Open-ness of business

• Provide details of concentration of purchases and sales with trading houses, dealers and related parties along-with loans and advances & investments, with related parties in the following format:[15]

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Parameter Metrics FY 2024-25 FY 2023-24
Concentration of Purchases a. Purchases from trading houses as % of total 6.30% 6.35%
purchases
b. Number of trading houses where purchases are 292 274
made from
c. Purchases from top 10 trading houses as % of total 49.05% 51.22%
purchases from trading houses
Concentration of Sales a. Sales to dealers / distributors as % of total sales 96.32% 95.54%
b. Number of dealers / distributors to whom sales are 16,071 10,276
made
c. Sales to top 10 dealers / distributors as % of total 29.95% 36.65%
sales to dealers / distributors
Share of RPTs in a. Purchases (Purchases with related parties / Total 0.11% 0.03%
Purchases)
b. Sales (Sales to related parties / Total Sales) 0.0004% 0.0003%
c. Loans & advances (Loans & advances given to 61.95% 100%
related parties / Total loans & advances)
d. Investments (Investments in related parties / Total 63.21% 86.99%
Investments made)
----- End of picture text -----

Leadership Indicators

1. Awareness programmes conducted for value chain partners on any of the Principles during the financial year:[16]

• Refer to page no. 105 of Relationship Capital

2. Does the entity have processes in place to avoid/ manage conflict of interests involving members of the Board? (Yes/No) If Yes, provide details of the same.[17]

Yes, the Company has in place a 'Conflict of Interest Policy' and a ‘Policy on Related Party Transactions’, which are applicable to our board members. Transactions with the board members or any entity in which such board members are concerned or interested are required to be approved by the Audit Committee and the Board of Directors. In such cases, the interested directors abstain themselves from the discussions at the meeting. The weblink of the above-mentioned policies are as below:

Conflict of Interest Policy- https://www.cipla.com/sites/default/files/2019-06/1554391523_1530187477_Conflict%20of%20Interest%20 - Policy%20 %20V1%20fc.pdf

Policy on Related Party Transactions - https://www.cipla.com/sites/default/files/2025-03/Policy-on-Related-Party-Transaction_ clean.pdf

13GRI 205-3

14GRI 205-3 and 206-1

15GRI 2-4 and Figures for FY 2023-24 have been restated wherever necessary as per Industry Standards Note on Business Responsibility and Sustainability Report Core.

16GRI 2-24, GRI 2-25 17GRI 2-15

Cipla Limited | Annual Report 2024-25

Caring For Life

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PRINCIPLE 2

Businesses should provide goods and services in a manner that is sustainable and safe

Essential Indicators

1. Percentage of R&D and capital expenditure (capex) investments in specific technologies to improve the environmental and social impacts of product and processes to total R&D and capex investments made by the entity, respectively.

• Refer to page no. 64 of Manufactured Capital and page no. 71 of Intellectual Capital

2. a. Does the entity have procedures in place for sustainable sourcing? (Yes/No)

  - Yes

• b. If yes, what percentage of inputs were sourced sustainably?

  • Cipla has implemented procedures to ensure sustainable sourcing by embedding sustainability criteria into our comprehensive supply chain framework. This integration is facilitated through our Supply Chain Management Sustainability Policy, Responsible Sourcing Policy and Supplier Code of Conduct. We conduct thorough assessments of our suppliers based on ESG parameters and organise capacity-building workshops for our key suppliers. These suppliers are selected based on criteria such as their value, volume and dependency on our operations. For more detailed information regarding the assessments undertaken during the year to identify sustainably sourced products, please refer to page no. 104 of the Relationship Capital section.

3. Describe the processes in place to safely reclaim your products for reusing, recycling and disposing at the end of life, for (a) Plastics (including packaging) (b) E-waste (c) Hazardous waste and (d) other waste.

• As a pharmaceutical company, we do not participate in the reclamation or recycling of products at the end of their lifecycle. Nonetheless, we have established comprehensive waste management protocols throughout all our manufacturing facilities and warehouses. Products that remain unsold in the market and reach the end of their lifecycle for any reason are collected by our warehouses for secure disposal through incineration

4. Whether Extended Producer Responsibility (EPR) is applicable to the entity’s activities (Yes / No). If yes, whether the waste collection plan is in line with the EPR plan submitted to Pollution Control Boards? If not, provide steps taken to address the same.

Refer to page no. 125 of Natural Capital

Leadership Indicators

1. Has the entity conducted Life Cycle Perspective / Assessments (LCA) for any of its products (for manufacturing industry) or for its services (for service industry)? If yes, provide details in the following format?

• Refer to page no. 125 of Natural Capital

2. If there are any significant social or environmental concerns and/or risks arising from production or disposal of your products / services, as identified in the Life Cycle Perspective / Assessments (LCA) or through any other means, briefly describe the same along-with action taken to mitigate the same.

• Refer to page no. 125 of Natural Capital

3. Percentage of recycled or reused input material to total material (by value) used in production (for manufacturing industry) or providing services (for service industry).

• Since we are in the pharmaceutical business, we do not recycle or reuse input material.[18]

4. Of the products and packaging reclaimed at the end of life of products, amount (in metric tonnes) reused, recycled, and safely disposed, as per the following format:

• As a pharmaceutical company, Cipla does not reclaim products at the end of their life for reuse or recycling due to the nature of the industry. Instead, expired or unused products are retrieved from market and safely disposed of through incineration. We actively use recycled tertiary packaging materials sourced from our suppliers and ensure responsible management of plastic waste. This includes collecting and channelising rigid, flexible and multi-layered plastics in quantities equivalent to those used in our own packaging.

In FY 2024-25, we collected 1,992 metric tonnes of expired products for safe incineration and sent 274 metric tonnes of packaging material for recycling.

5. Reclaimed products and their packaging materials (as percentage of products sold) for each product category.

• As a pharmaceutical company, Cipla does not reclaim products at the end of their life for reuse or recycling, given regulatory and safety considerations. However, any reclaimed products are safely disposed of through incineration.

In FY 2024–25, 15% of our formulation products were reclaimed and safely disposed through incineration. Additionally, 100% of the equivalent quantity of pre and post consumer plastic waste generated from our packaging is collected through authorised waste management agencies and is either coprocessed, recycled, or converted into energy.[19]

18GRI 301-2 19GRI 301-3

Corporate Overview & Integrated Report Statutory Reports Financial Statements

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PRINCIPLE 3

Businesses should respect and promote the well-being of all employees, including those in their value chains

Essential Indicators

1. a. Details of measures for the well-being of employees:

  - Refer page no. 86 of Human Capital

• b. Details of measures for the well-being of workers:

• b. What are the processes used to identify work-related hazards and assess risks on a routine and non-routine basis by the entity?

Refer page no. 94 of Human Capital

  - **c. Whether you have processes for workers to report the work related hazards and to remove themselves from such risks. (Y/N)**

• Refer page no. 86 of Human Capital

• c. Spending on measures towards well-being of employees and workers (including permanent and other than permanent) in the following format.

  • Refer page no. 95 of Human Capital

• d. Do the employees/ worker of the entity have access to non-occupational medical and healthcare services? (Yes/ No)

• Refer page no. 86 of Human Capital

2. Details of retirement benefits, for Current Financial Year and Previous Financial Year.

• Refer page no. 86 of Human Capital

3. Accessibility of workplaces

• Are the premises / offices of the entity accessible to differently abled employees and workers, as per the requirements of the Rights of Persons with Disabilities Act, 2016? If not, whether any steps are being taken by the entity in this regard.

• Refer page no. 82 of Human Capital

4. Does the entity have an equal opportunity policy as per the Rights of Persons with Disabilities Act, 2016? If so, provide a web-link to the policy.

• Refer page no. 82 of Human Capital

5. Return to work and Retention rates of permanent employees and workers that took parental leave.

        - Refer page no. 96 of Human Capital

  **11. Details of safety related incidents, in the following format:**

     - Refer page no. 97 of Human Capital

  **12. Describe the measures taken by the entity to ensure a safe and healthy work place.**

     - Refer page no. 93 of Human Capital

  **13. Number of Complaints on the following made by employees and workers:**

     - Refer page no. 93 of Human Capital

  **14. Assessments for the year:**

     - Refer page no. 94 of Human Capital

  **15. Provide details of any corrective action taken or underway to address safety-related incidents (if any) and on significant risks / concerns arising from assessments of health & safety practices and working conditions.**

     - Refer page no. 94 of Human Capital

• Refer page no. 85 of Human Capital

6. Is there a mechanism available to receive and redress grievances for the following categories of employees and worker? If yes, give details of the mechanism in brief.

• Refer page no. 91 of Human Capital

7. Membership of employees and worker in association(s) or Unions recognised by the listed entity:

• Refer page no. 93 of Human Capital

8. Details of training given to employees and workers:

• Refer page no. 89 of Human Capital

9. Details of performance and career development reviews of employees and worker:

• Refer page no. 90 of Human Capital

10. Health and safety management system:

• a. Whether an occupational health and safety management system has been implemented by the entity? (Yes/ No). If yes, the coverage of such system?

Refer page no. 93 of Human Capital

Leadership Indicators

1. Does the entity extend any life insurance or any compensatory package in the event of death of (A) Employees (Y/N) (B) Workers (Y/N).

• Yes

2. Provide the measures undertaken by the entity to ensure that statutory dues have been deducted and deposited by the value chain partners.

• All value chain partners are expected to uphold ethical, responsible conduct and maintain high standards of fair business practices in every transaction. Cipla has established robust processes to ensure that all applicable statutory dues related to these transactions are accurately deducted, deposited and reviewed through regular audit mechanisms. The Company also collects necessary certificates and proofs from contractors to verify compliance with statutory obligations such as PF, ESIC and other dues concerning contractual employees and workers.

Cipla Limited | Annual Report 2024-25

Caring For Life

3. Provide the number of employees / workers having suffered high consequence work related injury / ill-health / fatalities (as reported in Q11 of Essential Indicators above), who have been are rehabilitated and placed in suitable employment or whose family members have been placed in suitable employment:

Particulars	Total no. of affected employees/ workers	Total no. of affected employees/ workers	No. of employees/workers that are rehabilitated and placed in suitable employment or whose family members have been placed in suitable employment	No. of employees/workers that are rehabilitated and placed in suitable employment or whose family members have been placed in suitable employment
	FY 2024-25	FY 2023-24	FY 2024-25	FY 2023-24
Employees	-	-	-	-
Workers	2	1	-	-

4. Does the entity provide transition assistance programs to facilitate continued employability and the management of career endings resulting from retirement or termination of employment? (Yes/ No)

• No

5. Details on assessment of value chain partners:

• Refer to page no. 104 of Relationship Capital

6. Provide details of any corrective actions taken or underway to address significant risks / concerns arising from assessments of health and safety practices and working conditions of value chain partners.

• Refer to page no. 104 of Relationship Capital

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PRINCIPLE 4 Businesses should respect the interests of and be responsive to all its stakeholders

Essential Indicators

1. Describe the processes for identifying key stakeholder groups of the entity.

• Refer to page no. 40 of Stakeholder Engagement

2. List stakeholder groups identified as key for your entity and the frequency of engagement with each stakeholder group.

• Refer to page no. 40 of Stakeholder Engagement

Leadership Indicators

1. Provide the processes for consultation between stakeholders and the Board on economic, environmental, and social topics or if consultation is delegated, how is feedback from such consultations provided to the Board.[20]

• Respective business / functional heads engage with the stakeholders on various ESG matters and the relevant feedback from such consultation is provided to the Board, wherever applicable. For further details, refer page no. 46 of Double Materiality Assessment.

2. Whether stakeholder consultation is used to support the identification and management of environmental, and social topics (Yes / No). If so, provide details of instances as to how the inputs received from stakeholders on these topics were incorporated into policies and activities of the entity.[21]

Yes, our material issues are identified based on our engagement with our stakeholders. For details, please refer page no. 46 of Double Materiality Assessment.

3. Provide details of instances of engagement with, and actions taken to, address the concerns of vulnerable/ marginalised stakeholder groups.

We interact with a range of stakeholders, which include vulnerable and marginalised groups. For more details, please see page no. 40 of Stakeholder Engagement.

The Company is involved in various CSR initiatives in local communities that address the needs of these vulnerable and marginalised groups. More information can be found on page nos. 107 to 113 of the Social Capital section. Currently, there are no significant concerns reported regarding vulnerable or marginalised groups.

20GRI 2-12, GRI 2-15

21GRI 2-12

Corporate Overview & Integrated Report

Financial Statements

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PRINCIPLE 5

Businesses should respect and promote human rights

Essential Indicators

1. Employees and workers who have been provided training on human rights issues and policy(ies) of the entity, in the following format:[22]

• Refer page no. 92 of Human Capital

2. Details of minimum wages paid to employees and workers, in the following format:

• Refer page no. 91 of Human Capital

3. Details of remuneration/ salary/ wages

a. Median remuneration/ wages

Category		Male		Female
	Number	Median remuneration/ salary/ wages of respective category	Number	Median remuneration/ salary/ wages of respective category
Board of Directors(BoD)	9	1,08,50,000	2	49,89,932
KeyManagerial Personnel	2	4,94,25,962	-	-
Employees other than BoD and KMP	25,240	6,79,946	4,704	6,37,009
Workers	260	13,30,736	106	14,34,552

• b. Gross wages paid to females as a % of total wages paid by the entity, in the following format[23]

Parameter	FY 2024-25	FY 2023-24
Gross wages paid to females as a % of total wages	16.01%	16.49%

4. Do you have a focal point (Individual/ Committee) responsible for addressing human rights impacts or issues caused or contributed to by the business? (Yes/No)

• Refer page no. 91 of Human Capital

5. Describe the internal mechanisms in place to redress grievances related to human rights issues.

• Refer page no. 91 of Human Capital

6. Number of Complaints on the following made by employees and workers:

Particulars		FY 2024-25			FY 2023-24
	Filed	Pending	Remarks	Filed	Pending	Remarks
Sexual Harassment	19	2	-	15	1	-
Discrimination at workplace	-	-	-	-	-	-
Child Labour	-	-	-	-	-	-
Forced labour/ Involuntary labour	-	-	-	-	-	-
Wages	-	-	-	-	-	-
Other human rights related issues	-	-	-	-	-	-

22GRI 2-24

23GRI 2-4 and Figures for FY 2023-24 have been restated as per Industry Standards Note on Business Responsibility and Sustainability

Cipla Limited | Annual Report 2024-25

Caring For Life

7. Complaints filed under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013, in the following format:

Particulars	FY 2024-25	FY 2023-24
Total Complaints reported under Sexual Harassment on of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 (POSH)24	17	12
Complaints on POSH as a % of female employees / workers	0.23%	0.18%25
Complaints on POSH upheld	17	12

8. Mechanisms to prevent adverse consequences to the complainant in discrimination and harassment cases.[26]

• Refer page no. 92 of Human Capital

9. Do human rights requirements form part of your business agreements and contracts?[27] (Yes/No)

• Refer page no. 91 of Human Capital

10. Assessments for the year:

Leadership Indicators

  **1. Details of a business process being modified / introduced as a result of addressing human rights grievances/complaints.** Not applicable

  **2. Details of the scope and coverage of any Human rights duediligence conducted.**

     - Refer page no. 92 of Human Capital

• Refer page no. 92 of Human Capital

11. Provide details of any corrective actions taken or underway to address significant risks / concerns arising from the assessments at Question 10 above.

• There were no significant risks/concerns arising from the assessments at question no. 10 above

3. Is the premise/office of the entity accessible to differently abled visitors, as per the requirements of the Rights of Persons with Disabilities Act, 2016?

• Yes

4. Details on assessment of value chain partners:

• Refer to page no. 104 of Relationship Capital

5. Provide details of any corrective actions taken or underway to address significant risks / concerns arising from the assessments at Question 4 above.

• Refer to page no. 104 of Relationship Capital

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PRINCIPLE 6

Businesses should respect and make efforts to protect and restore the environment

Essential Indicators

1. Details of total energy consumption (in Joules or multiples) and energy intensity, in the following format:

Parameter	FY 2024-25	FY 2023-24
From renewable sources*
Total electricity consumption (A)	3,45,021	3,54,105
Total fuel consumption (B)	1,63,158	2,28,869
Energy consumption through other sources (C)	-	-
Total energy consumed from renewable sources (A+B+C) GJ	5,08,179	5,82,974

24This data includes complaints only specific to Cipla Limited and its Indian Subsidiaries as per statutory requirements.

25Previous year numbers have been restated as per Industry Standards Note on Business Responsibility and Sustainability Report Core

26GRI 2-25

27GRI 2-23

*This table does not include the attributes of IRECs. In FY 2024-25 we have procured 95,005 IRECs to convert our non renewable power into renewable. Based on GHG Protocol, USEPA and RE100 guidelines, after including the attributes of 95,005 IRECs, the total electricity consumption from renewable sources (A) becomes 6,87,039 GJ and total electricity consumption from non renewable sources (D) stands at 6,15,882 GJ for FY 2024-25.

Corporate Overview & Integrated Report Statutory Reports Financial Statements

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----- Start of picture text -----

Parameter FY 2024-25 FY 2023-24
From non-renewable sources
Total electricity consumption (D) 9,57,899 9,03,539
Total fuel consumption (E) 5,89,442 5,31,498
Energy consumption through other sources (F) - -
Total energy consumed from nonrenewable sources (D+E+F) GJ 15,47,341 14,35,037
Total energy consumed (A+B+C+D+E+F) GJ 20,55,520 20,18,011
Energy intensity per rupee of turnover (Total energy consumed / Revenue from 0.75 0.78
operations) GJ/ H lac of Revenue
Energy intensity per rupee of turnover adjusted for Purchasing Power Parity (PPP) 15.42 17.92
(Total energy consumed / Revenue from operations adjusted for PPP) GJ/lac USD
Energy intensity in terms of physical output (GJ/MT Product) 136.24 127.62
----- End of picture text -----*

Note: Indicate if any independent assessment/ evaluation/assurance has been carried out by an external agency? (Y/N) If yes, name of the external agency.

Yes, independent assurance has been carried out by DNV Business Assurance India Private Limited.

2. Does the entity have any sites / facilities identified as designated consumers (DCs) under the Performance, Achieve and Trade (PAT) Scheme of the Government of India? (Y/N) If yes, disclose whether targets set under the PAT scheme have been achieved. In case targets have not been achieved, provide the remedial action taken, if any.

Not applicable. None of our API sites is crossing the energy threshold of 3,000 Metric tons of oil equivalent in FY 2024-25.

3. Provide details of the following disclosures related to water, in the following format:

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Parameter FY 2024-25 FY 2023-24
Water withdrawal by source (in kilolitres)
(i) Surface water 43,140 48,667
(ii) Groundwater 2,16,318 2,13,764
(iii) Third party water 13,73,079 13,51,648
(iv) Seawater / desalinated water - -
(v) Others - -
Total volume of water withdrawal (in kilolitres) (i + ii + iii + iv + v) 16,32,537 16,14,079
Total volume of water consumption (in kilolitres) 14,93,995 14,98,961
Water intensity per rupee of turnover (Total water consumption / H lac of Revenue) 0.54 0.58
Water intensity per rupee of turnover adjusted for Purchasing Power Parity (PPP) (Total 11.20 13.31
water consumption / Revenue from operations adjusted for PPP) kilolitres/lac USD
Water intensity in terms of physical output (Water consumption/MT Product) 99.02 94.79
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Note: Indicate if any independent assessment/ evaluation/assurance has been carried out by an external agency? (Y/N) If yes, name of the external agency

Yes, independent assurance has been carried out by DNV Business Assurance India Private Limited.

4. Provide the following details related to water discharged:

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----- Start of picture text -----

Parameter FY 2024-25 FY 2023-24
Water discharge by destination and level of treatment (in kilolitres)
(i) To Surface water
- No treatment - -
- With treatment – please specify level of treatment - -
(ii) To Groundwater
- No treatment - -
- With treatment – please specify level of treatment - -
(iii) To Seawater
- No treatment - -
- With treatment – please specify level of treatment - -
----- End of picture text -----

*This table does not include the attributes of IRECs. In FY 2024-25 we have procured 95,005 IRECs to convert our non renewable power into renewable. Based on GHG Protocol, USEPA and RE100 guidelines, after including the attributes of 95,005 IRECs, the total electricity consumption from renewable sources (A) becomes 6,87,039 GJ and total electricity consumption from non renewable sources (D) stands at 6,15,882 GJ for FY 2024-25.

Cipla Limited | Annual Report 2024-25

Caring For Life

==> picture [484 x 115] intentionally omitted <==

----- Start of picture text -----

Parameter FY 2024-25 FY 2023-24
(iv) Sent to third-parties 1,38,541 1,15,118
- No treatment 94,222 66,084
- With treatment: Primary treatment 11,699 9,818
- With treatment: Tertiary treatment 32,620 39,216
(v) Others
- No treatment - -
- With treatment – please specify level of treatment - -
Total water discharged (in kilolitres) 1,38,541 1,15,118
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Note: Indicate if any independent assessment/ evaluation/assurance has been carried out by an external agency? (Y/N) If yes,

name of the external agency.

Yes, independent assurance has been carried out by DNV Business Assurance India Private Limited.

5. Has the entity implemented a mechanism for Zero Liquid Discharge? If yes, provide details of its coverage and implementation.

We have implemented a Zero Liquid Discharge (‘ZLD’) system at our manufacturing facilities in Sikkim, Kurkumbh, Virgonagar, Indore, Goa and Bommasandra. As of 31[st] March, 2025, ZLD operations are in place at 54% of our global manufacturing units.

6. Please provide details of air emissions (other than GHG emissions) by the entity, in the following format:[28]

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----- Start of picture text -----

Parameter Please specify unit FY 2024-25 FY 2023-24
NOx mg/Nm3 54.4 64.68
SOx mg/Nm3 25.8 29.91
Particulate matter (PM) mg/Nm3 56.5 31.25
Persistent organic pollutants (POP) NA NA NA
Volatile organic compounds (VOC) NA NA NA
Hazardous air pollutants (HAP) NA NA NA
Others – please specify NA NA NA
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Note: Indicate if any independent assessment/ evaluation/assurance has been carried out by an external agency? (Y/N) If yes, name of the external agency.

Yes, independent assurance has been carried out by DNV Business Assurance India Private Limited.

7. Provide details of greenhouse gas emissions (Scope 1 and Scope 2 emissions) & its intensity, in the following format:

==> picture [483 x 191] intentionally omitted <==

----- Start of picture text -----

Parameter Unit FY 2024-25 FY 2023-24
Total Scope 1 emissions (Break-up of the GHG into Metric tonnes of CO₂ Energy based – Energy based–
CO2, CH4, N2O, HFCs, PFCs, SF6, NF3, if available) equivalent 38,283 37,398
Refrigerant Refrigerant
Emissions – 7,39,935 emissions:–6,97,682
Total Scope 2 emissions (market based approach) Metric tonnes of CO₂ 1,29,087 2,07,238
(Break-up of the GHG into CO2, CH4, N2O, HFCs, PFCs, SF6, equivalent
NF3, if available)
Total Scope 1 and Scope 2 emission intensity per rupee tCO₂e/ H lac of 0.329 0.365
of turnover (Total Scope 1 and Scope 2 GHG emissions / Revenue
Revenue from operations)
Total Scope 1 and Scope 2 emission intensity per rupee of tCO₂e/lac USD 6.80 8.37
turnover adjusted for Purchasing Power Parity (PPP)
Total Scope 1 and Scope 2 emission intensity in terms of tCO₂e/MT 60.13 59.59
physical output Product
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Note: Indicate if any independent assessment/ evaluation/assurance has been carried out by an external agency? (Y/N) If yes, name of the external agency.

Yes, independent assurance has been carried out by DNV Business Assurance India Private Limited.

28GRI 305-7

Corporate Overview & Integrated Report

Financial Statements

8. Does the entity have any project related to reducing Green House Gas emission? If Yes, then provide details.

• Refer page no. 117 and 118 from Natural Capital

9. Provide details related to waste management by the entity, in the following format:

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----- Start of picture text -----

Parameter FY 2024-25 FY 2023-24
Total Waste generated (in metric tonnes)
Plastic waste (A) 3,351 2,748
E-waste (B) 96 67
Bio-medical waste (C) 114 102
Construction and demolition waste (D) 792 999
Battery waste (E) 107 70
Radioactive waste (F) - -
Other Hazardous waste. Please specify, if any. (G) 18,541 17,107
Other Non-hazardous waste generated (H). Please specify, if any. (Break-up by 9,212 10,550
composition i.e. by materials relevant to the sector)
Total (A+B + C + D + E + F + G+ H) 32,213 31,643
Waste intensity per rupee of turnover (Total waste generated / H lac of Revenue) 0.012 0.012
Waste intensity per rupee of turnover adjusted for Purchasing Power Parity (PPP) 0.24 0.28
(Total waste generated / Revenue from operations adjusted for PPP) MT/lac USD
Waste intensity in terms of physical output (Total waste generated/MT product) 2.14 2.00
For each category of waste generated, total waste recovered through recycling, re-using or other recovery operations (in metric
tonnes)
Category of waste
(i) Recycled/Re-used 23,859 22,374
(ii) Other recovery operations 4,774 5,828
Total 28,633 28,202
For each category of waste generated, total waste disposed by nature of disposal method (in metric tonnes)
Category of waste
(i) Incineration 2,683 2,503
(ii) Landfilling 584 1,522
(iii) Other disposal operations - -
Total 3,267 4,025
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Note: Indicate if any independent assessment/ evaluation/assurance has been carried out by an external agency? (Y/N) If yes, name of the external agency.

Yes, independent assurance has been carried out by DNV Business Assurance India Private Limited.

10. Briefly describe the waste management practices adopted in your establishments. Describe the strategy adopted by your company to reduce usage of hazardous and toxic chemicals in your products and processes and the practices adopted to manage such wastes.

Refer page no. 123 to 125 from Natural Capital

11. If the entity has operations/offices in/around ecologically sensitive areas (such as national parks, wildlife sanctuaries, biosphere reserves, wetlands, biodiversity hotspots, forests, coastal regulation zones etc.) where environmental approvals / clearances are required, please specify details in the following format:[29]

Location of operations/offices	Type of operations	Whether the conditions of environmental approval / clearance are being complied with? (Y/N) If no, the reasons thereof and corrective action taken, if any.
Cipla Limited Bommasandra- Jigani Link Road, Industrial Area, Plot No. 285, KIADB Bangalore, Krishnapuram, Jigani, Karnataka 560105, India.	API manufacturing	Yes

29GRI 304-1

Cipla Limited | Annual Report 2024-25

Caring For Life

• 12 Details of environmental impact assessments of projects undertaken by the entity based on applicable laws, in the current financial year.

Cipla has not undertaken any Environmental Impact Assessments of its Projects in FY 2024-25.

13. Is the entity compliant with the applicable environmental law/ regulations/ guidelines in India; such as the Water (Prevention and Control of Pollution) Act, Air (Prevention and Control of Pollution) Act, Environment protection act and rules thereunder (Y/N). If not, provide details of all such non-compliances, in the following format:

• Yes, the Company is compliant with all applicable environmental laws and regulations.

Leadership Indicators

1. Water withdrawal, consumption and discharge in areas of water stress (in kilolitres):

• For each facility / plant located in areas of water stress, provide the following information:

• (i) Name of the area: Baddi, Bommasandra, Virgonagar, Indore, Satara

  • Note: As per WRI Aqueduct tool (Beta Version 3.0). Sites with water stress >80% are considered

• (ii) Nature of operations: API- Bommasandra, Virgonagar

  • Formulations- Baddi, Indore, Satara

(iii) Water withdrawal, consumption and discharge in the following format:

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----- Start of picture text -----

Parameter FY 2024-25 FY 2023-24
Water withdrawal by source (in kilolitres)
(i) Surface water - 158
(ii) Groundwater 62,324 57,940
(iii) Third party water 3,36,159 3,32,345
(iv) Seawater / desalinated water - -
(v) Others - -
Total volume of water withdrawal (in kilolitres) 3,98,483 3,90,443
Total volume of water consumption (in kilolitres) 3,86,784 3,80,625
Water intensity per rupee of turnover (Water consumed / H lac of Revenue) 0.14 0.15
Water discharge by destination and level of treatment (in kilolitres)
(i) Into Surface water
- No treatment - -
- With treatment – please specify level of treatment - -
(ii) Into Groundwater
- No treatment - -
- With treatment – please specify level of treatment - -
(iii) Into Seawater
- No treatment - -
- With treatment – please specify level of treatment - -
(iv) Sent to third-parties 11,699 9,818
- No treatment -
- With treatment – primary treatment 11,699 9,818
(v) Others
- No treatment -
- With treatment – please specify level of treatment -
Total water discharged (in kilolitres) 11,699 9,818
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Note: Indicate if any independent assessment/ evaluation/assurance has been carried out by an external agency? (Y/N) If yes, name of the external agency.

Yes, independent assurance has been carried out by DNV Business Assurance India Private Limited.

Corporate Overview & Integrated Report Statutory Reports Financial Statements

2. Please provide details of total Scope 3 emissions & its intensity, in the following format:

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Parameter Unit FY 2024-25 FY 2023-24
Total Scope 3 emissions (Break-up of the GHG into CO2, Metric tonnes of CO2 50,28,316 45,76,772
CH4, N2O, HFCs, PFCs, SF6, NF3, if available) equivalent
Total Scope 3 emissions per rupee of turnover tCO2e/ H lac of 1.83 1.77
Revenue
Total Scope 3 emission intensity adjusted for PPP tCO2e/ lac USD 37.71 40.63
Total Scope 3 emission intensity in terms of physical output tCO2e/MT Product 333.27 289.43
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Note: Indicate if any independent assessment/ evaluation/assurance has been carried out by an external agency? (Y/N) If yes, name of the external agency.

Yes, independent assurance has been carried out by DNV Business Assurance India Private Limited.

3. With respect to the ecologically sensitive areas reported at Question 11 of Essential Indicators above, provide details of significant direct & indirect impact of the entity on biodiversity in such areas along-with prevention and remediation activities.

• Bommasandra site is under notified Industrial Area, located within 10 km of the Bannerghatta National Park. We have conducted Environmental Impact Assessment studies in previous years and no significant impact of the organisation on Biodiversity has been observed.

4. If the entity has undertaken any specific initiatives or used innovative technology or solutions to improve resource efficiency, or reduce impact due to emissions / effluent discharge / waste generated, please provide details of the same as well as outcome of such initiatives, as per the following format:

• Refer to page no. 64 of Manufactured Capital

5. Does the entity have a business continuity and disaster management plan? Give details in 100 words/ web link.[30]

A detailed framework and guidelines have been provided in Cipla's Business Continuity Plan guidance document to support Cipla’s business units and operations to respond, restore and check critical business processes when normal operations are disrupted. This document provides an overview of ongoing functions, describes an approach to supporting critical business functions and defines personal roles and responsibilities. It also outlines notification procedures and communication methods, protocols for activation deactivation plans, provisions for alternative workplaces/manufacturing/ product development and a plan for the maintenance and recovery of important records.

financial risks. BCP guidelines\apply to Cipla, its subsidiaries and affiliates. Additionally, every Cipla location has an on-site emergency response plan.

Furthermore, due to the variability of disruptions, from time to time, business functions may define specific business continuity/ risk mitigation plans which are taken with due consideration toward risks involved and are subject to crossfunctional deliberations and approvals.

6. Disclose any significant adverse impact to the environment, arising from the value chain of the entity. What mitigation or adaptation measures have been taken by the entity in this regard.

• Refer to page no. 104 of Relationship Capital.

7. Percentage of value chain partners (by value of business done with such partners) that were assessed for environmental impacts.

• Refer to page no. 104 of Relationship Capital.

8. How many Green Credits have been generated or procured:

• (i) By the listed entity: Nil

• (ii) By the top ten (in terms of value of purchases and sales, respectively) value chain partners: Not available

PRINCIPLE 7

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Businesses, when engaging in influencing public and regulatory policy, should do so in a manner that is responsible and transparent

Essential Indicators

This document contains BCP guidelines to respond to outages caused by natural, technical and man-made events, as well as events that cause loss of access to parts or the entire facility or loss of service due to failure of equipment or systems. The effect of the above disruptive events can lead to the realisation of risks in main risk categories i.e. Environmental, health and safety (‘EHS’) and business/financial risks. The BCP guidelines provide a framework for addressing these EHS and business/

1. a. Number of affiliations with trade and industry chambers/ associations.

  - Refer to page no. 102 of Relationship Capital

• b. List the top 10 trade and industry chambers/ associations (determined based on the total members of such body) the entity is a member of/ affiliated to.

  • Refer to page no. 102 of Relationship Capital

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2. Provide details of corrective action taken or underway on any issues related to anticompetitive conduct by the entity, based on adverse orders from regulatory authorities.

• Not Applicable

Leadership Indicators

1. Provide details of actions taken to mitigate any negative social impacts identified in the Social Impact Assessments (Reference: Question 1 of Essential Indicators above):

• Not Applicable

Leadership Indicators

1. Details of public policy positions advocated by the entity:

• Refer to page no. 102 of Relationship Capital

PRINCIPLE 8

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Businesses should promote inclusive growth and equitable development

Essential Indicators

1. Details of Social Impact Assessments (SIA) of projects undertaken by the entity based on applicable laws, in the current financial year.[31]

• During the year, the Company was not required to undertake any SIA under the Right to Fair Compensation and Transparency in Land Acquisition, Rehabilitation and Resettlement Act, 2013.

2. Provide information on project(s) for which ongoing Rehabilitation and Resettlement (R&R) is being undertaken by your entity, in the following format:

• Not Applicable

3. Describe the mechanisms to receive and redress grievances of the community.[32]

• Local communities can raise their grievances as per the mechanism provided in our Code of Conduct available on our website of the Company. For further details refer our response to Question no. 25 of Section A on page no. 172.

4. Percentage of input material (inputs to total inputs by value) sourced from suppliers:

• Refer to page no. 103 of Relationship Capital

2. Provide the following information on CSR projects undertaken by your entity in designated aspirational districts as identified by government bodies:

S. No.	State	Aspirational District	Amount spent (inJ)
1	Bihar	Muzaffarpur	49,82,037
2	Andhra Pradesh	Visakhapatnam	54,42,638

3. a) Do you have a preferential procurement policy where you give preference to purchase from suppliers comprising marginalised /vulnerable groups? (Yes/No)

• (b) From which marginalised /vulnerable groups do you procure?

• (c) What percentage of total procurement (by value) does it constitute?

  • The Company maintains a neutral approach in its supplier selection and procurement processes, guided by its procurement policy, supplier code of conduct, and supply chain management sustainability policy. At this time, the Company does not factor in criteria related to marginalised or vulnerable groups in its supplier selection.

  • During the year, we allocated 72% of our total procurement budget to local sourcing, with 8.9% of all input materials procured from MSME suppliers.

4. Details of the benefits derived and shared from the intellectual properties owned or acquired by your entity (in the current financial year), based on traditional knowledge:

• Refer to page no. 72 of Intellectual Capital

5. Details of corrective actions taken or underway, based on any adverse order in intellectual property related disputes wherein usage of traditional knowledge is involved.

Refer to page no. 72 of Intellectual Capital

5. Job creation in smaller towns – Disclose wages paid to persons employed (including employees or workers employed on a permanent or non-permanent / on contract basis) in the following locations, as % of total wage cost[33]

Location	FY 2024-25	FY 2023-24
Rural	10.66%	10.51%
Semi-urban	2.42%	2.34%
Urban	3.52%	3.51%
Metropolitan	83.40%	83.64%

6. Details of beneficiaries of CSR Projects:

For CSR projects and no. of persons benefited from CSR projects – Refer page no. 106 of Social Capital and page no. 152 of the Annual Report of CSR.

% of beneficiaries from vulnerable and marginalised group

- The primary objective of the CSR projects is to reach out to the most vulnerable and marginalised communities from a weak socio-economic background from the rural as well as urban population.

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32GRI 2-25

33 GRI 2-4. This data pertains to permanent employees and workers of Cipla Limited. Figures for FY 2023-24 have been restated as per Industry Standards Note on Business Responsibility and Sustainability

Corporate Overview & Integrated Report

Financial Statements

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PRINCIPLE 9

Businesses should engage with and provide value to their consumers in a responsible manner

Essential Indicators

1. Describe the mechanisms in place to receive and respond to consumer complaints and feedback.

Consumer complaints and feedback are addressed through a robust mechanism and focused efforts are made to do so in an effective and timely manner. All patients/consumers, healthcare professionals and other concerned stakeholders can report any adverse event or product complaint through a dedicated phone line and mailbox. Consumer complaints received at drugsafety@ cipla.com are assessed and addressed as per Standard Operating Procedure (“SOP”). Depending on the nature, the complaint will be forwarded to the relevant department for possible further action, including appropriate response to the complaints. Consumers can also submit their complaints/feedback as per the mechanism set out in our Code of Conduct available on the Company’s website. We also take appropriate steps to address consumer complaints raised in consumer forums in accordance with applicable laws and regulations.

2. Turnover of products and/ services as a percentage of turnover from all products/service that carry information about:

Particulars	As a percentage of total turnover
Environmental and socialparameters relevant to theproduct	-
Safe and responsible usage	100
Recyclingand /or safe disposal	-

Note: The Company does not maintain/record data pertaining to the percentage of turnover of products of the Company that carry information regarding environmental / social parameters relevant to the product and recycling and/or safe disposal of the products. The Company is in compliance of applicable laws and regulations w.r.t. product labelling and information.

3. Number of consumer complaints in respect of the following:

Particulars		FY 2024-25			FY 2023-24
	Received during the year	Pending resolution at the end of the year	Remarks	Recevied during the year	Pending resolution at the end of the year	Remarks
Data Privacy	-	-	-	-	-	-
Advertising	-	-		-	-	-
Cyber Security	-	-	-	-	-	-
Deliveryof Essential Services	-	-	-	-	-	-
Restrictive Trade Practices	-	-	-	-	-	-
Unfair Trade Practices	-	-	-	-	-	-
Other	1	1	Subjudice	-	-	-

4. Details of instances of product recalls on account of safety issues:

• Refer to page no. 67 of Manufactured Capital

5. Does the entity have a framework/ policy on cyber security and risks related to data privacy? (Yes/No) If available, provide a web-link of the policy

• Refer to page no. 69 of Manufactured Capital

6. Provide details of any corrective actions taken or underway on issues relating to advertising, and delivery of essential services; cyber security and data privacy of customers; re-occurrence of instances of product recalls; penalty / action taken by regulatory authorities on safety of products / services.

For each product recall, we identified the root cause and thereafter appropriate corrective and preventive actions were implemented across various areas. These included manufacturing, packaging, incoming material inspection, and vendor controls.

Cipla Limited | Annual Report 2024-25

Caring For Life

7. Provide the following information relating to data breaches:

• a. Number of instances of data breaches: 1

• b. Percentage of data breaches involving personally identifiable information of customers: Nil

• c. Impact, if any, of the data breaches: The Company recorded one data breach in FY 2024-25. However, there was no loss of data or adverse impact.

Leadership Indicators

1. Channels / platforms where information on products and services of the entity can be accessed (provide web link, if available).

• Please refer to the following weblink: https://www.cipla.com/our-offerings

2. Steps taken to inform and educate consumers about safe and responsible usage of products and/or services.

• Refer page no. 102 of Relationship Capital

3. Mechanisms in place to inform consumers of any risk of disruption/discontinuation of essential services.

• Not Applicable

4. Does the entity display product information on the product over and above what is mandated as per local laws? (Yes/No/Not Applicable) If yes, provide details in brief. Did your entity carry out any survey with regard to consumer satisfaction relating to the major products / services of the entity, significant locations of operation of the entity or the entity as a whole? (Yes/No)

Yes, refer page no. 102 of Relationship Capital

Corporate Overview & Integrated Report

Financial Statements

Report on Corporate Governance

Cipla’s Philosophy on Corporate Governance

The corporate governance philosophy at Cipla stems from the set of principles and framework embedded in its values. Our legacy of deep commitment to compassion and care for patients resonates throughout the organisation. Our vision of providing high quality, life-saving drugs at affordable prices since our inception, has evolved into our endearing purpose, ‘Caring for Life’. This purpose ultimately guides our organisational decisions and anchors our every action.[1]

Creating Value

At Cipla, we aim to abide by the highest standards of good governance and ethical behaviour across all levels within the organisation with a zero-tolerance policy towards any deviation from these standards. Our ethical framework focuses on long-term shareholder value creation through responsible decision-making. Cipla’s corporate governance framework is founded on the following pillars:

Transparency

For us, transparency is key to healthy, self-sustaining growth and promotes self-enforcing checks and balances. It also fosters deep and long-standing trust among our stakeholders. We strive to demonstrate the highest levels of transparency, over and above statutory requirements, through accurate and prompt disclosures.

Empowerment

The empowerment of leaders and employees is an important step in enabling high performance and developing leadership capabilities within the Company. Our leadership essentials, which focus on people, performance and health, are strongly embedded in our First Principles. They define a common vocabulary and approach for building leadership within the Company. Sustainability At Cipla, sustainability is about effectively managing the triple bottom line i.e. the financial, social and environmental aspects, whilst focusing on business continuity. We are committed to pursuing our economic growth while concurrently watching our ecological footprint and increasing our positive social impact.

Compliance and risk management

Full adherence to all regulatory and statutory requirements in letter and spirit is a key guiding principle at Cipla. Our global footprint and the associated operating environment is characterised by several risks, which can potentially impact our current and future earnings. The risk management function targets to maintain a live register of important risks along with implementing a plan to monitor and mitigate them. We believe that effective compliance and risk management activities will drive the sustainability of corporate performance.

Fairness

We practice fair play and integrity in our transactions with all stakeholders, both within and outside the organisation. We conduct ourselves in the most equitable manner.

Accountability

For us, accountability is about holding ourselves firmly responsible for what we believe in and for delivering what we have promised. We ensure this by promoting a mind-set of end-to-end ownership throughout the organisation. By means of openness and transparency, we consider ourselves accountable to the entire universe of stakeholders including our patients, employees, shareholders, vendors, government agencies, society, medical community, customers and business partners and supply chain participants.

Competent leadership and management

We believe that a dynamic, diverse and experienced board with focus on excellence plays a pivotal role in Cipla’s corporate governance aspirations. In view of this, we endeavour to maintain a board composition that brings healthy balance of skills, experience, independence, assurance, growth mind-set, and deep knowledge of the sector.

Governance structure

Cipla’s robust governance philosophy is executed through a multi-tiered governance structure with clearly defined roles and responsibilities for every constituent of the governance system.[2]

Board of Directors: The one-tier Board of Directors (‘Board’) is responsible for the strategic supervision and overseeing the management performance and governance of the Company on behalf of the shareholders and other stakeholders. The Board exercises independent judgment and plays a vital role in monitoring the Company’s affairs.[3] The Board also ensures the Company’s adherence to the standards of corporate governance and transparency.

Board Committees: To effectively discharge the obligations and to comply with the statutory requirements, the Board has constituted six Board Committees. Each committee operates under a clearly defined charter that specifies its specific roles and responsibilities. These committees deal with specific areas that are assigned to them for either final decision-making or making appropriate recommendations to the Board.[4]

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Chairman: The Chairman acts as the leader of the Board and presides over the meetings of the Board and the shareholders, while ensuring that the Company’s strategies are based on our underlying principle of ‘Caring for Life’ and reflect our core values.[5]

Managing Director and Global Chief Executive Officer

(‘MD & GCEO’): The MD & GCEO is responsible for business performance, driving growth and implementation of the strategic decisions aligned to the vision and purposedriven mission of Cipla. The MD & GCEO’s priorities include designing and executing Cipla’s long-term strategy based on organic and inorganic initiatives, defining the innovation and business reimagination agenda for the Company, to ensure growth with sustainability by leveraging digitisation and automation initiatives and to create a world-class future-ready global organisation with a vibrant and enabling culture where talent thrives and grows.[6]

Management Council: The Management Council serves as the apex leadership team, to set and deliver the strategic long-term growth agenda for group, by creating and delivering best in class practices, processes and products. The Management Council drives the growth ambition and sustainability initiatives across the organisation.[7]

The Management Council comprises of MD & GCEO (Chairman), Global Chief Operating Officer, Global Chief Financial Officer, Global Chief People Officer, CEO -Cipla South Africa & Regional Head Africa and Access, CEO – Emerging Markets and Europe, CEO -North America, Global Chief Scientific Officer, Chief Information Officer, Global Chief Medical Officer, Global Head Supply Chain, and Global Head of Quality.

Detailed profiles of members of the Management Council are available on the Company’s website at https://www. cipla.com/about-us/management-council

Business Council: Business Council comprising of select business heads and functional heads, supports the Management Council in discharging its responsibilities. It plays a key role in ensuring the effective delivery of strategy at group level.[8]

Operating Committees: The Company has various cross functional operating committees that ensure robust delivery of business objectives and operationalisation of strategic plans. These committees also ensure that the Company maintains its growth momentum within the defined risk management framework and governance principles.[9]

Board of Directors

Composition of the Board

Cipla’s board represents an appropriate mix of executive, non-executive and independent directors, which is compliant with the requirements of the Companies Act, 2013 (‘the Act’) and the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘SEBI Listing Regulations’) and is also in line with the best practices of corporate governance.[10]

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Category Nationality
55% Independent
55% Foreign
36% Non-Executive
45% Indian
9% Executive
Gender Age group
82% Male 73% > 50 years
18% Female 27% 30 - 50 year
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6GRI 2-13 9GRI 2-13
7GRI 2-13 10GRI 2-9 and GRI 2-15
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Corporate Overview & Integrated Report Statutory Reports Financial Statements

Details of directors

Detailed profile of the directors is available on the Company’s website at https://www.cipla.com/about-us/board-directors.

Details of the directors, including their category, composition, directorships in other listed companies and committee memberships/chairpersonships in other public companies as on 31[st] March, 2025 have been provided in Annexure A.

Board skill matrix

The Board of the Company possess following relevant skills, expertise and competence to ensure effective functioning of the Company.[11]

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Board skill
Board Skills
distribution (%)
Protection of stakeholders’ interest, observing best governance practices,
Corporate
commitment to the highest standards of compliance, corporate ethics and 100
Governance
values and identifying key governance risks.
Global Economics Understanding of diverse business environments, regulatory framework and
100
and Business global economy, political conditions & cultures.
General
General know-how of business management, talent management and
Management 100
development, succession planning, workplace health & safety.
and Leadership
Expertise and technical know-how in the areas of manufacturing, quality
Operations 81.82
and supply chain.
Financial Proficiency in financial management, financial reporting process,
72.73
Expertise budgeting, treasury operations, audit and capital allocation.
Mergers and Experience in evaluating M&A deals for inorganic growth and ability
Acquisitions to align it with the Company’s growth strategy and future business 72.73
(M&A) opportunities.
Ability to identify and evaluate significant risks affecting the business
Risk Management operations of the Company and to monitor the effectiveness of risk 72.73
management framework and practices.
Pharmaceuticals,
Experience in pharmaceuticals sector, science and technology
Science and 63.64
domain.
Technology
Sales, Marketing H Experience in strategising market share growth, building brand awareness,
63.64
and Commercial enhancing enterprise reputation
Experience in the field of technology and digitalisation, envisage new
Tech and Digital 63.64
technological business trends and experience in creating new business models.
Sustainability Understanding of diverse and global sustainability and ESG practices and
54.55
and ESG the ability to align them with the Company’s growth strategy.
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Name of Director	Special Skills
Dr Y K Hamied	Corporate Governance; Global Economics and Business; General Management and Leadership; Operations; M&A; Risk Management; Pharmaceutical, Science and Technology; Sales, Marketing and Commercial.
Mr Kamil Hamied	Corporate Governance; Global Economics and Business; General Management and Leadership; Operations; Financial Expertise; M&A; Risk Management; Pharmaceutical, Science and Technology; Sales, Marketing and Commercial; Tech and Digital.
Mr Umang Vohra	Corporate Governance; Global Economics and Business; General Management and Leadership; Operations; Financial Expertise; M&A; Risk Management; Pharmaceutical, Science and Technology; Sales, Marketing and Commercial; Tech and Digital; Sustainability and ESG.
Mr Abhijit Joshi	Corporate Governance; Global Economics and Business; General Management and Leadership; Financial Expertise; M&A; Risk Management.
Mr Adil Zainulbhai	Corporate Governance; Global Economics and Business; General Management and Leadership; Operations; Financial Expertise; M&A; Risk Management; Pharmaceutical, Science and Technology.
Dr Balram Bhargava	Corporate Governance; Global Economics and Business; General Management and Leadership; Operations; Financial Expertise; Pharmaceutical, Science and Technology; Tech and Digital; Sustainability and ESG.
Dr Mandar Vaidya	Corporate Governance; Global Economics and Business; General Management and Leadership; Operations; M&A; Pharmaceutical, Science and Technology; Sales, Marketing and Commercial; Tech and Digital.
Ms Maya Hari	Corporate Governance; Global Economics and Business; General Management and Leadership; Operations; Financial Expertise; Risk Management; Sales, Marketing and Commercial; Tech and Digital; Sustainability and ESG.
Mr P R Ramesh	Corporate Governance; Global Economics and Business; General Management and Leadership; Financial Expertise; M&A; Risk Management; Tech and Digital; Sustainability and ESG.
Mr Robert Stewart	Corporate Governance; Global Economics and Business; General Management and Leadership; Operations; Financial Expertise; M&A; Risk Management; Pharmaceutical, Science and Technology; Sales, Marketing and Commercial; Sustainability and ESG.
Ms Sharmila Paranjpe	Corporate Governance; Global Economics and Business; General Management and Leadership; Operations; Financial Expertise; Sales, Marketing and Commercial; Tech and Digital; Sustainability and ESG.

Board membership criteria and selection process

The Nomination and Remuneration Committee (‘NRC’) is responsible for identifying and evaluating suitable candidate for the Board, based on the criteria laid down in the Nomination, Remuneration and Board Diversity Policy. The policy is available on the website of the Company at https://www.cipla.com/sites/default/files/2025-02/Nomination-Remuneration-and-Board-Diversity-policy.pdf[12]

The Committee keeps the composition of the Board and its Committees under constant review and continually strives to ensure that the Board has relevant skills, knowledge and experience necessary to oversee, challenge and support management in the achievement of the Group’s strategic and business objectives.

In view of the retirement of some of the independent directors upon completion of their maximum permissible term and resignation / retirement of non-executive directors during the year, the board succession planning was one of the critical matter for the Board and the NRC.

The process for the appointment of directors was led by the Chairperson of the NRC (Ms Punita Lal) and the Lead Independent Director (Mr Adil Zainulbhai). Potential candidates were evaluated on a range of factors, in addition to the eligibility criteria outlined in the Nomination and Remuneration & Board Diversity Policy. These factors included the candidate’s background, skill set, and experience, their ability to express independent judgement and participate across a broad range of topics (including financial and human resource matters), their ability to devote sufficient time to the company, potential conflicts of interest, and whether their appointment would contribute to the Board’s diversity.

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Corporate Overview & Integrated Report Statutory Reports Financial Statements

Upon preliminary shortlisting, all the board members individually met the potential candidates and provided their independent recommendations. Based on the recommendations from all the board members, the shortlisted candidates were formally recommended by the NRC to the Board. The Board approved the appointment and recommended the same to the shareholders for approval.

Role of the Board

The Board is the apex body. It is responsible for strategic supervision and overseeing the management performance, and governance of the Company. In order to take an informed decision, the Board has access to all relevant information as well as to the employees of the Company and its subsidiaries. Driven by its Governance Philosophy, the Board strives to work in the best interests of the Company and its stakeholders. While discharging its roles and responsibilities, the Board, inter alia , considers the following matters:[13]

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Strategic matters: Governance matters:
i. Reviewing and guiding the corporate strategy; i. Materially important show cause, demand,
prosecution, penalty legal notices or any
ii. Corporate re-structuring activities including compliance matters, if any;
merger/demerger; ii. Fatal or serious accidents, dangerous
iii. Details of any acquisition, joint venture or occurrences, material effluent or pollution
problems, if any;
collaboration agreement including proposals for
investment, divestment and brand/ intellectual iii. Statutory disclosures received from the directors;
property acquisition;
iv. Minutes of meetings of the Board, Board
iv. Sale of investment, subsidiaries or assets which are Committees and subsidiary and resolutions
passed by circulation;
material in nature; and
v. Performance of the Organisation and
v. Financial assistance to subsidiary companies.
the MD & GCEO;
vi. Quarterly compliance certificate;
Operational matters: vii. Risk management framework of the Company;
viii. Significant transactions or arrangements by
i. Annual operating plans and capital budgets; subsidiary companies;
ii. Regular business/function updates; ix. Reviewing the operations of subsidiary
companies;
iii. Significant labour problems and their
x. Corporate Social Responsibility related matters;
proposed solutions;
xi. Related party transactions where directors/ KMPs/
iv. Any significant development on the human SMPs are interested;
resources/industrial relations front; and
xii. Appointment and remuneration of Directors,
v. Details on regulatory inspection. Key Managerial Personnels (KMPs) and Senior
Managerial Personnels (SMPs) including grant of
shares based incentives to KMPs and SMPs;
Finance matters: xiii. Appointment of auditors and their remuneration;
xiv. Performance evaluation of the Board, board
i. Quarterly/Annual standalone and consolidated
committees and directors;
results and financial statements of the Company;
xv. Any issue which involves possible public or
ii. Any material default in financial obligations to or product liability claims of substantial nature;
by the Company or substantial non-payment for
xvi. Report on Prohibition of Insider Trading (‘PIT’)
goods sold by the Company; and
compliances; and
iii. Quarterly details of foreign exchange xvii. Code of Conduct.
exposures and hedging.
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Board evaluation

In accordance with the provisions of the Act and the SEBI Listing Regulations, the Board conducts an annual evaluation of its own performance, performance of the board committees as well as the individual directors.[14]

Board evaluation criteria

As a process, the Company engages an independent external agency in a block of four years to conduct a detailed performance evaluation. The last such exercise was undertaken in FY 2020-21. The performance evaluation in the current year was undertaken internally by the Company. To ensure confidentiality, an independent agency was appointed to facilitate the board evaluation through an online tool and submit the evaluation report. The evaluation was conducted by way of structured questionnaires which were approved by the NRC. The key performance evaluation criteria were as follows:

Board – Structure, composition and quality, agenda and collateral, board meeting practices, overall board effectiveness.

Board committees - Composition and diversity, leadership of the Chair, meetings frequency and duration, role and responsibilities, etc.

Individual directors – Time spent, participation and contribution, attendance, engagement with fellow board members, Key Managerial Personnels (KMPs) and senior management, etc.

Independent directors – Independence from the Company, independence of judgement, participation in Board deliberations, etc.

Chairman – Effective leadership, conduct of impartial discussions, encouragement to the members for objective discussion and promoting positive image of the Company, etc.

MD & GCEO - The performance of the MD & GCEO was periodically evaluated by the Board and the NRC against an annual scorecard duly approved by the Board based on the recommendation of the NRC. The scorecard inter-alia included long term as well as short term strategic priorities and the financial as well as non-financial matrix. The financial matrix included targets on revenue and EBITDA. The non-financial matrix covered operational performance and strategic priorities including innovation, new business building, new market development, compliance, ESG, succession planning & development, improvements in inclusion & diversity, etc.

Prior to determining the final outcome of performance evaluation, other related factors such as performance of peers, wider market conditions and general industry were also considered.

Board evaluation process

• All the directors had participated in the evaluation process. The responses received from the individual members were compiled by an independent agency and a consolidated report was shared with the Board.

• The evaluation reports of individual directors were shared with the NRC Chair and respective directors.

• The evaluation reports were discussed at the meetings of the Board, respective board committees and the independent directors.

Outcome of the performance evaluation process

As per the evaluation report, the directors were satisfied with board effectiveness, experience, diversity, expertise, quality of board discussions and board meeting processes, etc. The Committees were also found to be effective in terms of its composition, functioning, competence of the members, compliance with the statutory obligations, role and responsibilities and quality of discussions at the meeting.

The Board was satisfied that each director had diligently discharged his or her duties being board member of the Company and had contributed meaningfully.

The Board suggested to (i) form small focused groups to address critical business matters for timely action and resolution (ii) build an action-oriented agenda for board/ committees to facilitate high level strategic discussion (iii) ensure active engagement of the board members in the matters relating to strategy and execution.

Actions taken on recommendations received in the previous FY 2023-24

With respect to the key focus areas identified by the Board during FY 2023-24, the following actions were, interalia, undertaken:

• Board Succession planning was central to the NRC’s agenda during the year. Through a rigorous and structured process, several changes were implemented in the composition of the Board and its Committees. The NRC also placed significant emphasis on the succession planning and building talent pipeline for senior management. A detailed update on the same has been covered in the NRC report section of this report.

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Corporate Overview & Integrated Report

Financial Statements

• Throughout the year, the management continued to deeply engage with the Board on various technical and non-technical topics of pharmaceutical industry in areas of digital, artificial intelligence, innovation, etc. To enrich these discussions, external experts were also invited to provide insights. A update on the same is covered in the section of familiariasation programme of this report.

• The Board also held a strategic offsite during the year, where it reviewed the progress on strategic priorities.

• As part of the ongoing commitment to excellence in governance, the management continued to actively engage with the Chairman, Chairperson of the respective board committees, and the Lead Independent Director to optimise the meeting agendas and ensure their timely circulation to the Board and board committees.

Succession planning for the Senior Management

The NRC reviews and oversees succession planning of the Management Council and select senior management positions. The NRC was satisfied with the progress and Company’s preparedness. Currently, the Company has a succession plan in place for its top 30 critical positions including the Management Council members. Succession planning of the top leadership positions has been covered in detail in Human Capital section on page no. 78.

Board and Committees meetings and procedure

The Board and the Committee meetings are prescheduled. An annual calendar of the meetings is circulated to the directors well in advance to ensure their availability and meaningful participation in the Board and Committee meetings. The Board, the Audit Committee and the NRC are guided by the Annual Agenda Plan, which helps the Board and the respective committees to ensure that they are able to discharge its roles and responsibilities effectively and take up important issues systematically over a period of time. The Annual Agenda Plan is finalised in consultation with management and the Chairpersons of the respective Committees and is approved by the Board. In case of urgent matters, approvals are sought by passing the resolution by circulation.

The chairperson of respective board committee brief the Board on key matters discussed during its meetings, including recommendations and approvals. The Global Chief Financial Officer is a permanent invitee at all the board and

board committee meetings except the NRC meetings. The Global Chief Operating Officer is a permanent invitee at all the board meetings. The agenda for the Board meetings is finalised by the Company Secretary in consultation with the Chairman, the Lead Independent Director, and the MD & GCEO, and is circulated to Board/committee members in advance. Similarly, the agenda for the committee meetings is finalised by the Company Secretary in consultation with the Chairperson of the respective committee and the MD & GCEO.

Additional items in the meetings are taken up with the permission of the respective Chairperson and the consent of majority of the Board/respective committee members present at the meeting. The agenda of the Board and board committee meetings are circulated electronically through a secured IT platform. For updates on business performance/ functionals, performance of subsidiaries and other important updates, the respective functional or business heads are invited to the Board and board committee meetings.

Post-meeting follow-up system

Immediately upon the conclusion of the Board meeting, a summary of key decisions and actionable points for the management is circulated to all the Board members.

The important decisions and action points for the management at the Board and Committee meetings are tracked till their closure and update on the same in the form of an ‘action taken report’ is placed before each Board and respective committee meetings for noting/review/approval.

Independent directors

As per the provsions of the Act and the SEBI Listing Regulations, at least 50% of the Board shall comprise of the independent directors. Currently, approx. 55% of our Board members are independent.

At the time of appointment and thereafter at the beginning of each financial year, every independent director submits a declaration confirming their independence in compliance with the provisions of Section 149(6) and Schedule IV of the Act read with the rules made thereunder, and Regulation 16(1)(b) of the SEBI Listing Regulations. The declarations of independence received from the independent directors are noted and taken on record by the Board.

In the opinion of the Board, all independent directors fulfil the criteria of independence as stated in above statutory provisions and are independent of the management.

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At the time of appointment or re-appointment, each independent director is issued a formal letter of appointment containing the terms and conditions of appointment, roles and duties, the evaluation process, applicability of Code of Conduct of the Company and the Code of Conduct on Prevention of Insider Trading, etc. The draft letter of appointment is available on the Company’s website at https://www.cipla.com/sites/default/files/2020-09/Terms%20and%20 Conditions%20of%20appointment%20of%20independent%20 directors.pdf.

During the year, none of the independent directors of the Company was serving as an independent director in more than seven listed companies or was holding whole-time directorship in any listed Company.

Lead Independent Director

Since Mr Adil Zainulbhai was retiring as an Independent Director upon completion of his second term on 2[nd] September, 2024, Mr P R Ramesh was designated as the Lead Independent Director in his place, w.e.f. 1[st] September, 2024.

The roles and responsibilities of the Lead Independent Director are as follows:

• i. Preside over all meetings of independent directors.

• ii. Provide objective feedback of the independent directors as a group to the Board on various matters.

• iii. Liaise between the Promoters, Chairman/Vice Chairman, CEO and independent directors on contentious matters for consensus building.

• iv. Preside over meetings of the Board and shareholders when the Chairman and the Vice-Chairman are not present, or where he is an interested party.

• v. Help the Board and the NRC in identifying suitable candidates for the position of director and Board succession planning.

• vi. Advocacy with key external stakeholders.

• vii. Help the Company in further strengthening the board effectiveness and governance practices, including suggestions on agenda items for Board / Committee meetings on behalf of the independent directors.

• viii. Permanent invitee in all board committee meetings.

• ix. Perform such other duties as may be delegated by the Board from time to time.

Meeting of the Independent Directors

During the year, the independent directors met four times without the presence of the management and non-executive directors.

The independent directors inter-alia discussed matters arising out of the agendas of the Board and board committees, Company’s performance, operations and other critical matters while identifying areas where they needed clarity or information from the management. During the year, the independent directors also met with the Statutory Auditors and Secretarial Auditors without presence of the management.

The Independent Directors also have access to the Internal Auditor, Secretarial Auditors, Cost Auditors, and the management for discussions and questions, if any.

They discussed evaluation report and reviewed the performance of the individual directors, the Chairman and the Board as a whole after taking into consideration, the views of the executive and the non-executive directors. They also assessed the quality, quantity, effectiveness and promptness of the flow of information between the Company’s management and the Board.

The Lead Independent Director also briefed the Board on the proceedings of the independent directors’ meeting and the matters that require attention at the Board or management level.

Familiarisation programme for Non-Executive Directors

Induction

Cipla has a robust induction process that enables newly appointed directors to familiarise them with the Company, management, operations and pharmaceutical industry. All the directors are made aware of their roles and duties at the time of their appointment/re-appointment through a formal letter of appointment which also stipulates other terms and conditions of their appointment.

The Company Secretary works with the Chairman, the MD & GCEO and the Lead Independent Director to ensure that all Board members receive appropriate training, both individually and collectively, throughout their time on the Board. On appointment, new Directors are provided with tailored and comprehensive induction programmes to fit with their individual experiences, expertise, expectation and needs. During the year, Dr Balram Bhargava, Ms Sharmila

Corporate Overview & Integrated Report Statutory Reports Financial Statements

Paranjpe, Ms Maya Hari, Independent Directors and Mr Kamil Hamied, Mr Abhijit Joshi and Mr Adil Zainulbhai, Non-Executive Directors were welcomed to the Board.

Induction programme for new Directors is structured to suit the particular background and experience of the individual Director. The induction programme is tailored through formal briefings and introductory sessions with other board members, senior management, legal counsel, auditors, and plant and market visits etc.

The Management Council members and other senior leaders are invited to the Board and committee meetings to provide update on their respective businesses / functions. In addition external speakers are invited, on topics collectively identified by the Board.

The Board is regularly briefed on relevant legal and regulatory matters, emerging geo-political and macro-economic scenarios, governance developments or changes, best practice developments and other risk factors, etc. Details of familiarisation programmes for the independent directors is uploaded on the Company’s website at https://www. cipla.com/sites/default/files/Details-of-Familiarisationprogramme-IDs-FY-2024-25-np.pdf

Remuneration, notice period and severance fees relating to Executive Director

Mr Umang Vohra was initially appointed as the MD & GCEO at the 80[th] Annual General Meeting (AGM) held on 28[th] September, 2016, for a period of five years i.e. upto 31[st] August, 2021. On the recommendation of the NRC, the Board re-appointed Mr Umang Vohra as MD & GCEO of the Company, for a further period of five years, effective from 1[st] April, 2021, to 31[st] March, 2026.

The Board on the recommendation of NRC, annually reviews and revises the remuneration of Mr Umang Vohra, within the overall limits approved by the shareholders.[15]

The detailed terms and conditions of appointment and remuneration of Mr Umang Vohra have been mentioned in the Notice of 85[th] and 86[th] AGM, and Postal Ballot notice dated 11[th] April, 2024 available on the Company’s website. As per the terms of appointment and employment agreement dated 31[st] March, 2021, the arrangement can be terminated by giving - (a) four months notice if the Board has approved a successor who is ready to assume Mr Umang Vohra’s role at the expiry of the said four months

period; or (b) six months notice where no such successor has been approved by the Board. The Company may relieve Mr Umang Vohra earlier by paying pro-rata annual fixed salary in lieu of the notice period.

In the event of cessation of employment with the Company within 360 days of the date of announcement of the Change in Control of the Company, an aggregate amount of the Annual Cap as on the date of termination and the corresponding on-target variable bonus, for a full year from the date of termination shall be payable to the Mr Umang Vohra, in accordance with applicable laws.

In case of the share-based incentives all the vested stock options and stock appreciation rights as on the date of Change in Control shall be exercisable before the last working day with the Company. All the unvested incentives shall vest immediately (subject to lock-in period and in accordance with applicable laws) and shall be exercisable within 90 days of the Change in Control, unless otherwise determined by the NRC whose determination will be final and binding. There is no separate provision for payment of severance fees.

Share-based incentive schemes

The Company had implemented the Employee Stock Option Scheme 2013-A (‘ESOS 2013-A Scheme’) and the Cipla Employee Stock Appreciation Rights Scheme, 2021 (‘Cipla ESAR Scheme 2021’) for grant of share-based benefits to its employees and the employees of its subsidiary companies.

In compliance with the requirements of the Securities and Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regulations, 2021 (SEBI SBEB Regulations), a certificate from the secretarial auditor, confirming that the Schemes were implemented in accordance with the SEBI SBEB Regulations is uploaded on website of the Company at https://www.cipla.com/investors/annualreports.

Dr Y K Hamied, Promoter, Mr Kamil Hamied, member of Promoter group and the Independent Directors are not entitled to benefits under share-based incentive schemes of the Company.

During FY 2023-24, Mr Umang Vohra, MD & GCEO was granted 23,896 stock options at an exercise price of H 2/- per option and 76,821 stock appreciation rights. Out of which, all the vested stock options were exercised by him during the year.

During the year, Mr Umang Vohra, MD & GCEO was granted 33,168 stock options and 1,14,405 stock appreciation rights from the Company, out of which 16,584 options and 63,746

15GRI 2-19 and GRI 2-20

Cipla Limited | Annual Report 2024-25

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stock appreciation rights have vested in May 2025. The remaining 16,584 options and 50,659 stock appreciation rights will vest on completion of employment contract i.e. on 31[st] March, 2026.

Disclosure of relationships between directors inter-se

Dr Y K Hamied and Mr Kamil Hamied are related as uncle and nephew. None of the other directors are related to each other.

Remuneration to Non- Executive directors[16]

• Additional commission of H 10 lacs p.a. to the chairpersons of the Audit Committee, the Nomination and Remuneration Committee and the Investment and Risk Management Committee (payable separately for each Committee).

• Additional commission of H 5 lacs p.a. to the members of the Audit Committee, the Nomination and Remuneration Committee and the Investment and Risk Management Committee (payable separately for each Committee).

I. Payment of sitting fees

• The non- executive directors are entitled to receive sitting fees of H 1,00,000/- per meeting for attending the board meetings and H 50,000/- per meeting for attending the board committee meetings (except the Operations and Administrative Committee) board committee. The sitting fee is paid immediately after the respective Board and Board Committee meeting meeting to those directors who have attended the meetings.

II. Payment of remuneration

Pursuant to the statutory provisions and the shareholder resolution passed at the 82[nd] Annual General Meeting (‘AGM’), non-executive directors are eligible to receive remuneration of up to 1% of the Company’s annual net profit, calculated as per the provision of Section 198 of the Act.

The Policy for Payment of Remuneration to Non-Executive Directors including Independent Directors is available on the website of the Company at https://www.cipla. - com/sites/default/files/2024 09/Policy_for_Payment_of_ - Remuneration_to_Non Executive_Directors_including_ Independent_Directors.pdf. The Policy provides for payment of remuneration to the Non-Executive Director including the Independent Directors in the following manner:

¾ Commission to Independent Directors

• ¾ Commission to Non-Executive and NonIndependent Directors

• Fixed commission of H 2.5 crores p.a.

• ¾ Sitting Fees

• H 1 lac per board meeting.

• H 50,000/- per committee meeting for all Board Committees (except Operations and Administrative Committee).

During the financial year, the non-executive directors did not have any pecuniary relationship or transactions with the Company, except payment of director’s remuneration, reimbursement of expenses and a nonmaterial rental arrangement, as disclosed in note no. 40 of the standalone financial statements.

The Company engages M/s Veritas Legal, a law firm of which Mr Abhijit Joshi is the Founding and Managing Partner, on various legal matters. The fees paid to M/s Veritas Legal is not a significant portion of their revenue. Details of this transaction has been duly disclosed in the Statement of Related Party Transactions submitted to the Stock Exchanges, in accordance with Regulation 23 of the SEBI Listing Regulations and are also available on the Company’s website at https://www.cipla. com/sites/default/files/RPT%20Cover%20letter%20 March%202025_signed.pdf

• Fixed commission of H 70 lacs p.a.

• Additional commission of H 10 lacs p.a. to the Lead Independent Director

• Additional commission of H 14 lacs p.a. to the Non-Resident Directors

During the year, none of the independent directors had any pecuniary relationship or transactions with the Company, except payment of directors’ remuneration from the Company or its subsidiaries and reimbursement of expense on actuals.

16GRI 2-19 and GRI 2-20

Corporate Overview & Integrated Report

Financial Statements

The details of remuneration to directors (on a consolidated basis) during FY 2024-25 are given below:

( H in crores)

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Retiral
Sitting Variable
Directors [(1)] Salary Commission Perquisites Allowances benefits Total
Fees Bonus
and others
Dr Y K Hamied 0.07 - 2.50 - - - - 2.57
Mr M K Hamied [(2)] 0.05 - 1.45 - - - - 1.50
Ms Samina Hamied [(3)] 0.06 - 5.45 - - - - 5.51
Mr Umang Vohra
• Cipla Limited - 1.95 - 7.53 [(5)] 2.29 5.46 0.30 [(6)]
23.89
• Cipla USA Inc [(4)] - 6.36 - - - - -
Mr Abhijit Joshi [(7)] 0.06 - 1.44 - - - - 1.50
Mr Adil Zainulbhai [(8)] 0.09 - 2.10 - - - - 2.19
Mr Ashok Sinha [(9)]
• Cipla Limited 0.05 - 0.65 - - - -
0.79
• Cipla (EU) Limited [(4)] 0.09 - - - - - -
Dr Balram Bhargava [(10)] 0.14 - 0.75 - - - - 0.89
Mr Kamil Hamied [(11)] 0.04 - 1.03 - - - - 1.07
Dr Mandar Vaidya 0.12 - 0.78 - - - - 0.90
Ms Maya Hari [(12)] 0.05 - 0.39 - - - - 0.44
Mr P R Ramesh 0.13 - 0.90 - - - - 1.03
Ms Punita Lal [(13) ] 0.05 - 0.87 - - - - 0.92
Mr Robert Stewart
• Cipla Limited 0.10 - 0.99 - - - -
• InvaGen - - 0.36 - - - -
Pharmaceuticals Inc. [(4)] 1.51
• Cipla USA Inc [(4)] 0.02 - - - - - -
• Cipla (EU) Limited [(4)] 0.04 - - - - - -
Mr S Radhakrishnan [(14)] 0.08 - 1.57 - - - - 1.65
Ms Sharmila Paranjpe [(15)] 0.10 - 0.46 - - - - 0.56
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(1)All the directors are entitled to reimbursement of reasonable expenses incurred during the performance of their duty as a director.

(2)Resigned as Non-Executive Director w.e.f. close of business hours of 29th October, 2024.

(3)Resigned from the position of Executive Vice Chairperson w.e.f. close of business hours of 31st March, 2024 while continuing as Non-Executive Director. Resigned as Non-Executive Director w.e.f. close of business hours of 29[th] October, 2024.

(4)Remuneration from foreign subsidiaries includes USD equivalent to ( H ) paid to the director.

(5)Includes Perquisite value of stock options exercised during the year.

(6)Exclusive of provision for leave encashment and contribution to the approved Group Gratuity Fund, which are determined on an overall basis.

(7)Appointed as Non-executive Director w.e.f. 3rd September, 2024.

(8)Retired as Independent Director w.e.f. close of business hours of 2nd September, 2024 and appointed as Non-Executive Director w.e.f. 3rd September, 2024.

(9) Retired as Independent Director w.e.f. 3rd September, 2024.

(10)Appointed as Independent Director w.e.f. 1st April, 2024.

(11)Appointed as Non-Executive Director w.e.f. 1st November, 2024.

(12)Appointed as Independent Director w.e.f. 1st November, 2024.

(13)Retired as Independent Director w.e.f. 13th November, 2024.

(14)Retired as Non-Executive Director w.e.f. conclusion of 88th AGM held on 20th August, 2024.

(15)Appointed as Independent Director w.e.f. 1st September, 2024.

Cipla Limited | Annual Report 2024-25

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Board Committees

As on 31[st] March, 2025, the composition of the Board Committees were as follows:

Audit Nomination and Stakeholders Committee Remuneration Committee Relationship Committee

1. Mr P R Ramesh, ID, Chairperson

2. Dr Balram Bhargava, ID

3. Ms Maya Hari, ID

4. Ms Sharmila Paranjpe, ID

5. Dr Mandar Vaidya, ID, Chairperson

6. Mr Adil Zainulbhai, NED

7. Mr Kamil Hamied, NED

8. Dr Mandar Vaidya, ID, Chairperson

9. Mr Adil Zainulbhai, NED

10. Dr Balram Bhargava, ID

11. Ms Maya Hari, ID

12. Mr Robert Stewart, ID

13. Ms Sharmila Paranjpe, ID

Corporate Social Responsibility Committee

1. Dr Balram Bhargava, ID, Chairperson

2. Mr Adil Zainulbhai, NED

3. Ms Sharmila Paranjpe, ID

4. Mr Umang Vohra, MD & GCEO

Investment and Risk Operations and Management Committee Administrative Committee

1. Mr Robert Stewart, 1. Mr Umang Vohra, ID, Chairperson MD & CEO, Chairperson

2. Mr Abhijit Joshi, NED

3. Mr Adil Zainulbhai, NED

4. Mr Kamil Hamied, NED

5. Mr Kamil Hamied, NED

6. Mr P R Ramesh, ID

7. Mr Umang Vohra, MD & GCEO

The composition of the Board Committees meets the requirements of the Act and the SEBI Listing Regulations. During the year, the composition of the board committees was reconstituted, and details of the reconstitution have been provided in Annexure B.

These Committees deal with specific areas/activities as mandated by the statutory requirements or as delegated by the Board. The terms of reference of the Committees define its composition, meeting and quorum, role and responsibility, and power. The detailed terms of reference of the Board committees are available on the Company’s website in the form of Charters at https://www.cipla.com/about-us/board-directors/committees-board.

The board committees have power to obtain professional advice from external sources and have full access to

Company’s records.

Generally, the committee meetings are held prior to the Board meeting and the Chairperson of the respective Committees brief the Board about the deliberations and decisions taken by the Committees. The recommendations of the Committees are also submitted to the Board for its consideration. During the year, all recommendations of all the Committees were accepted by the Board.

Corporate Overview & Integrated Report Statutory Reports Financial Statements

Audit Committee

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Average
Fully Independent 9 meetings 4 members attendance
93%
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Composition

The Audit Committee is fully independent and comprises four members. The Committee is chaired by Mr P R Ramesh and has Dr Balram Bhargava, Ms Maya Hari and Ms Sharmila Paranjpe as its members.

The Company Secretary acts as the secretary to the Committee.

Brief description of the terms of reference:

The brief terms of reference of the Committee are as follows:

• i. Review the accuracy, integrity and comprehensiveness of the Company’s financial statements and ensure adequate and timely disclosure;

• ii. Recommend the terms of appointment and remuneration of auditors, and review their performance;

• iii. Oversee the monitoring and reporting of security trading and handling of Unpublished Price Sensitive Information related to the Company or its securities, in accordance with applicable statues;

As per the terms of reference, the Committee reviewed the compliance status of its charter (i.e. its roles and responsibilities) and noted that it has comprehensively covered all the responsibilities assigned to it under the charter.

Meeting:

The Committee met nine times during the financial year. In compliance with the SEBI Listing Regulations, the gap between the two meetings was not more than 120 days. Information about the attendance of members at these meetings have been provided in Annexure B.

As a practice before the regular quarterly meetings for approval of the results, pre-audit committee meetings are held to discuss the key accounting matters, internal audit reports, update on internal financial controls, material legal matters, report on vigil mechanism, POSH, etc. These pre-audit meetings help the Committee to optimise it’s time to discuss and review the quarterly financial results in the main meeting.

Audit Committee Report:

• iv. Approve the internal audit plans and review internal audit reports;

• v. Review statutory audit reports, limited review reports, and other reports in accordance with applicable statues;

• vi. Recommend the appointment of Chief Financial Officer;

• vii. Recommend quarterly/annual financial results and financial statements and related matters;

• viii. Approval and review of Related Party Transactions; and

• ix. Review the utilisation of funds raised through various capital issues, including deviations from stated purposes, and examine monitoring agency reports to recommend appropriate actions to the Board.

The detailed terms of reference of the Committee is available on the Company’s website in form of Charter at https://www.cipla.com/sites/default/files/2024-08/Charter_ of_the_Audit_Committee.pdf.

Dear Members,

I am pleased to present the Audit Committee report for the year ended 31[st] March, 2025:

I. Constitution and Charter

The composition of the Committee is compliant with statutory requirements. The Committee held sufficient number of meetings and spent sufficient time discharging its responsibilities. The Committee’s composition, terms of reference, meetings, attendance, and other relevant details have been disclosed in the relevant section of the Report on Corporate Governance, in compliance with the applicable statutory requirements.

As part of its annual review, the Committee evaluated its charter and confirmed that all responsibilities were comprehensively addressed.

Cipla Limited | Annual Report 2024-25

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II. Key matters taken up by the Committee during the year

The following matters were inter-alia considered during the FY 2024-25:

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Sr.
Items placed May July October January
no.
1 Financial results and other related matters
2 Annual financial statements and other related matters
3 Cost statements of previous financial year
4 Financial statements of subsidiaries
5 Internal Audit plan and adequacy of internal audit function
6 Internal Audit Report including coverage, audit observations and
management action plan.
7 Internal Financial Controls including action / mitigation plan for the controls
which require improvements
8 Report on Vigil Mechanism, POSH and Data Integrity
9 Performance evaluation of internal and statutory auditors
10 Appointment of Auditors
11 Statutory auditor remuneration to the Board and approval of non-audit
services
12 Statutory Auditor’s Report and presentation
i. Scope of audit
ii. Accounting and auditing matters discussed with management
iii. Audit procedures and outcome of significant financial statement line items
iv. Summary of unrecorded adjustments
v. Internal control matters
vi. Information technology and automated controls testing
vii. Key accounting matters (‘KAMs’) determination
13 KAMs
14 Material legal matters and compliance certificate
15 Related party transactions
16 Report on compliances of Cipla PIT Code
17 Significant transactions / arrangements of subsidiaries
18 Loan / advances / investments to the subsidiaries and by the
subsidiaries and its utilisation.
19 Compliance status of the charter
20 Performance evaluation report of the Committee
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III. Financial results and statements:

The management is responsible for the preparation of the standalone and consolidated financial results/ statements, financial reporting process and the Company's internal financial controls. The Committee reviews and recommends to the Board the financial results/ statements.

The financial results/statements are prepared in accordance with the applicable provisions of the Act, the SEBI Listing Regulations, and the Indian Accounting Standards. The accounting policies are consistent, and the judgments and estimates are reasonable and prudent so as to give true and fair view of the state of affairs of the Company. The financial statement are

prepared on a going concern basis and adequate internal financial controls are followed by the Company.

The Statutory Auditors have identified the following Key Accounting Matters for FY 202425. The Audit Committee discussed these matters with the management and the Statutory Auditors.

• Ongoing Litigation under DPCO 1995 : The Committee reviewed the update on litigation, Global Chief General Counsel’s opinion and Company’s disclosures under Ind AS 37 and concluded that the management’s accounting treatment and disclosures were reasonable and appropriate.

Corporate Overview & Integrated Report Statutory Reports Financial Statements

• Impairment of the goodwill and intangible assets : The Committee reviewed management’s impairment process, including Cash Generating Units (‘CGU’) identification, and concluded that the assessments were reasonable and the disclosures were compliant of the requirements of Ind AS 36.

The independent directors met the Statutory Auditors without presence of the management and noted that the auditors were satisfied with the audit process, access to the management records and its engagement with the management.

V. Non-Audit Services:

• Recognition of revenue from operations : The Committee reviewed estimates, trends and controls, particularly in the US market. It received regular updates and concluded that revenue was recorded appropriately and that the recognition and measurement were in compliance with applicable standards.

The Committee discussed the financial results/ statements with the Statutory Auditor and relied on their report and financial expertise of the management, while using its best judgement.

The Committee believes that the financial results/ statements provide true and fair view of the state and affairs of the Company.

IV. Statutory Auditors:

The Committee met various potential prospects for appointment as new statutory auditors to succeed M/s Walker Chandiok & Co. LLP who would be completing their statutory term at the 90[th] Annual General Meeting (‘AGM’).

The Audit Committee receives regular updates from the Statutory Auditors and management on performance across audit quality indicators, which provides wider visibility of ongoing and emerging issues.

The Committee evaluated the performance of the Statutory Auditors, while ensuring their independence and was generally satisfied.

The Statutory Auditors were responsible for independent audit including the audit strategy covering the nature, scope and length of audit. The Statutory Auditors discussed with the Committee the statutory audit plan, audit findings, financial reporting process, overall quality of the financial reporting and compliances and were satisfied with the Company’s functioning in this regard. There is no qualification, reservation or adverse remark or disclaimer in the Statutory Auditors’ Report for FY 2024-25.

The Statutory Auditors use digital tools and solution to improve the audit quality and effectiveness.

The audit partner attends all Committee meetings, and the Audit Committee Chair maintains regular contact with the audit partner and his team throughout the year.

The Committee also approved in advance the nonaudit services which could be availed from the Statutory Auditors. The Committee ensured that such services did not affect the independence of the auditor in any manner and were either mandatorily required to be availed from the Statutory Auditors or were in the best interests of the Company and was permissible under the applicable laws.

During the year 2024-25, the Cipla Group (listed company and all subsidiary companies) availed the tax audit and certifications related non audit services from M/s Walker Chandiok & Co. LLP, Statutory Auditors.

		(Hin crores)
Particulars	FY 2024-25	FY 2023-24
Total auditor remunerationpaid	8.30	6.26
Fees paid for non-audit Services(inclusive in above)	0.64	0.52
Percentage of non-audit fees to total remunerationpaid	7.71%	8.31%

All non-audit services were carried out within delegated limits and criteria set by the Audit Committee.

VI. Cost and Secretarial Auditors:

The Committee reviewed the Cost Audit Report for FY 2023-24 and the Secretarial Audit Report for FY 2024-25. Details regarding the Cost Auditors and the Secretarial Auditors forms part of the “Board’s Report” section of the Integrated Annual Report.

VII. Internal Auditors:

The Chief Internal Auditor is responsible for the internal audit and testing of internal controls and procedures. For financial year 2024-25, the Chief Internal Auditor prepared the risk-based audit plan in consultation with the management for the entire Cipla and its subsidiaries. The Plan was approved by the Audit Committee at the beginning of the financial year. The Internal Audit coverage included audits of the business and functional processes, controls, compliances, operations, etc. The Chief Internal Auditor conducted internal audits based on the approved plan and submitted his report together with management comments on quarterly basis to the Committee. The Internal Audit Reports were discussed, in the presence of the functional owner who responded the queries and explained the corrective action plan.

Cipla Limited | Annual Report 2024-25

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The audit observations were rated based on their severity and repetitive observations were highlighted. The Committee also reviewed the scope of the internal audit, audit methodology and structure of internal audit team, risk grading criteria for audit observations and found it to be adequate considering the Company’s scale of operations.

Alongside the continuous emphasis on process and controls, the key risk themes for audit coverage in FY 2025-26 will include: financial, operational, compliance, information technology & cyber security, reputation, employee/public health & safety, efficiency, leakage and quality. High focus areas for FY 2025-26 are: environment, health & safety, statutory compliances, sales & marketing spend, plant operations, distribution, capex & engineering spends, quality, demand & supply planning & inventory management, ethical marketing practices, cyber security & IT general controls, data privacy and R&D spends.

Internal Auditors maintained a close collaboration with the Statutory Auditors, kept them informed of its activities and findings. The Statutory Auditor was given access to all internal audit reports and supporting documentation.

The Committee also evaluated with the management, the performance of the Chief Internal Auditor and was satisfied with his performance.

VIII. Internal Controls and Internal Financial Controls

The internal controls were tested by the Internal Auditors to assess the design, implementation, and operating effectiveness of management’s processes. The Committee discussed the status of internal controls with the management and noted that the internal controls were operating effectively. The Committee also noted the improvement and maturity journey of these controls.

The Committee reviewed the internal financial controls to ensure that the Company’s accounts were properly maintained and that the transactions were recorded in the books of accounts in accordance with the applicable accounting standards, laws and regulations. The Audit Committee regularly received updates and confirmations regarding the corrective actions taken to further strengthen the controls within the Company’s internal financial control framework. These updates were further supported by reviews conducted by the Internal Audit team and the Statutory Auditors, who offer additional assurance to the Committee on the effectiveness of these controls. The Committee affirms that there was no material weakness in the Company’s internal financial control system.

IX. Vigil Mechanism and POSH:

During the year, the Committee reviewed functioning of the whistle blower mechanism and the mechanism for Prevention of Sexual Harassment (‘POSH’) at the workplace and noted that the complaints received were investigated and appropriate actions were taken/ being taken wherever necessary. No person was denied access to the Chairman of the Audit Committee and the Committee was assured that none of the whistle blowers were victimised. The Committee also reviewed the system for identification and rectification of data integrity concerns and noted that effective mitigation measures were in place.

X. Related Party Transactions:

The Committee (i) approved all related party transactions, as per the Company’s Policy on Related Party Transactions (‘RPT Policy’) and (ii) reviewed the related party transactions entered on a quarterly basis. Majority of the transactions were between the Company and its subsidiaries/associates.

The Committee noted that all the transactions with the related parties were (a) in the ordinary course of business (b) executed at arm’s length basis and as per the terms approved by the Audit Committee. The related party transactions were approved by only those members of the Committee, who were independent directors.

There was no material related party transaction during the year. The Policy on Related Party Transactions was amended to incorporate the regulatory changes and to align the Policy with industry best practices.

XI. Utilisation of loans and capital contributions:

To ensure adequate internal controls, the Committee reviewed utilisation of capital contributions and loans by the Company and its subsidiaries. The funds were used for the purposes for which it were given. None of the loans were given to the Directors, Key Managerial Personnel (‘KMP’) or the entities in which such Directors or KMPs were interested.

XII. Prevention of Insider Trading:

To ensure compliance with the SEBI (Prohibition of Insider Trading) Regulations, 2015, the Company has implemented a comprehensive ‘Code of Conduct for Prevention of Insider Trading’ (‘Code’). The Monitoring Committee comprising of the Managing Director & Global Chief Executive Officer, Global Chief Financial Officer, Global Chief People Officer, Company Secretary is responsible for putting in place adequate and effective system of internal controls to ensure compliance with the requirements given in these regulations.

Corporate Overview & Integrated Report Statutory Reports Financial Statements

The Monitoring Committee submitted its reports on the Compliance of the Code on quarterly basis to the Chairman of the Audit Committee, the Audit Committee, and the Board. The Reports confirmed that during the year 2024-25 the Company (i) was generally compliant with no major non-compliances of the provisions of the Code and the SEBI PIT Regulations, (ii) had maintained Structured Digital Database for all the events which were classified as Unpublished Price Sensitive Information (‘UPSI’), instances of non-compliance by employees were addressed as per the provisions of the consequence management guidelines. There were no instances of UPSI leakage during the year. During the year, the Code was amended to incorporate regulatory changes.

XIII. Adequacy of resources:

The Committee has been vested with adequate powers to seek support from the resources in the Company. It has access to the relevant information and records as well as the authority to obtain professional advice from external sources, if required.

XIV. Performance evaluation:

The Committee reviewed its performance evaluation report and was satisfied with its performance during the year.

Date: 12[th] May, 2025 Place: Hyderabad

P R Ramesh Chairman- Audit Committee

Nomination and Remuneration Committee

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Average
Independent
4 meetings 6 members attendance
Chairman
89%
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Composition

The Nomination and Remuneration Committee (‘NRC Committee’) comprises of six non-executive directors, of whom four members including the Chairperson are independent directors and two are non-executive directors. The NRC Committee is chaired by Dr Mandar Vaidya and has Mr Adil Zainulbhai, Mr Kamil Hamied, Ms Maya Hari, Mr Robert Stewart and Ms Sharmila Paranjpe as its members.

The Company Secretary acts as the secretary to the Committee.

Brief description of the terms of reference:

The brief terms of reference of the NRC Committee are as follows:

• iii. Recommend the appointment, continuation and removal of directors, KMPs, SMPs based on the identified criteria;

• iv. Oversee implementation, administration and supervision of shares-based incentive schemes approved by the shareholders;

• v. Review key human resource related matters;

• vi. Oversee leadership development and succession planning; and

• vii. Review and recommend the governance practices and Company’s Report on Corporate Governance to the Board.

• i. Review and recommend the policy and matters related to the remuneration of directors, Key Managerial Personnels (KMPs), Senior Management Personnels (SMPs) and other employees;

• ii. Formulate criteria for determining qualifications, positive attributes and independence of Directors as well as for the performance evaluation of Directors, Board and Board Committees;

The detailed terms of reference of the Committee is available on the Company’s website in form of Charter at https://www.cipla.com/sites/default/files/Charter_of_the_ Nomination_and_Remuneration_Committee.pdf.

As per the terms of reference, the Committee reviewed the compliance status of its charter (i.e. its roles and responsibilities) and noted that it has comprehensively covered all the responsibilities assigned to it under the charter.

Cipla Limited | Annual Report 2024-25

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Meeting

The Committee met four times during the year. Information about the attendance of members at these meetings have been provided in Annexure B.

The MD & GCEO and the Global Chief People Officer are permanent invitees at the NRC Committee meetings.

Nomination and Remuneration Committee Report

Dear Members,

I am pleased to present the Nomination and Remuneration Committee report for the year ended 31[st] March, 2025:

I. Constitution and Charter

• The composition of the Committee was compliant with statutory requirements. The Committee held sufficient number of meetings and spent sufficient time to discharge its responsibilities. The Committee’s composition, terms of reference, meetings, attendance, and other relevant details have been provided in the relevant section of the Report on Corporate Governance, in compliance with the applicable statutory provisions.

As part of its annual review, the Committee evaluated its charter and confirm that all responsibilities were comprehensively addressed.

II. Key matters taken up by the Committee during the year

• (i) Due to retirement of some of the independent directors upon completion of their term and resignations resignation / retirement of nonexecutive directors during the year, board succession planning and filling the vacancies were the critical agenda for the Committee. The NRC Committee Chairperson (Ms Punita Lal) and the Lead Independent Director (Mr Adil Zainulbhai) led the process. The new independent directors were identified on the basis of preidentified eligibility criteria including skills, expertise, diversity, background, etc. The non-independent directors were considered on the basis of nomination from the promoters. The new board members were shortlisted after comprehensive evaluation and positive feedback from all the board members basis their interactions. During the year, Mr Abhijit Joshi, Dr Balram Bhargava, Mr Kamil Hamied, Ms Maya Hari, and Ms Sharmila Paranjpe joined the Board. Mr Ashok Sinha, Ms Punita Lal, and Mr S Radhakrishnan retired from the board upon completion of their term and Mr M K Hamied and Ms Samina Hamied resigned from the Board due to health, and personal/family commitment respectively.

We welcome the newly appointed directors and place on record our sincere appreciation for the

outgoing directors for their continued guidance and contributions over the years.

• (ii) In light of significant changes in the board composition and to ensure continuity and the benefit of institutionalised learning, Mr Adil Zainulbhai was requested to continue as NonExecutive Director upon completion of his term as an Independent Director. He was appointed as a Non-Executive Director liable to retire by rotation.

• (iii) The composition of board committees was reviewed and was suitably updated to ensure an optimal mix of board members based on their expertise and skills and induct newly appointed board members in relevant committees in place of retiring / resigning directors.

• (iv) The Committee actively works with the management on building succession plan for the leadership team and develops contingency plans for succession in case of any exigencies. The initiatives around leadership succession pipeline yielded good results, with key positions in Management Council were filled internally. The Company has succession plan in place for its top 30 critical positions including the Management Council members. The Committee is actively working on the succession planning for some of the senior management position including the MD & GCEO, who is due to retire in March 2026.

• (v) As part of ongoing efforts to build strong senior management leadership pipeline and enhance focus on operational excellence and execution, Mr Achin Gupta, CEO- India Business was elevated to the role of Global Chief Operating Officer (GCOO). This move reinforces our leadership structure and enable the GCEO to focus more on strategic priorities and long-term growth. All business CEOs, head of manufacturing and supply chain now report to the GCOO and the GCOO reports to the GCEO.

• (vi) With a focus on continuous improvement, the Committee reviewed other key strategic HR matters including people cost, talent acquisition, diversity, culture, etc. These efforts played a significant role in shaping Company’s work environment and employee experience. The Company continued to demonstrate strong people cost efficiency being one of the best in the Indian pharmaceutical industry. The Company also achieved the prestigious certification as a ‘Great Place to Work’ in 2025 for the seventh consecutive year.

• (vii) The Committee evaluated the MD & GCEO’s performance for FY 2024-25 against the approved organisation scorecard. The Committee also finalised the organisation scorecard for FY 202526. The performance of Senior Management Personnel (SMPs) and Key Managerial Personnel

Corporate Overview & Integrated Report Statutory Reports Financial Statements

(KMPs) was similarly reviewed against approved target. Based on these assessments, the variable pays for 2024-25 was approved and the remuneration of the MD & GCEO, SMPs, and KMPs were also revised with the approval of the Board of Directors.

• (viii) During the year, the Company granted 1,22,278 stock options under the Employee Stock Option Scheme 2013-A (Cipla ESOS Scheme 2013- A) and 4,07,798 stock appreciation rights under the Cipla Employee Stock Appreciation Rights Scheme 2021 (Cipla ESAR Scheme 2021) to 88 eligible employees. In order to ensure retention and to reward performance, the Committee also

recommended a Performance Based Retention Bonus (PBRB) to select SMP’s and KMP’s.

• (ix) The Committee actively and regularly reviewed the Company’s governance practices in line with applicable regulatory changes and leading industry practices and recommended appropriate measures to enhance board effectiveness and strengthen the overall governance framework.

• (x) The Committee reviewed its performance evaluation report and was satisfied with its performance in the year.

Date: 12[th] May, 2025 Place: Bangalore

Dr Mandar Vaidya Chairman- Nomination and Remuneration Committee

Stakeholders Relationship Committee

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Average
Independent
4 meetings 3 members attendance
Chairman
83%
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Composition

The Stakeholders Relationship Committee (‘SRC Committee’) comprises of three non-executive directors, of whom two members including the Chairman are independent directors and one is non-executive director. The Committee is chaired by Dr Mandar Vaidya and has Mr Adil Zainulbhai and Dr Balram Bhargava as its members.

The Company Secretary acts as the secretary of the to the Committee.

Brief description of the terms of reference:

The brief terms of reference of the SRC Committee are as follows:

• i. Review and recommend mechanism for redressing the grievances of security holders and enhancing the overall quality of investor services;

• ii. Approve the investor service requests;

• iii. Monitor and review the movement in shareholding patterns and the overall ownership structure;

• iv. Oversee and review the engagement initiative with security holders including institutional investors, and identify the actionable points for implementation; and

• v. Review measure undertaken by the Company to facilitate effective exercise of voting rights by shareholders, minimize unclaimed dividends, and ensure the timely dispatch of dividend warrants/ annual reports/ statutory notices.

The detailed terms of reference of the Committee is available on the Company’s website in form of Charter at https://www.cipla.com/sites/default/files/2024-08/Charterof-the-Stakeholders-Relationship-Committee.pdf.

As per the terms of reference, the Committee reviewed the compliance status of its charter (i.e. its roles and responsibilities) and noted that it has comprehensively covered all the responsibilities assigned to it under the charter.

Meeting

The Committee met four times during the year. Information about the attendance of members at these meetings have been provided in Annexure B.

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Details of investor complaints / grievances

During FY 2024-25, the Company received 23 investor complaints out of which one complaint was outstanding as on 31[st] Match, 2025. All the requests/complaint of shareholders including pending complaint were satisfactorily resolved within the statutory timeline. Most Investors’ complaints / grievances pertained to transmission, updation of KYC details and dividend related matters. The Company has also appointed an independent consultant to assist the Company in effectively resolving the investor grievances /

complaints. The consultant ensured adherence to various service standards and standard operating procedures of the Company by the Registrar and Transfer Agent and enhanced overall quality of communication between the shareholders and the Company. Mr Rajendra Chopra, Company Secretary, acts as the Compliance Officer and is responsible for ensuring prompt and effective services to the shareholders and for monitoring the dedicated email address for receiving investor grievances. He is also the Nodal officer for the purpose of compliances under Investor Education and Protection Fund.

Corporate Social Responsibility Committee

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Average
Independent
4 meetings 4 members attendance
Chairman
73%
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Composition

The Corporate Social Responsibility Committee (‘CSR Committee’) comprises of four directors of whom two members including the Chairman are independent directors, one is non-executive director and one is executive director. The CSR Committee is chaired by Dr Balram Bhargava and has Mr Adil Zainulbhai, Ms Sharmila Paranjpe and Mr Umang Vohra as its members.

The Company Secretary acts as the secretary to the Committee.

Brief description of the terms of reference:

The brief terms of reference of the CSR Committee are as follows:

• i. Formulate and recommend the Corporate Social Responsibility Policy (‘CSR Policy’) and periodically monitor its implementation;

• ii. Recommend various CSR projects/programs for approval of the Board, and review and oversee the implementation and progress on the programs/projects adopted by the Company for implementation;

• iv. Ensure that the Company meets its statutory CSR obligations.

The detailed terms of reference of the Committee is available on the Company’s website in form of Charter at https://www.cipla.com/sites/default/files/2024-08/Charter_ of_the_Corporate_Social_Responsibility_Committee.pdf.

As per the terms of reference, the Committee reviewed the compliance status of its charter (i.e. its roles and responsibilities) and noted that it has comprehensively covered all the responsibilities assigned to it under the Charter.

Meeting

The CSR Committee met four times during the year. Information about the attendance of members at these meetings have been provided in Annexure B.

The Managing Trustee – Cipla Foundation, Head – Cipla Foundation, the Global Chief Financial Officer, and Mr M K Hamied, Promoter are permanent invitees at the Committee meetings.

• iii. Review and recommend annual report on CSR, Impact Assessment report and other reports as may be required under applicable statues; and

Corporate Overview & Integrated Report Statutory Reports Financial Statements

Investment and Risk Management Committee

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Average
Independent
5 meetings 5 members attendance
Chairman
93%
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Composition

The Investment and Risk Management Committee (‘IRMC’ Committee) comprises of five members, of whom two members including the Chairman are independent directors, two are non-executive directors and one is executive director. The Committee is chaired by Mr Robert Stewart and has Mr Abhijit Joshi, Mr Kamil Hamied, Mr P R Ramesh and Mr Umang Vohra as its members.

The Company Secretary acts as the secretary to the Committee.

Brief description of the terms of reference:

The brief terms of reference of the IRMC Committee are as follows:

• i. Review and recommend strategic and/or longterm investments, loans, guarantees, acquisitions or divestment by Cipla or by its subsidiaries in any legal entity outside Cipla Group;

• ii. Approve and/or recommend purchase, sell or disposal of Intellectual Property Rights or other assets and entering into in-licensing deals valued between H 175 crores or more but upto H 525 crores;

• iii. Subject to shareholder approval and statutory limits, approve and/or recommend the sale, lease, or disposal of any undertaking or substantially the whole of undertaking;

• iv. Monitor short-term and long-term strategic priorities of the Company;

• vi. Review and recommend annual capital expenditure, and monitor key ongoing capex projects;

• vii. Oversee implementation of the risk management policy and review enterprise risk management; and

• viii. Review and recommend ESG and Sustainability initiatives and reporting as may be required under various statues.

The detailed terms of reference of the Committee are available on the Company’s website in form of Charter at https://www.cipla.com/sites/default/files/Charter_of_the_ Investment_and_Risk_Management_Committee.pdf.

As per the terms of reference, the Committee reviewed the compliance status of its charter (i.e. its roles and responsibilities) and noted that it has comprehensively covered all the responsibilities assigned to it under the charter.

Meeting

The Committee met five times during the year. Information about the attendance of members at these meetings have been provided in Annexure B.

The Chief Internal Auditor and the Global Head of Quality are permanent invitees at the IRMC Committee meetings.

Operations and Administrative Committee

Composition

The Operations and Administrative Committee (‘OAC Committee’) comprises of three directors of whom the Chairman is executive director and two are non-executive directors. The OAC Committee is chaired by Mr Umang Vohra and has Mr Adil Zainulbhai and Mr Kamil Hamied as its members.

The Company Secretary acts as the secretary to the Committee.

Brief description of the terms of reference:

The brief terms of reference of the OAC Committee are as follows:

• i. Oversee treasury related matters of the Company;

• ii. Issue, allot, and seek listing of equity shares on one or more stock exchanges pursuant to the Company’s sharebased incentive schemes;

Cipla Limited | Annual Report 2024-25

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• iii. Nominate director / representative on the subsidiaries, joint ventures and associates and to approve and vote on all resolutions of the Companies, body corporates or entities or bodies, where the Company is a shareholder or member and where specific shareholder resolution is required; and

• iv. Provide authorisation pertaining to routine administrative and operational matters within the limits approved by the Board.

The detailed terms of reference of the OAC Committee is available on the Company’s website in form of Charter at https://www.cipla.com/sites/default/files/2024-10/charter_ of_the_operations_and_administrative_committee.pdf.

Meeting

During the year, the Committee considered and decided all the matters through circular resolutions and did not have any meeting.

Policies / Codes

In accordance with Company’s philosophy of adhering to the highest standards of ethical business and corporate governance and to ensure fairness, accountability, responsibility and transparency to all stakeholders, the Company, interalia, has the following policies and codes in place. All the policies have been uploaded on the website of the Company.[17]

Sr **No. **	Name of the Policy	Website Link	Sr **No. **	Name of the Policy	Website Link
1	Anti-Bribery and	https://www.cipla.com/sites/	10	Corporate Social	https://www.cipla.com/sites/
	Anti-Corruption	default/files/2019-06/1553587868_		Responsibility	default/files/2023-05/Corporate-
	Policy	Anti-Bribery-and-Anti- Corruption-Policy.pdf	11	Policy Data Privacy	Social-Responsibility-Policy.pdf https://www.cipla.com/sites/
2	Anti-Trust and Fair	https://www.cipla.com/sites/		Management	default/files/2023-07/Data-
	Competition Policy	default/files/2019-06/1553587611_ Anti-Trust-and-Fair-Competition-	12	Policy Dividend	Privacy-Management-Policy.pdf https://www.cipla.com/sites/
		Policy.pdf		Distribution Policy	default/files/2023-05/Dividend-
3	Archival Policy	https://www.cipla.com/sites/			Distribution-Policy.pdf
		default/files/2025-01/Archival-	13	Environment,	https://www.cipla.com/
		Policy.pdf		Health and Safety	sites/default/files/2023-07/
4	Cipla UK Tax Strategy 2023	https://www.cipla.com/sites/ default/files/2023-08/Cipla-UK-	14	(EHS)Policy Equal Opportunity	EHS-Policy-2023.pdf https://www.cipla.com/sites/
		Tax-Strategy-2023.pdf		Policy	default/files/2023-07/Equal-
5	Code of Conduct	https://www.cipla.com/sites/ default/files/1530274684_Cipla---	15	Human Rights	Opportunity-Policy.pdf https://www.cipla.com/sites/
		Code-of-Conduct-FC.PDF.pdf		Policy	default/files/2023-07/Human-
6	Code of Conduct	https://www.cipla.com/sites/			Rights-Policy.pdf
	for Prevention of	default/files/2025-06/Code-	16	Investor Servicing	https://www.cipla.com/
	Insider Trading	of-Conduct-for-Prevention-of-		and Grievance	sites/default/files/Investor-
		Insider-Trading.pdf		Redressal Policy	Servicing-and-Grievance-
7	Code of Practices	https://www.cipla.com/sites/			Redrrssal-Policy.pdf
	and Procedures	default/files/2024-09/Code_of_	17	Nomination,	https://www.cipla.com/
	for Fair Disclosure	fair_disclosures_of_unpublished_		Remuneration and	sites/default/files/2025-02/
	of Unpublished	price_sensitive_information.pdf		Board Diversity	Nomination-Remuneration-and-
	Price Sensitive			Policy	Board-Diversity-policy.pdf
	Information		18	Policy for	https://www.cipla.com/
8	Conflict of Interest	https://www.cipla.com/sites/default/fi		Determination	sites/default/files/2025-03/
	Policy	les/2019-06/1554391523_1530187477_		of Materiality	Policy-for-determination-of-
		Conflict%20of%20Interest%20		of Events or	materiality-of-events.pdf
		Policy%20-%20V1%20fc.pdf		Information
9	Corporate	https://www.cipla.com/	19	Policy for	https://www.cipla.com/sites/
	Responsibility	sites/default/files/2019-01/		determining	default/files/2025-03/Policy-
	Policy	Corporate%20Responsibility%20		Material	for-determining-material-
		Policy.pdf		Subsidiaries	subsidiary_0.pdf

17GRI 2-23

Corporate Overview & Integrated Report Statutory Reports Financial Statements

Sr No.[Name of the Policy] Website Link 20 Policy for Payment https://www.cipla.com/ of Remuneration sites/default/files/2024-09/ to Non-Executive Policy_for_Payment_of_ - Directors including Remuneration_to_Non Independent Executive_Directors_including_ Directors Independent_Directors.pdf 21 Policy for https://www.cipla.com/sites/ Preservation of default/files/2025-01/Policy-forDocuments Preservation-of-Documents.pdf 22 Policy on https://www.cipla.com/sites/ Prevention of default/files/1558508425_ Sexual Harassment POSH-%20Cipla.pdf at Workplace 23 Policy on Related https://www.cipla.com/ - Party Transactions sites/default/files/2025 03/ Policy-on-Related-PartyTransaction_clean.pdf

• Sr No.[Name of the Policy] Website Link 24 Responsible https://www.cipla.com/ -

• Sourcing Policy sites/default/files/2024 08/ - -

• Responsible Sourcing Policy.pdf

• 25 Risk Management https://www.cipla.com/ -

• Policy sites/default/files/Risk -

• Management Policy.pdf

• 26 Supplier Code of https://www.cipla.com/sites/ Conduct default/files/SSCM%20Code%20 of%20Conduct-Final_1.pdf

• 27 Supply Chain https://www.cipla.com/ Management sites/default/files/SSCM%20 -

• Sustainability Policy Final_1.pdf Policy

• 28 Whistle Blower https://www.cipla.com/sites/ - -

• Policy default/files/2023 05/Whistle Blower-Policy.pdf

Particulars of Senior Management Personnel (‘SMP’)

In accordance with applicable provisions of the SEBI Listing Regulations, the SMPs of the Company as on 31[st] March, 2025 including the changes in the SMPs since the close of the previous financial year is as follows:

Sr **No. **	Employee name	Designation	Total working experience (Inyears)
1.	Achin Gupta	Global Chief Operating Officer	24
2.	Ashish Adukia	Global Chief Financial Officer	25
3.	A S Kumar	Global General Counsel	40
4.	Deepak Viegas	Chief Internal Auditor	34
5.	Geena Malhotra(1)	Global Chief Technology Officer	40
6.	Heena Kanal	Chief Corporate Communication	28
7.	Jaideep Gogtay	Global Chief Medical Officer	35
8.	Jasdeep Singh(2)	Global Chief Strategy Officer and Chief of Staff	20
9.	Rajeev Kumar Sinha(3)	Global Chief Manufacturing Officer	36
10.	Rajendra Chopra	Company Secretary & Compliance Officer	27
11.	Raju Mistry	Global Chief People Officer	33
12.	Sanjay Varughese Joseph(4)	Head - API Business	29
13.	Sneha Hiranandani(5)	Chief Information Officer	36
14.	Swapn Malpani	CEO - Emerging Markets and Europe	30
15.	Venkata Sai Mungara	Global Head Supply Chain	29
16.	Vijayasarathi R	Global Head of Quality	31

(1)Retired as Global Chief Technology Officer and SMP w.e.f. close of business hours on 31st May, 2024.

(2)Resigned as Chief Strategy Officer and Chief of Staff, and SMP w.e.f. close of business hours on 31st May, 2024

(3)Appointed as SMP w.e.f. 1st April, 2024 and ceased to be SMP w.e.f. close of business hours on 2nd April, 2025

(4)Appointed as SMP w.e.f. 1st June, 2024

(5)Appointed as SMP w.e.f. 26th July, 2024

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Code of Conduct

Members of the Board and the SMPs have affirmed compliance with the Code of Conduct for the financial year ended 31[st] March, 2025. A declaration to this effect signed by Mr Umang Vohra, MD & GCEO, forms part of the report.

Whistle Blower Policy/ Vigil Mechanism

The Code of Conduct also has a Whistle-Blower Policy that applies to employees, board members, contractors, consultants, trainees, service providers of the Company and its subsidiaries, affiliates, group companies and persons or entities contractually obligated across the globe. It contains a reporting mechanism, the manner in which all reported concerns are dealt with, confidentiality of the investigations and processes, protection of the whistle-blower against any retaliation and guidelines for retention of records.[18]

An Ethics Committee comprising of the Global Chief People Officer as Chairperson, the Global Chief Financial Officer, the Global General Counsel and the Chief Internal Auditor as members, investigate whistle blower complaints.

The Audit Committee oversees the functioning of the vigil mechanism and receives a report on the incidents and actions taken by the Ethics Committee on quarterly basis. The members, employees and external stakeholders can report their genuine concerns either in writing or by email to the Chairperson of the Ethics Committee or to the Chief Internal Auditor at ethics@cipla.com. The whistle blower can also approach the Chairperson of the Audit Committee at audit.chairman@cipla.com, whenever required.

During the year, the Company received 86 complaints (excluding 12 complaints which were carried forward from FY 2023-24). Of the total 98 complaints, 87 were resolved and for the balance 11 complaints, investigations were underway as on the date of this report. No person has been denied access to the Chairman of the Audit Committee.

Code on Prevention of Insider Trading

In compliance with the SEBI (Prohibition of Insider Trading) Regulations, 2015 (‘PIT Regulations’), the Company has in place Code of Conduct for Prevention of Insider Trading (‘Code’). The Code, inter alia, lays down the procedures to be followed by the employees covered by the Code and their Immediate relatives while dealing in the Company’s securities, handling the Unpublished Price Sensitive Information, prohibited transactions, role and responsibilities of the employees covered by the Code, the Compliance Officer, the Human Resource Department and the Monitoring Committee.

Monitoring Committee comprising of the MD & GCEO, the GCFO, the Global Chief People Officer and the Compliance Officer, is in place to monitor and administer the compliance

of the Code. The Committee reports to the Audit Committee and strives to meet atleast once in every quarter before the Audit Committee meetings. During FY 2024-25, the Committee met four times and submitted its report to the Chairman of the Audit Committee, the Audit Committee and the Board of Directors.

In case of any non-compliance of the Code by any employee covered by the Code or their Immediate Relatives, actions were taken as per the Consequence Management Guidelines. Monetary penalties imposed under the Guidelines were deposited with the SEBI Investor Protection and Education Fund. All incidents of non-compliances were reported to the Stock Exchanges.

To create awareness amongst Designated Persons various initiatives viz. online training, self-assessment test, informative e-mails, in-person training and interactive sessions were organised.

An annual internal audit on compliance of the PIT Regulations and the Code was conducted by the Chief Internal Auditor through an independent firm of Company Secretaries. The audit did not observe any significant non-compliance.

Related Party Transactions

The Company has adopted a Policy on related party transactions (‘RPT Policy’). The RPT Policy intends to ensure proper reporting, approval, disclosure processes for all transactions between the Company and its subsidiaries, and their Related Parties.

In accordance with the Company’s Related Party Transactions (‘RPT’) Policy, all RPTs requiring approval, were pre-approved by the Audit Committee. The RPTs entered during the previous quarter were reviewed in subsequent quarter. RPTs in which directors or key managerial personnel were concerned or interested, were additionally preapproved by the Board of Directors and the concerned director abstained from discussion and voting when such transaction was being considered.

All RPTs entered into during the year were at arm’s length, in the ordinary course of business, and in accordance with the provisions of the Act and the rules made thereunder, the SEBI Listing Regulations, and the Company’s RPT Policy. As a process, routine and repetitive RPTs were approved under omnibus approval process, and the other transactions were approved specifically.

During the year, the Company did not enter into any material RPT and there was no transaction with a related party that had any potential conflict of interests with the Company at large.

18GRI 2-16 and GRI 2-26

Corporate Overview & Integrated Report Statutory Reports Financial Statements

Monitoring governance of subsidiary

As on 31[st] March, 2025, the Company had 39 subsidiaries, in India and across the globe. Each subsidiary was managed by its respective Board of Directors or equivalent body.

The Board of Cipla Limited or its duly constituted committees also have oversight on the affairs of the subsidiaries and regularly reviews various information w.r.t. the subsidiary companies, that inter-alia includes:

• i. Financial statements;

• ii. Material developments, financial and operating performance and strategies;

• iii. Significant transactions or arrangements entered into by the unlisted subsidiaries;

• iv. Utilisation of funds and details of investment and advances by the subsidiaries;

• v. Inter-subsidiary related party transactions;

• vi. Strategic / long-term investments, loans, guarantees, acquisitions or divestment by subsidiaries outside Cipla Group;

• vii. Purchase/sale/ disposal of intellectual property rights or other assets and entering into in-licensing deals by subsidiaries/ associates/joint ventures above certain threshold;

• viii. Minutes of the Board and Committees meetings; and

• ix. Key internal audit findings.

As required under Regulation 16(1)(c) and 24 of the SEBI Listing Regulations, the Company has adopted a ‘Policy on determining Material Subsidiaries’. The policy is available on the website of the Company at https://www.cipla.com/sites/ default/files/2025-03/Policy-for-determining-material-subsidiary_0.pdf. In terms of the Policy and based on the financial statements for financial year ended 31[st] March, 2025, the following subsidiaries continue to qualify as material subsidiaries of the Company.

of the Company.
Name of the material subsidiaries	Regulation reference of the SEBI Listing Regulation	Date of incorporation	Place of incorporation	Name of the statutory auditor	Date of appointment / re-appointment of statutory auditor
Cipla (EU) Limited	24	16thAugust, 2002	England & Wales	KNAV Limited	8thMay, 2024
InvaGen Pharmaceuticals Inc.	16	20thNovember, 2003	New York, USA	Walker Chandiok & Co LLP	13thMarch, 2025
Cipla USA Inc.	24	12thSeptember, 2012	Delaware, USA	Walker Chandiok & Co LLP	4thMarch, 2025

Note: Auditors are appointed/ re-appointed each year.

Mr Robert Stewart, Independent Director of the Company serves as an Independent Director on the board of Cipla (EU) Limited and Cipla USA Inc.

Further, in addition to statutory requirement of appointment of independent director on the board of material subsidiaries, other directors and KMP are also appointed on the Board of material and non-material subsidiary companies for strong oversight.

Compliance management

The Company has adopted a compliance management tool which provides system-driven alerts to the respective owners for complying with the applicable laws and regulations. On quarterly basis, the Global General Counsel submits a certificate confirming compliance with the application laws to the Audit Committee and Board.[19]

Investor Servicing and Grievance Redressal

The SRC has approved an Investor Servicing and Grievance Redressal Policy and Investor FAQs to ensure shareholder delight and redress their grievances. The Investor FAQs covers matters such as transmission of shares, dematerialisation of shares, dividend, IEPF, etc. The Investor FAQs and Investor Grievance Redressal Policy is uploaded on the Company’s website under the Corporate Governance tab of the Investors section at https://www.cipla.com/ investors/corporate-governance.

Web-based facility

With a view to enhance and improve shareholder experience, KFin Technologies Limited (‘KFin’), the Registrar and Share Transfer Agent of the Company, extends online facility for members for posting or tracking a query, checking the

19GRI 2-24 and GRI 2-25

Cipla Limited | Annual Report 2024-25

Caring For Life

dividend status, uploading tax exemptions forms, viewing the demat / remat request, downloading the required ISR forms and checking KYC status for physical folios. Shareholders can access these services by visiting the Investor Service Support webpage at https://kprism.kfintech.com/.

Share transfer system

KFin is the Registrar and Share Transfer Agent of the Company.

The Board has delegated the authority for approving the transmission, transposition, deletion of shares and change of name, etc. to the Company Secretary and the Executive Director. A summary of transactions so approved are placed before the SRC for noting. The matters relating to issuance of Letter of Confirmation in lieu of duplicate share certificate are approved by the SRC.

SEBI vide its circular no. SEBI/HO/MIRSD/MIRSD_RTAMB/P/ CIR/2022/8 dated 25[th] January, 2022, has made it mandatory for listed companies to issue shares only in demat form while processing investor service requests viz., issue of duplicate securities certificate, claim from Unclaimed Suspense Account, renewal / exchange of securities certificate, endorsement, sub-division / splitting of securities certificate, consolidation of securities certificates / folios, transmission and transposition. Listed entities/ RTAs are now required to issue a ‘Letter of Confirmation’ in lieu of the share certificate while processing any of the aforesaid investor service requests.

period of 120 days from the date of issuance of the Letter of Confirmation from RTA / listed companies, the said securities are credited to ‘Suspense Escrow Demat Account’. Securities which are moved to ‘Suspense Escrow Demat Account’ may be claimed by the security holder / claimant by submitting a duly executed Form ISR- 4 and self-attested KYC documents.

In view of the above and to eliminate risk associated with physical shares and to avail various benefits of dematerialisation, shareholders are advised to dematerialise their shares held in physical form.

Unclaimed dividend and transfer of dividend and

shares to IEPF

Pursuant to the provisions of the Act, read with the Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Rules, 2016, as amended, (‘Rules’), the dividend which remains unclaimed or unpaid for a consecutive period of seven years or more from the date of transfer to the Unpaid Dividend Account of the Company and shares on which dividends are unclaimed or unpaid for a consecutive period of seven years or more are required to be transferred to IEPF. The Company had transferred unclaimed dividend of H 65,06,396/- and 28,340 shares to the IEPF authority within statutory timelines due in FY 2023-24.

Unclaimed dividend for the financial year ended 31[st] March, 2018 will become due for transfer to the IEPF on 3[rd] October, 2025.

In cases where the securities holder / claimant fails to submit the demat request to the depository participant within a

The status of dividend remaining unclaimed is as follows:

Unclaimed dividend	Status	Whether it can be claimed	Can be claimed from	Actions to be taken
Upto the FY 2016-17	Transferred to the IEPF authority	Yes	File online application in e-form IEPF-5 and send the e-form to the Registered Office of the Company addressed to the Nodal Officer along with complete documents.	IEPF Authority to pay the claim amount to the Shareholder based on the verification report submitted by the Company and the documents submitted bythe investor
From FY 2017-18 to FY 2023-24	Amount lying in respective Unpaid Dividend Accounts	Yes	Write to RTA (KFin) from your registered e-mail ID or make a physical application under the registered signature, along with KYC documents.	RTA to verify the application and release the unclaimed dividend.

Shareholders can check the details of any unclaimed shares and unclaimed dividends on the Company’s website, www.cipla.com under Unclaimed Data tab in the Investors section.

Corporate Overview & Integrated Report

Financial Statements

Details of date of declaration of dividend and due date for transfer to IEPF:

Financial Year	Dividendper share (inJ)	Date of declaration	Due date for transfer to IEPF
2017-18	3	30thAugust,2018	3rdOctober,2025
2018-19	3	16thAugust,2019	19thSeptember,2026
2019-20	4*	12thMarch,2020	15thApril,2027
2020-21	5	25thAugust,2021	28thSeptember,2028
2021-22	5	26thAugust,2022	27thSeptember,2029
2022-23	8.5	10thAugust 2023	5thSeptember,2030
2023-24	13	20thAugust,2024	23rdSeptember,2031

*Interim dividend H 3 and Special dividend H 1.

Shareholder information and communication

Financial Results

During the year, financial results were published in the following newspapers: Business Standard (All editions) and Sakaal (Mumbai edition). The annual/half-yearly/ quarterly results were sent to the stock exchanges and were also displayed on the Company’s website – www.cipla.com.

News and media release

The official news and media releases of key events are disseminated to the Stock Exchanges and uploaded on the Company’s website.

Earning conference calls and presentations to Institutional Investors / Analysts

The Company organises earnings conference call with analysts and investors after the announcement of financial results. The audio recording and transcript of the earnings call are uploaded on the Company’s website as well as filed with the stock exchanges where the securities/GDRs of the Company are listed.

Presentations made to institutional investors and financial analysts are filed with the stock exchanges and uploaded on the Company’s website.

at www.bseindia.com and www.nseindia.com respectively and on website of NSDL (i.e. www.evoting.nsdl.com).

Website

The Company’s website contains a separate section for investors.

The shareholders can access the profiles of Board members, board committees’ composition, board committee charters, profile of the Management Council members, Corporate Governance policies, financial information, annual reports, Memorandum and Articles of Association, shareholding information, details of unclaimed dividends and shares transferred / liable to transfer to IEPF, Investor FAQs, etc. on the Company’s website.

Other information, such as press releases, stock exchange disclosures and investor presentations are also regularly updated on the Company’s website.

Chairman’s speech

A copy of the speech to be given by the Chairman at the 89[th] AGM will be uploaded on the website of the Company.

Designated email ID

We have a designated e-mail ID for investor services: cosecretary@cipla.com.

Compliance reports, corporate announcements, material information and updates

The Company disseminates the requisite corporate announcements including the SEBI Listing Regulations compliances, shareholding pattern, corporate governance report, financial results, material information, etc., electronically through designated electronic portals of the Stock Exchanges.

Integrated Annual Report

The Integrated Annual Report for FY 2024-25 will be circulated to the members whose email addresses are registered with the Company/National Securities Depository Limited and Central Depository Service (India)/KFin. The Annual Report will also be available on the Company’s website at www.cipla.com, websites of the Stock Exchanges i.e. BSE Limited and National Stock Exchange of India Limited

Other disclosures

• i. The Company has complied with the requirements of the Stock Exchanges, SEBI and other statutory authorities on all matters related to capital markets during the last three years and accordingly no penalties or strictures were imposed on the Company by the Stock Exchanges, SEBI or any other statutory authorities.

• ii. The securities of the Company were not suspended from trading at any time during the year.

• iii. The Company has managed foreign exchange risk with appropriate hedging activities in accordance with the risk management framework of the Company. The Company’s approach to managing currency risk is to leave no material residual risk. The Company uses forward exchange contracts and/or options to hedge against its net foreign currency exposures. All material foreign

Cipla Limited | Annual Report 2024-25

Caring For Life

exchange transactions are fully covered. Materially, there are no uncovered exchange rate risks relating to the Company’s imports and exports. The Company does not enter into any derivative instruments for trading or speculative purposes. The details of foreign exchange exposures as on 31[st] March, 2025 are disclosed in note no. 45 to the standalone financial statements.

• iv. Total fees for all services paid by the Company and its subsidiaries on a consolidated basis to the Statutory Auditor has been provided in note no. 39 of the consolidated financial statements.

• v. The cost of raw materials forms a large portion of the Company’s operating expenses. The Company is focused on developing processes/programmes which help in cost-effective procurement of raw materials and which reduces the cost of Active Pharmaceutical Ingredients. Additionally, an Alternate Vendor Development Strategy has been implemented to ensure uninterrupted supply of raw materials and rate benefits. The Company endeavours to monitor the prices of key commodities and formulates procurement strategies based on actual price movements and trends as well as the external regulatory environment and has adequate governance structures in place to align and review procurement strategies with external and internal dynamics. Since the Company has not entered into any derivative contract to hedge exposure from the fluctuations in commodity prices, no disclosure is required pursuant to SEBI circular dated 15[th] November, 2018.

• vi. During the financial year, the Company did not raise funds through preferential allotment or qualified institutional placement in accordance with the Regulation 32(7A) of the SEBI Listing Regulations.

• vii. The Company is in compliance with statutory requirements of Corporate Governance as specified in Regulations 17 to 27; clauses (b) to (i) of sub regulation (2) of Regulation 46 and Schedule V of the SEBI Listing Regulations.

• viii. A certificate from M/s BNP & Associates, Company Secretaries, confirming that none of the directors were disqualified or debarred from being appointed or continuing as directors of the Company by the SEBI or the Ministry of Corporate Affairs or any other statutory authority is annexed as Annexure C to this report.

• ix. During the year, the Board of Directors has accepted all the recommendations of the committees of the Board.

• x. Details of the complaints received by the Company under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013, during FY 2024-25 are as follows:

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Particulars Number
Number of complaints at the beginning of 1
financial year
Number of complaints filed during the year 16
Number of complaints resolved during the 16
year
Number of complaints pending as on 31 [st] 1
March, 2025
----- End of picture text -----

Notes:

• (1) The total POSH complaints for FY 2024-25 on consolidated basis across the Company and its subsidiaries, forms part of the BRSR Report.

• (2) In line with the statutory provisions all complaints received were investigated and closed within the statutory timelines. The outstanding compliant was resolved on 5[th] May, 2025.

• xi. The Company has not provided any loans and advances to any firms/companies in which Directors are interested.

• xii. There were no agreements to be disclosed under clause 5A of paragraph A of Part A of Schedule III of the SEBI Listing Regulations.

• xiii. The Company have not transferred any shares to demat suspense account or unclaimed suspense account.

General Meetings

• i. The details of last three annual general meetings are as follows:

Financial Year	Meeting	Date & Time	Venue	Special Resolution passed
2021-22	86thAGM	26thAugust, 2022 at 3.00 p.m.	Video conferencing/ other audio- visual means [Deemed venue: Registered Office of the Company]	To appoint Dr Mandar Purushottam Vaidya as independent director
2022-23	87thAGM	10thAugust,2023 at 3.00p.m.		None
2023-24	88thAGM	20thAugust, 2024 at 3.00 p.m.

• ii. None of the business proposed to be transacted at the ensuing AGM require passing of resolution through postal ballot.

Corporate Overview & Integrated Report Statutory Reports Financial Statements

Postal Ballot

• i. During the year, the following special resolutions were passed by the shareholders by way of postal ballot:

Date of Postal Ballot Notice	Special Resolutions passed	Date of approval	No. of votes polled	Votes cast in favour	Votes cast in favour	Votes cast	against
				No of votes	%	No of votes	%
11thApril, 2024	To appoint Dr Balram Bhargava as an Independent Director of the Company	16thMay, 2024	64,01,53,111	63,83,48,907	99.72	18,04,204	0.28
3rd September, 2024	To appoint Ms Sharmila Paranjpe as an Independent Director of the Company	13th October, 2024	63,79,56,877	63,60,87,506	99.71	18,69,371	0.29
	To appoint Ms Maya Hari as an Independent Director of the Company		63,79,55,382	63,62,96,129	99.74	16,59,253	0.26

• ii. The above Postal Ballots were conducted as per the provisions of the SEBI Listing Regulation and the Act, read with the Rules framed thereunder and applicable circulars issued by the Ministry of Corporate Affairs from time to time.

• iii. All the above Postal Ballots were conducted by Mr Avinash Bagul of M/s BNP & Associates, Practicing Company Secretary (Membership No. FCS 5578 and Certificate of Practice No. 19862) as the Scrutiniser to scrutinise the e-voting process in a fair and transparent manner.

• iv. The voting results of above Postal Ballots are available on our website at https://www.cipla.com/investors/ intimation-stock-exchanges

Certification by Managing Director & Global Chief Executive Officer (‘MD & GCEO’) and Global Chief Financial Officer (‘GCFO’)

The MD & GCEO and the GCFO have certified to the Board on the financial reporting and internal controls as required under Regulation 17(8), read with Part B of Schedule II of the SEBI Listing Regulations. The certification by the MD & GCEO and the GCFO is annexed as Annexure D to this report.

Enhanced disclosures

Cipla has always followed the highest standards of Corporate Governance and has benchmarked its governance and disclosure practices against national and international codes, guidelines and principles. Enhancing the standards of disclosures and transparency, we have voluntarily adopted the following regulations, guidelines and principles:

Compliance of discretionary requirements

The Company has complied with following discretionary requirements under Regulation 27(1) of the SEBI Listing Regulations:

• i. The auditors have issued an unmodified opinion on the financial statements of the Company;

• ii. The Chairman of the Board is a non-executive director and is not related to the MD & GCEO;

• iii. The Chief Internal Auditor functionally reports directly to the Audit Committee; and

• iv. Instead of the statutory requirement of meeting twice, the Independent Directors pro-actively met four times during the year, without the presence of nonindependent directors and management.

• i. Substantially in compliance with the G-20 OECD Principles of Corporate Governance.

• ii. Substantially in compliance with the National Guidelines on responsible business conduct principles issued by the Ministry of Corporate Affairs.

• iii. Substantially in compliance with the Global Reporting Initiative (GRI) standards.

• iv. For the eighth year in a row, the Annual Report is prepared in accordance with the International Integrated Reporting Council’s Integrated Reporting (‘IR’) framework. To improve its credibility, the Company has obtained an external assurance on the disclosures made under the Integrated Annual Report from M/s DNV Business Assurance India Private Limited.

Cipla Limited | Annual Report 2024-25

Caring For Life

Dematerialisation of shares and liquidity

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No. of Shares No. of Folios
99.51% [80,36,34,370 Shares ] Demat 99.99% [5,54,088 Folios ] Demat
80,76,17,120 5,54,488
0.49% [39,82,750 Shares ] Physical 0.01% [400 Folios ] Physical
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The equity shares of the Company are liquid and traded in dematerialised form on BSE Limited and National Stock Exchange of India Limited.

General shareholder information

• i. Date, Time and Venue of the AGM

• ii. Financial Year

Wednesday, 16[th] July, 2025, at 3.00 p.m. through Video Conferencing (‘VC’) [Deemed venue: Registered Office of the Company] 1[st] April to 31[st] March of the next calendar year

iii. Adoption of Financial Results*

Q1-FY25: quarter ending 30[th] June

Friday, 25[th] July, 2025

Q2-FY25: quarter and half year ending 30[th] September

Thursday, 30[th] October, 2025

Q3-FY25: quarter and nine months ending 31[st] December Friday, 23[rd] January, 2026 Q4-FY25: quarter and financial year ending 31[st] March Wednesday, 13y, 13 13[[th]] May,y, 2026 iv. Trading window closure for financial results From the 1[[st]]

Wednesday, 13y, 13 13[[th]] May,y, 2026

From the 1[[st]] day from close of quarter till the completion of 48 hours after the UPSI becomes generally available. 27[th] June, 2025

• v. Record Date

vi. Dividend and Dividend Payment Date

H 13/- per equity share and a special dividend of H 3/- per equity share on the occasion of completing 90 years of the Company, aggregating to H 16/- per equity shares (i.e. 800% on the face value of H 2/-) for FY 2024-25. The Company will endeavour to pay the dividend within 7 working days but not later than 30 days from the date of the ensuing AGM. The payment of dividend will be subject to deduction of tax at source, as applicable, in compliance with the statutory requirements. Equity Shares:

vii. Listing on Stock Exchanges

• i. Name: BSE Limited

Address: Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai – 400 001

• ii. Name: National Stock Exchange of India Limited

Address: Exchange Plaza, 5[th] Floor, Plot No. C/1, G Block, Bandra Kurla Complex, Bandra (East), Mumbai – 400 051

Global Depository Receipts (‘GDRs’):

Name: Societe De La Bourse De Luxembourg (‘Luxembourg Stock Exchange’)

Address: Societe Anonyme, 35A Boulevard Joseph II, L-1840 Luxembourg.

The Company has paid the requisite annual listing fees to the National Stock Exchange of India Limited, BSE Limited and the Luxembourg Stock Exchange. viii. DR Symbol/CUSIP CIPLG/1729772095 ix. ISIN Number for NSDL & CDSL INE059A01026

*Tentative Schedule, subject to change.

Corporate Overview & Integrated Report

Financial Statements

Address for correspondence

Address for correspondence
Particulars	Contact details	Address
For Corporate Governance, IEPF and other secretarial matters	Mr Rajendra Chopra Company Secretary and Compliance Officer Email: cosecretary@cipla.com	Cipla Limited Cipla House, Peninsula Business Park, Ganpatrao Kadam Marg, Lower Parel, Mumbai – 400 013 Tel: +91 22 4191 6000 Fax: +91 22 4191 6120
Financial Results/ Financial Statements	Ms Diksha Maheshwari Senior Manager – Investor Relations and GCFO’s Office Email: investor.relations@cipla.com
For Corporate Communication related matters	Ms Heena Kanal Chief Corporate Communication Email: corpcomm@cipla.com
For shares related matters, dividend, annual report, dematerialisation, KYC updation in case of physical folios etc.	KFin Technologies Limited (Registrar and Share Transfer Agent) Email: einward.ris@kfintech.com	Selenium Tower B, Plot No. 31 & 32, Gachibowli, Financial District, Nanakramguda, Serilingampally, Hyderabad – 500 032, Telangana Tel: +91 40 67162222/79611000

Distribution of shareholding as on 31[st] March, 2025

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Category No. of folios % of total folios No. of shares % of shares
1 - 5000 5,49,949 99.18 2,74,81,496 3.40
5001 - 10000 1,325 0.24 47,94,430 0.59
10001 - 20000 860 0.16 63,03,321 0.78
20001 - 30000 404 0.07 49,33,770 0.61
30001 - 40000 253 0.05 43,91,866 0.54
40001 - 50000 188 0.03 42,56,257 0.53
50001 - 100000 444 0.08 1,59,39,872 1.98
100001 & Above 1,065 0.19 73,95,16,108 91.57
Total 5,54,488 100 80,76,17,120 100
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Category-wise shareholding as on 31[st] March, 2025

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Global Depository
Others,
Receipt, 0.22% 3.88%
3,13,39,473
17,40,648
Resident
Individual (Public), 14.10% Promoter and
11,38,81,400 29.13% Promoter Group,
23,52,87,003
Insurance Company,
Financial Institution/
5.98% Total Shares
Banks,
4,82,80,183 80,76,17,120
Foreign
26.22% Institutional Investors,
21,17,86,801
Mutual Funds,
20.47%
16,53,01,612
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Cipla Limited | Annual Report 2024-25

Caring For Life

Shareholders holding more than 1% of the shares including top 10 shareholders as on 31[st] March, 2025

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Shareholder name % of holding Total shares
Dr Y K Hamied 18.64 15,05,21,183
Ms Sophie Ahmed 5.69 4,59,82,000
HDFC Trustee Company Limited-Hdfc Flexi
5.11 4,13,06,993
Cap Fund
Life Insurance
4.15 3,35,07,860
Corporation Of India
Mr M K Hamied 3.45 2,78,44,320
SBI Nifty 50 Etf 2.79 2,24,92,711
Government Pension Fund Global 2.53 2,04,16,420
DSP Elss Tax Saver Fund 1.90 1,53,45,203
ICICI Prudential Pharma Healthcare And
1.70 1,37,24,381
Diaganostics (P.h.d) Fund
Mr Kamil Hamied 1.35 1,09,39,500
NPS Trust A/C Uti Pension Fund Limited-
1.15 92,88,026
Scheme Stat
Axis Mutual Fund Trustee Limited A/C Axis
1.13 91,49,687
Mutual Fund A/C Axis Bluechip Fund
UTI Nifty 50 ETF 1.05 85,08,595
Kotak Flexicap Fund 1.03 83,04,291
Parag Parikh Flexi Cap Fund 1.02 82,20,813
Vanguard Total International Stock Index Fund 1.00 80,98,012
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Outstanding GDRs and Share Based Incentives Scheme

The GDRs are listed on Luxembourg Stock Exchange and the underlying equity shares are listed on BSE Limited and National Stock Exchange of India Limited. Each GDR represents one underlying equity share of the Company. As on 31[st] March, 2025, 17,40,648 GDRs were outstanding. The Company has not issued any American Depository Receipts (ADRs)/ Warrants/convertible instruments.

During the year, the Company has granted 1,22,278 stock options and 4,07,798 stock appreciation rights to the employees of the Company under Cipla Limited Employee Stock Option Scheme 2013-A (‘ESOS 2013-A’) and Cipla Employee Stock Appreciation Rights Scheme 2021 (‘ESAR 2021’) respectively. The Company allots equity shares from time to time upon exercise of stock options and stock appreciation rights by the employees, pursuant to the provisions of the Securities and Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regulations, 2021, as amended and the terms and conditions of ESOS 2013-A and ESAR 2021’. As on 31[st] March, 2025, 3,81,837 stock options and 8,36,586 ESARs were outstanding under ESOS 2013-A and ESAR 2021 respectively.

List of credit ratings obtained/revised

During the year, credit rating of the following instruments was done by India Ratings & Research Private Limited:

Instrument Type	Instrument Rating / Issuer Rating / Outlook	Rating Action	Credit rating agency
Commercial paper*	IND A1+ / IND AAA; Stable	Affirmed	India Ratings and Research Private Limited
Long-term/short-term bank facilities	CARE A1+/CARE AAA;Stable	Reaffirmed	Care RatingLimited

*No commercial papers was issued by the Company during the year.

Corporate Overview & Integrated Report

Financial Statements

Plant locations of Cipla Limited as on 31[st] March, 2025:

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Plant Type Plant Address
Active Pharmaceutical Ingredients Virgonagar, Old Madras Road, Bengaluru – 560 049, Karnataka, India
Manufacturing Facility Bommasandra Jigani link road industrial area, KIADB 4 [th] Phase, Jigani,
Bengaluru- 560105, Karnataka, India
Active Pharmaceutical Ingredients and MIDC, Patalganga-410220, District - Raigad, Maharashtra, India
Formulations Manufacturing Facility MIDC Industrial Area, Kurkumbh-413802, Daund, District - Pune, Maharashtra,
India
Formulations Manufacturing Facility Verna Industrial Estate, Verna-403722, Salcette, Goa, India
Village Malpur Upper, P.O. Bhud, Nalagarh, Baddi–173 205, District - Solan,
Himachal Pradesh, India
Central Pendam Block, Village Kumrek, District Pakyong, Sikkim -737132, India
Indore SEZ, Phase II, Sector III, Pharma Zone, P.O. Pithampur – 454 774, District -
Dhar, Madhya Pradesh, India
Taza Block, Rorathang, District Pakyong, Sikkim -737133, India
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Plant locations of subsidiary companies of Cipla Limited as on 31[st] March, 2025:

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Plant Type Plant Address
Formulations Manufacturing Facility Plot Number 344-348, Kundaim Industrial Estate, Kundaim, Goa – 403115, India
Plot Number 352, Kundaim Industrial Estate, Kundaim, Goa – 403115, India
L-1/1, L-1/2/2 & L-2, Additional MIDC, Satara 415004, India
Tarpin Block, Rorathang, District Pakyong, Sikkim-737133, India
7 Oser Avenue, Hauppauge, NY, USA, ZIP – 11788
600 Old Willets, Path Hauppauge, NY, USA, ZIP – 11788
550 South Research Place, Central Islip, NY, USA, ZIP – 11722
927 Currant Road, Fall River, MA, USA, ZIP - 02720
18 Golden Drive Morehill Benoni, South Africa 1501
1474 South Coast Road, Mobeni, Durban, South Africa 4052
Oum Azza, BP 4491,11850 Aïn El Aouda, Rabat, Morocco
Life and health industrial park, No.1 Jianghai Road, Beixin Town, Qidong City,
Jiangsu Province, China – 226200
Contract Research and Contract L-147/B, Verna Industrial Area, Verna, Goa - 403722, India
Manufacturing
Manufacturing of Medical Devices Plot No. 38 & 39, Opp. Sagar Petrol Pump, Western Express Highway, Sativali, Tal.
Vasai (E), Dist. Thane, Maharashtra- 401208, India
Analytical Research & Bioequivalence Plot GEN 40, TTC MIDC, Behind Millennium Business Park, Near Nelco Bus stop,
Division Mahape, Navi Mumbai, Maharashtra - 400710, India
Pathology Lab & Screening Area 1 Floor, Jayshree Plaza, L.B.S. Marg, Bhandup West, Near Dreams Mall, Mumbai,
Maharashtra - 400078, India
Analytical Research Division (Stability EL-87, Electronic Zone, MIDC Industrial Area, Mahape, Navi Mumbai,
Samples Storage) Maharashtra - 400710, India
Clinical Research Department Plot No. PAP-A-417, TTC, MIDC, Behind Millennium Business Park, Near Nelco Bus
Stop, Mahape, Navi Mumbai, Maharashtra – 400710, India
Testing Laboratory (Testing of Building A8, Antonie Van Leeuwenhoeklaan 9, 3721 MA, Bilthoven, The
pharmaceutical product) Netherlands
----- End of picture text -----

Cipla Limited | Annual Report 2024-25

Caring For Life

Declaration of compliance with the Code of Conduct

I hereby confirm that the Company has obtained from all the members of the Board and senior management personnel, affirmation that they have complied with the Code of Conduct laid down by the Company for the financial year ended 31[st] March, 2025.

Date: 13[th] May, 2025 Place: Mumbai

For Cipla Limited Umang Vohra Managing Director and Global Chief Executive Officer

Corporate Overview & Integrated Report

Financial Statements

No. of Committee membership/ Chairpersonship held in other Indian public companies as on 31st March, 2025(2)	Chairpersonship	Dr Y K Hamied (DIN: 00029049) Promoter Non- Executive Director 21stJuly, 1972 15,05,21,183 1 -- -- -- Mr M K Hamied(3) (DIN: 00029084) 16thAugust, 1977 2,78,44,320 -- -- -- -- Mr Kamil Hamied(4) (DIN: 00024292) Promoter Group Non- Executive Director 1stNovember, 2024 1,09,39,500 2 -- -- -- Mr Abhijit Joshi(5) (DIN: 07115673) Non-Executive Director 3rdSeptember, 2024 -- 2 Navin Flourine International Limited@ -- -- Mr Adil Zainulbhai(6) (DIN: 06646490) 3rdSeptember, 2024 -- 6 Network18 Media & Investments Limited# 3 1 Mr S Radhakrishnan(7) (DIN: 02313000) 12thNovember, 2010 42,321(8) -- -- -- -- Ms Samina Hamied(9) (DIN: 00027923) 10thJuly, 2015 -- -- -- -- -- Mr Umang Vohra (DIN:02296740) Executive Director 1stSeptember, 2016 2,76,036 2 -- -- -- Mr Ashok Sinha(10) (DIN: 00070477) Independent Director 16thJuly, 2013 -- -- -- -- -- Dr Balram Bhargava(11) (DIN: 10479707) 1stApril 2024 -- 1 -- -- -- Dr Mandar Vaidya (DIN: 09690327) 29thJuly, 2022 -- -- -- -- -- Ms Maya Hari(4) (DIN: 01123969) 1stNovember, 2024 -- -- -- -- -- Ms Punita Lal(12) (DIN: 03412604) 13thNovember, 2014 -- -- -- -- --
	Membership
Name of other listed companies where he/she is a Director as on 31st March, 2025(1)
No. of directorships held in other Indian companies as on 31st March, 2025
No. of shares held in the Company
Original Date of Appointment
Category
Name

Cipla Limited | Annual Report 2024-25

Caring For Life

No. of Committee membership/ Chairpersonship held in other Indian public companies as on 31st March, 2025(2)	Chairpersonship	Mr P R Ramesh (DIN: 01915274) Independent Director 1stJuly, 2021 -- 9 Nestle India Limited@ Cromption Greaves Consumer Electricals Limited@ Tejas Networks Limited@ Larsen & Toubro Limited@ ITC Hotel Limited@ 7 4 Mr Robert Stewart (DIN: 03515778) 14thMay, 2021 -- -- -- -- -- Ms Sharmila Paranjpe(13) (DIN: 02328770) 1stSeptember, 2024 -- 1 -- -- --	(1)Category of Directorship held @Independent Director #Non-Executive Director (2)Committees considered for the purpose are those prescribed under the SEBI Listing Regulations viz. Audit Committee and Stakeholders Relationship Committee of listed and unlisted Indian public companies (3)Resigned w.e.f. close of business hours of 29thOctober, 2024 (4)Appointed w.e.f. 1stNovember, 2024 (5)Appointed w.e.f. 3rdSeptember, 2024 (6)Retired as Independent Director w.e.f. close of business hours of 2ndSeptember, 2024 and appointed as Non-Executive Director w.e.f. 3rdSeptember, 2024. (7)Retired w.e.f. conclusion of 88thAGM held on 20thAugust, 2024 (8)Includes 38,125 shares which are held jointly with his wife (9)Resigned from the position of Executive Vice Chairperson w.e.f. close of business hours of 31stMarch, 2024 while continuing as Non-Executive Director. Resigned as Non-Executive Director w.e.f. close of business hours of 29thOctober, 2024 (10)Retired w.e.f. 3rdSeptember, 2024 (11)Appointed w.e.f. 1stApril, 2024 (12)Retired w.e.f. 13thNovember, 2024 (13)Appointed w.e.f. 1stSeptember, 2024
	Membership
Name of other listed companies where he/she is a Director as on 31st March, 2025(1)
No. of directorships held in other Indian companies as on 31st March, 2025
No. of shares held in the Company
Original Date of Appointment
Category
Name

Corporate Overview & Integrated Report

Financial Statements

Present at the last AGM	20-Aug-24	100	Dr Y K Hamied 7(7) - - - - - - Yes Mr Abhijit Joshi(1) 4(4) - - - 3(3) - NA Mr Adil Zainulbhai(2) 6(7) - 4(4) 2(4) 1(4) - 2(2) Yes Mr Ashok Sinha(3) 2(2) 4(4) - - - 2(2) 2(2) Yes Dr Balram Bhargava(4) 7(7) 8(9) - 2(2) 4(4) - 4(4) Yes Mr Kamil Hamied(5) 3(3) - 1(1) - - 1(1) - NA Dr Mandar Vaidya(6) 7(7) 3(4) 2(2) 4(4) - - 4(4) Yes Ms Maya Hari(7) 3(3) 3(3) 1(1) - - - 1(1) NA Mr M K Hamied(8) 4(4) - - - 2(3) - - Yes Ms Punita Lal(9) 3(4) - 2(3) - 1(3) - 2(3) Yes Mr P R Ramesh(10) 7(7) 8(9) - - - 4(5) 4(4) Yes Mr Robert Stewart(11) 6(7) - 3(4) - - 4(5) 3(4) Yes Ms Samina Hamied(12) 4(4) - - - - 4(4) - Yes Ms Sharmila Paranjpe(13) 5(5) 5(5) 2(2) - 2(2) - 2(2) NA Mr S Radhakrishnan(14) 2(2) 4(4) 2(2) 2(2) 2(2) 2(2) - Yes Mr Umang Vohra(15) 7(7) - - - 4(4) 5(5) - Yes	(1)Appointed as Non-executive Director and member of IRMC w.e.f. 3rdSeptember, 2024 (2)Ceased to be Lead Independent Director w.e.f. 1stSeptember, 2024. Retired as Independent Director w.e.f. close of business hours of 2ndSeptember, 2024. Appointed as Non-Executive Director and as member of CSR, NRC, OAC and SRC w.e.f. 3rdSeptember, 2024. (3)Stepped down as Chairperson of Audit Committee w.e.f. 11thMay, 2024 while continuing as member. Retired as Independent Director w.e.f. 3rdSeptember, 2024 (4)Appointed as Independent Director and member of Audit Committee and CSR w.e.f. 1stApril, 2024 and as member of SRC w.e.f. 20thAugust, 2024. Designated as Chairperson of CSR w.e.f. 30thOctober, 2024 (5)Appointed as Non-Executive Director and as member of IRMC, OAC and NRC w.e.f. 1stNovember, 2024 (6)Designated as Chairperson of SRC w.e.f. 1stApril, 2024. Ceased to be member of Audit Committee and appointed as member and Chairperson of NRC w.e.f. 3rdSeptember, 2024 (7)Appointed as Independent Director and as member of Audit Committee and NRC w.e.f. 1stNovember, 2024 (8)Resigned as Non-Executive Director w.e.f. close of business hours of 29thOctober, 2024 (9)Stepped down as Chairperson of NRC w.e.f. 3rdSeptember 2024 while continuing as member. Retired as Independent Director w.e.f. 13thNovember, 2024 (10)Designated as Chairperson of Audit Committee w.e.f. 11thMay, 2024 and as Lead Independent Director w.e.f. 1stSeptember, 2024 (11)Designated as Chairperson of IRMC w.e.f. 1stApril, 2024 (12)Resigned from the position of Executive Vice Chairperson w.e.f. close of business hours of 31stMarch, 2024 while continuing as Non-Executive Director. Stepped down as Chairperson of IRMC and OAC w.e.f. 1stApril, 2024 while continuing as member. Resigned as Non-Executive Director w.e.f. close of business hours of 29thOctober, 2024 (13)Appointed as Independent Director w.e.f. 1stSeptember, 2024 and as member of Audit Committee, CSR and NRC w.e.f. 3rdSeptember, 2024 (14)Stepped down as Chairperson of SRC w.e.f. 1stApril, 2024 while continuing as member. Retired as Non-Executive Director w.e.f. conclusion of 88thAGM held on 20thAugust, 2024 (15)Designated as Chairperson of OAC w.e.f. 1stApril, 2024 (16)During FY 2024-25, there was no meeting held for the OAC. The OAC approved various matters by resolutions by circulation (17)Adjourned meeting held on 5thDecember, 2024 (18)Adjourned meeting held on 10thMay, 2024. (19)Adjourned meeting held on 28thJanuary, 2025
Independent Director Meeting 9-May-24, 26-Jul-24, 28-Oct-24, 27-Jan-25 92.26
IRMC	9-May-24, 25-Jul-24, 11-Oct-24, 28-Oct-24, 27-Jan-25	92.67
CSR	8-May-24, 24-Jul-24, 25-Oct-24, 24-Jan-25	72.92
SRC	8-May-24, 24-Jul-24, 25-Oct-24, 24-Jan-25	83.33
NRC	9-May-24(18), 25-Jul-24, 28-Oct-24, 27-Jan-25	88.75
Audit Committee	6-May-24, 9-May-24(18), 22-Jul-24, 26-Jul-24, 24-Oct-24, 28-Oct-24, 4-Dec-24, 24-Jan-25, 27-Jan-25(19)	93.33
Board Meeting	10-May-24, 26-Jul-24, 3-Sep-24, 29-Oct-24, 4-Dec-24(17), 28-Jan-25, 19-Mar-25	96.32
Board Members	Date of meeting	Average attendance (in %)

Cipla Limited | Annual Report 2024-25

Caring For Life

Annexure C

CERTIFICATE OF NON-DISQUALIFICATION OF DIRECTORS

(Pursuant to Regulation 34(3) and Schedule V Para C clause (10) (i) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015)

To,

The Members of

Cipla Limited

Cipla House, Peninsula Business Park, Ganpatrao Kadam Marg, Lower Parel, Mumbai-400013

We have examined the relevant registers, records, forms, returns and disclosures received from the Directors of Cipla Limited having CIN L24239MH1935PLC002380 and having its registered office at Cipla House, Peninsula Business Park, Ganpatrao Kadam Marg, Lower Parel, Mumbai - 400013 (hereinafter referred to as “the Company”), produced before us by the Company for the purpose of issuing this Certificate, in accordance with Regulation 34(3) read with Schedule V Para C clause (10)(i) of the Securities Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015.

In our opinion and to the best of our information and according to the verifications (including Directors Identification Number (‘DIN’) status at the portal www.mca.gov.in) as considered necessary and explanations furnished to us by the Company and its officers, we hereby certify that none of the Directors on the Board of the Company as stated below, for the financial year ending on 31[st] March, 2025 have been debarred or disqualified from being appointed or continuing as directors of the Company by the Securities and Exchange Board of India, Ministry of Corporate Affairs, or by any other statutory regulatory authority.

Sr. No.	Name of the Directors	DIN	Date of Appointment(1)
1	Dr Y K Hamied	00029049	21stJuly, 1972
2	Mr Kamil Hamied(2)	00024292	1stNovember, 2024
3	Mr Umang Vohra	02296740	1stSeptember, 2016
4	Mr Adil Zainulbhai(3)	06646490	3rdSeptember, 2024
5	Mr Abhijit Joshi4	07115673	3rdSeptember, 2024
6	Dr Balram Bhargava	10479707	1stApril, 2024
7	Mr Robert Stewart	03515778	14thMay, 2021
8	Mr P R Ramesh	01915274	1stJuly, 2021
9	Dr Mandar Vaidya	09690327	29thJuly, 2022
10	Ms Maya Hari(5)	01123969	1stNovember, 2024
11	Ms Sharmila Paranjpe(6)	02328770	1stSeptember, 2024

(1)Date of appointment of all the Directors are original date of appointment.

(2)Mr Kamil Hamied was appointed as a Non-Executive Director of the Company w.e.f 1st November 2024.

(3) Mr Adil Zainulbhai retired as Independent Director w.e.f. close of business hours of 2nd September, 2024 and appointed as a Non-Executive Director w.e.f 3rd September 2024.

(4)Mr Abhijit Joshi was appointed as a Non-Executive Director of the Company w.e.f 3rd September 2024.

(5)Ms Maya Hari was appointed as an Independent Director of the Company w.e.f 1st November, 2024.

(6)Ms Sharmila Paranjpe was appointed as an Independent Director of the Company w.e.f 1st September, 2024.

Ensuring the eligibility of every director for appointment /continuity on the Board is the responsibility of the Management of the Company. Our responsibility is to express an opinion on these based on our verification. We further state that this certificate is neither an assurance as to the future viability of the Company nor of the efficiency or effectiveness with which the Management of the Company has conducted the affairs of the Company.

For BNP & Associates Company Secretaries [Firm Regn. No. P2014MH037400] PR No.: 6316/2024

Avinash Bagul

Partner

FCS No.: 5578

Date: 13[th] May, 2025 Place: Mumbai

COP No.: 19862 UDIN: F005578G000326921

Corporate Overview & Integrated Report

Financial Statements

Annexure D

Certificate by CEO/CFO to the Board of Directors

We, Mr Umang Vohra, Managing Director and Global Chief Executive Officer and Mr Ashish Adukia, Global Chief Financial Officer hereby certify that:

• A. We have reviewed financial statements and the cash flow statements (standalone and consolidated) for the year ended 31[st] March, 2025 and that to the best of our knowledge and belief:

• (i) these statements do not contain any materially untrue statement or omit any material fact or contain statements that might be misleading;

• (ii) these statements together present a true and fair view of the Company’s affairs and are in compliance with existing accounting standards, applicable laws and regulations.

• B. There are, to the best of our knowledge and belief, no transactions entered into by the Company during the year which are fraudulent, illegal or violative of the Company’s code of conduct.

• C. We accept responsibility for establishing and maintaining internal controls for financial reporting and that we have evaluated the effectiveness of the internal control systems of the Company pertaining to financial reporting and have disclosed to the Auditor and the Audit Committee, deficiencies in the design or operation of such internal controls, if any, of which we are aware and the steps we have taken or propose to take to rectify these deficiencies.

• D. We have indicated to the Auditor and the Audit Committee that:

• (i) there has not been any significant change in internal control over financial reporting during the year,

• (ii) there has been no significant change in accounting policies during the year,

• (iii) there have been, during the year no instances of significant fraud of which we had become aware and the involvement therein, if any, of the management or an employee having a significant role in the Company's internal control system over financial reporting.

For Cipla Limited

For Cipla Limited

Umang Vohra

Managing Director and Global Chief Executive Officer

Ashish Adukia

Global Chief Financial Officer

Date: 12[th] May, 2025 Place: Mumbai

Financial Statements

Corporate Overview & Integrated Report Statutory Reports

Independent Auditor’s Report

To the Members of Cipla Limited

Report on the Audit of the Standalone Financial Statements

Opinion

1. We have audited the accompanying standalone financial statements of Cipla Limited (‘the Company’), which comprise the Balance Sheet as at 31 March 2025, the Statement of Profit and Loss (including Other Comprehensive Income), the Statement of Cash Flow and the Statement of Changes in Equity for the year then ended, and notes to the standalone financial statements, including material accounting policy information and other explanatory information.

2. In our opinion and to the best of our information and according to the explanations given to us, the aforesaid standalone financial statements give the information required by the Companies Act, 2013 (‘the Act’) in the manner so required and give a true and fair view in conformity with the Indian Accounting Standards (‘Ind AS’) specified under section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015 and other accounting principles generally accepted in India, of the state of affairs of the Company as at 31 March 2025, and its profit (including other comprehensive income/ (loss)), its cash flows and the changes in equity for the year ended on that date.

Basis for Opinion

1. We conducted our audit in accordance with the Standards on Auditing specified under section 143(10) of the Act. Our responsibilities under those standards are further described in the Auditor’s Responsibilities for the Audit of the Standalone Financial Statements section of our report. We are independent of the Company in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India (‘ICAI’) together with the ethical requirements that are relevant to our audit of the standalone financial statements under the provisions of the Act and the rules thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the Code of Ethics. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Key Audit Matters

1. Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the standalone financial statements of the current period. These matters were addressed in the context of our audit of the standalone financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

2. We have determined the matters described below to be the key audit matters to be communicated in our report.

Key audit matter	How our audit addressed the key audit matter
DPCO matters: (Refer note 9, 16 and 38B to the Standalone Financial Statements)	Our audit of DPCO matters included, but was not limited to, the following procedures:

The Company had received several demand notices/ communications from the National Pharmaceutical Pricing Authority (“NPPA”) commencing from the year 1998 seeking recovery of alleged overcharging regarding scheduled drugs under the Drugs (Prices Control) Orders-1995 (“DPCO”).

Based on Hon’ble Supreme Court (“SC”) judgement, during the financial year ended 31 March 2003, the Company deposited H 175.08 Crores with NPPA under protest, representing 50% of the alleged overcharged amounts in respect of demand notices raised till 2003, and got the stay on the Hon’ble Bombay High Court order for recovery of overcharged amount.

• a) Obtained an understanding of the management’s process for updating the status of the matters and assessed the appropriateness of the Company’s accounting policies related to provisions and contingent liabilities in accordance with Ind AS 37;

• b) Evaluated the design and tested the operating effectiveness of key controls around above process;

• c) Inspected correspondence with the Holding Company’s external legal counsel in order to corroborate our understanding of these matters, accompanied by discussions with both internal and external legal counsels. Tested the objectivity and competence of such management experts involved;

Post 2003, the Company continued to receive demands (“Subsequent demands”) alleging overcharging which included several duplicate notices/ communications.

Cipla Limited | Annual Report 2024-25

Caring For Life

Key audit matter

The Company has reviewed all the notices/ communications received which are attributable to the Company and are under litigation. After removing duplications, the amount covered by the notices/communications aggregates to H 2,011 Crores with the principal of H 863 Crores and interest of H 1,148 Crores, wherein based on facts and legal advice, the Company has carried a total provision of H 86.12 crores (including interest) as at 31 March 2025.

The amounts involved are material and the application of accounting principles as given under Ind AS 37, Provisions, Contingent Liabilities and Contingent Assets (‘Ind AS 37’), in order to determine the amounts to be recognised as liability or to be disclosed as a contingent liability or not, is inherently subjective and needs careful evaluation and significant judgement to be applied by the management.

Considering the materiality and the inherent subjectivity which involves significant management judgment in predicting the outcome of the matter, DPCO matters have been considered to be a key audit matter for the current period audit.

Recoverability of investments in subsidiaries: (Refer note 5 and note 35(b) to the Standalone Financial Statements)

The Company has investments of H 10,331.57 crores in subsidiaries being carried at cost/ deemed cost in accordance with Ind AS 27, Separate Financial Statements. At each period end, the management reviews whether any impairment indicators exist in the carrying value of investments, in accordance with the requirements of Ind AS 36, “Impairment of Assets” (‘Ind AS 36’). The Company assesses the recoverable amounts of each investment when impairment indicators exist.

Based on its assessment, the Company have recorded reversal of impairment loss of H 294.66 crores in the current year.

Management’s assessment of whether there are impairment indicators and estimate of the recoverable amounts of the identified investments determined through discounted cash flow valuation method requires significant judgment in carrying out the impairment assessment. The key assumptions used in management’s assessment of the recoverable amounts include, but are not limited to, projections of future cash flows, growth rates, discount rates, estimated future operating and capital expenditure. Changes to these assumptions could lead to material changes in estimated recoverable amounts, resulting in either impairment or reversals of impairment taken in prior years.

How our audit addressed the key audit matter

• d) Obtained direct confirmation from the external legal counsel handling DPCO matters with respect to the legal determination of the liability arising from such matters, conclusion of the matters in accordance with the requirements of Ind AS 37 and disclosures to be made in the financial statements. Evaluated the response received from the external legal counsel to ensure that the conclusions reached are supported by sufficient legal rationale;

• e) Assessed the appropriateness of methods used, and the reliability of underlying data for the calculations made for quantifying the amounts involved. Tested the arithmetical accuracy of such calculations; and

• f) Evaluated the appropriateness and adequacy of disclosures given in the standalone financial statements, including disclosure of the significant litigations of the Company, in accordance with applicable accounting standards.

Based on the audit procedures performed, the judgements made by the management were reasonable and disclosures made in respect of these matters were appropriate in the context of the Standalone financial statements taken as a whole.

Our audit included, but was not limited to, the following procedures:

• a) Obtained an understanding of the management’s process for identification of impairment indicators and evaluated the design and tested the operating effectiveness of key controls over such identification and impairment assessment of identified investments;

• b) Obtained the impairment assessment workings prepared by the management and its experts;

• c) Involved auditor’s experts to assess the appropriateness of the valuation methodologies and the reasonableness of the assumptions used by the management’s expert to determine the recoverable amounts;

• d) Reconciled the cash flows to the business plans approved by the respective Board of Directors of the identified investee companies;

• e) Evaluated and challenged management’s assumptions such as implied growth rates during explicit period, terminal growth rate, targeting savings and discount rate for their appropriateness based on our understanding of the business of the respective investee companies, past results and external factors such as industry trends and forecasts;

• f) Obtained and evaluated sensitivity analysis performed by the management on key assumptions of implied growth rates during explicit period, terminal growth rates and discount rates;

Corporate Overview & Integrated Report Statutory Reports

Key audit matter

Considering the materiality and the inherent subjectivity which involves significant management judgment in predicting future cash flow projections, recoverability of investments in subsidiaries has been considered to be a key audit matter for the current period audit.

How our audit addressed the key audit matter

• g) Tested the mathematical accuracy of the management computations;

• h) Performed independent sensitivity analysis of aforesaid key assumptions to assess the effect of reasonably possible variations on the current estimated recoverable amount for each of the identified investments to evaluate sufficiency of headroom between recoverable value and carrying amount; and

• i) Evaluated the appropriateness and adequacy of disclosures given in the standalone financial statements, including disclosure of significant assumptions, judgements and sensitivity analysis performed, in accordance with applicable accounting standards.

• Based on the audit procedures performed, we determined that the management’s assertion on the recoverability of investments in subsidiaries is appropriate in the context of the standalone financial statements taken as a whole.

Revenue from operations: (refer note 1.3.9 and 26 to the Standalone financial statements)

The Company recognizes revenue from sales of pharmaceutical products, when control of the product is transferred. The Company records product sales net of estimated discounts, right to returns, rebates and other price adjustments. The actual point in time when revenue is recognized varies depending on the specific terms and conditions of the sales contracts entered with customers.

Further, the Company has a large number of customers operating in various geographies and sales contracts with customers have different terms relating to the recognition of revenue leading to material deductions from gross sales which includes discounts, right to return, rebates and other price adjustments in accordance with principles of Ind AS 115, “Revenue from Contracts with Customers” (‘Ind AS 115’).

We identified the recognition of revenue from operations as a key audit matter because:

• a) Accrual towards discounts, right to returns, rebates and other price adjustments is complex and requires significant judgments and estimates in relation to contractual agreements/ commercial terms across various geographies. Any change in these estimates can have a significant financial impact.

• b) The Company considers revenue as key benchmark for evaluating performances and hence, there is risk of revenue being overstated due to pressure to achieve targets, earning expectations or incentive schemes linked to performance for a reporting period.

• Our audit included, but was not limited to, the following procedures: a) Obtained an understanding of the management’s process for revenue recognition, judgments in estimation and accounting treatment of discount schemes, returns, rebates and other price adjustments;

• b) Evaluated the design and tested the operating effectiveness of the key controls, including general IT controls, key IT application controls exercised by the management, over recognition of revenue and measurement of various discount, right to returns, rebates and other price adjustments;

• c) Performed substantive testing by selecting samples of revenue transactions pertaining to sale of products during the year and verified the underlying supporting documents including contracts, agreements, sales invoices and dispatch/ shipping documents;

• d) Performed substantive testing by selecting samples of revenue transactions pertaining to sale of products during specific periods before and after year end to ensure that the correct amount of revenue is recorded in the correct period;

• e) Obtained management workings for amounts recognised towards discount schemes, right to returns and rebates and other price adjustments during the year and as at year end. On a sample basis, tested the underlying calculations for amounts recorded as accruals and provisions towards the aforementioned obligations, as per the terms of related schemes, contracts and regulations and traced the underlying data to source documents;

• f) Evaluated historical accuracy of the Company’s estimates of year-end accruals pertaining to aforesaid arrangements made in the previous years to identify any management bias;

• g) Tested the manual sales-related adjustments made to revenue comprising of variable consideration under Ind AS 115 to ensure the appropriateness of revenue recognition during the year; and

• h) Evaluated the appropriateness and adequacy of disclosures given in the standalone financial statements in accordance with applicable accounting standards.

Based on audit procedures performed, we determined that the revenue recognition and measurement is appropriate in the context of the standalone financial statements taken as a whole.

Cipla Limited | Annual Report 2024-25

Caring For Life

Information other than the Standalone Financial Statements and Auditor’s Report thereon

1. The Company’s Board of Directors are responsible for the other information. The other information comprises the information included in the Annual Report, but does not include the standalone financial statements and our auditor’s report thereon.

Our opinion on the standalone financial statements does not cover the other information and we do not express any form of assurance conclusion thereon.

In connection with our audit of the standalone financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the standalone financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Responsibilities of Management and Those Charged with Governance for the Standalone Financial Statements

1. The accompanying standalone financial statements have been approved by the Company’s Board of Directors. The Company’s Board of Directors are responsible for the matters stated in section 134(5) of the Act with respect to the preparation and presentation of these standalone financial statements that give a true and fair view of the financial position, financial performance including other comprehensive income, changes in equity and cash flows of the Company in accordance with the Ind AS specified under section 133 of the Act and other accounting principles generally accepted in India. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

2. In preparing the standalone financial statements, the Board of Directors is responsible for assessing the Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the Board of Directors either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.

3. The Board of Directors is also responsible for overseeing the Company’s financial reporting process.

Auditor’s Responsibilities for the Audit of the Standalone Financial Statements

1. Our objectives are to obtain reasonable assurance about whether the standalone financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with Standards on Auditing will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these standalone financial statements.

2. As part of an audit in accordance with Standards on Auditing, specified under section 143(10) of the Act we exercise professional judgment and maintain professional skepticism throughout the audit. We also:

3. Identify and assess the risks of material misstatement of the standalone financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control;

4. Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under section 143(3) (i) of the Act we are also responsible for expressing our opinion on whether the Company has adequate internal financial controls with reference to financial statements in place and the operating effectiveness of such controls;

5. Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management;

6. Conclude on the appropriateness of Board of Directors’ use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the Company to cease to continue as a going concern; and

7. Evaluate the overall presentation, structure and content of the standalone financial statements, including the disclosures, and whether the standalone financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

Corporate Overview & Integrated Report Statutory Reports

1. We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

2. We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

3. From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the standalone financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

4. e) On the basis of the written representations received from the directors and taken on record by the Board of Directors, none of the directors is disqualified as on 31 March 2025 from being appointed as a director in terms of section 164(2) of the Act;

5. f) With respect to maintenance of accounts and other matters connected therewith refer to our comments in paragraph 17(b) above on reporting under Section 143(3)(b) of the Act and paragraph 17(h)(vi) below on reporting under rule 11(g) of the Companies (Audit and Auditors) Rules, 2014 (as amended);

6. g) With respect to the adequacy of the internal financial controls with reference to financial statements of the Company as on 31 March 2025 and the operating effectiveness of such controls, refer to our separate report in Annexure II wherein we have expressed an unmodified opinion; and

7. h) With respect to the other matters to be included in the Auditor’s Report in accordance with rule 11 of the Companies (Audit and Auditors) Rules, 2014 (as amended), in our opinion and to the best of our information and according to the explanations given to us :

Report on Other Legal and Regulatory Requirements

1. As required by section 197(16) of the Act, based on our audit, we report that the Company has paid remuneration to its directors during the year in accordance with the provisions of and limits laid down under section 197 read with Schedule V to the Act.

2. As required by the Companies (Auditor’s Report) Order, 2020 (‘the Order’) issued by the Central Government of India in terms of section 143(11) of the Act we give in the Annexure I, a statement on the matters specified in paragraphs 3 and 4 of the Order, to the extent applicable.

3. Further to our comments in Annexure I, as required by section 143(3) of the Act based on our audit, we report, to the extent applicable, that:

4. a) We have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purpose of our audit of the accompanying standalone financial statements;

5. b) In our opinion, proper books of account as required by law have been kept by the Company so far as it appears from our examination of those books, including the manner prescribed in Rule 3(1) of Companies (Accounts) Rules 2014, except that the audit trail feature was not enabled at the database level until 7 June 2024 as further stated in paragraph 17(h)(vi) below on reporting under Rule 11(g) of the Companies (Audit and Auditors) Rules, 2014 (as amended).

6. c) The standalone financial statements dealt with by this report are in agreement with the books of account;

7. d) In our opinion, the aforesaid standalone financial statements comply with Ind AS specified under section 133 of the Act;

8. i. The Company, as detailed in note 38 to the standalone financial statements, has disclosed the impact of pending litigations on its financial position as at 31 March 2025.;

9. ii. As detailed in note 52, the Company did not have any long-term contracts including derivative contracts for which there were any material foreseeable losses as at 31 March 2025.;

10. iii. There has been no delay in transferring amounts, required to be transferred, to the Investor Education and Protection Fund by the Company during the year ended 31 March 2025;

11. iv. a. The management has represented that, to the best of its knowledge and belief, other than as disclosed in note 44(j) and note 44(k) to the standalone financial statements, no funds have been advanced or loaned or invested (either from borrowed funds or securities premium or any other sources or kind of funds) by the Company to or in any person(s) or entity(ies), including foreign entities (‘the intermediaries’), with the understanding, whether recorded in writing or otherwise, that the intermediary shall, whether, directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Company (‘the Ultimate Beneficiaries’) or provide any guarantee, security or the like on behalf the Ultimate Beneficiaries;

Cipla Limited | Annual Report 2024-25

Caring For Life

• b. The management has represented that, to the best of its knowledge and belief, as disclosed in note 44(f) to the standalone financial statements, no funds have been received by the Company from any person(s) or entity(ies), including foreign entities (‘the Funding Parties’), with the understanding, whether recorded in writing or otherwise, that the Company shall, whether directly or indirectly, lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (‘Ultimate Beneficiaries’) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries; and

• c. Based on such audit procedures performed as considered reasonable and appropriate in the circumstances, nothing has come to our notice that has caused us to believe that the management representations under sub-clauses (a) and (b) above contain any material misstatement.

• v. a. The final dividend paid by the Company during the year ended 31 March 2025 in respect of such dividend declared for the previous year is in accordance with section 123 of the Act to the extent it applies to payment of dividend.

• Meeting. The dividend declared is in accordance with section 123 of the Act to the extent it applies to declaration of dividend.

• vi. Based on examination which included test checks, the Company in respect of financial year commencing on 1 April 2024, has used an accounting software for maintaining its books of account which has a feature of recording audit trail (edit log) facility at the application level of the accounting software and the same has been operated throughout the year for all relevant transactions recorded in the software. The audit trail feature (edit log) at the database level for the direct changes was enabled from 7 June 2024 with access management tool. Further, during our audit we did not come across any instance of such audit trail features being tampered with where such feature was enabled. Furthermore, the audit trail has been preserved by the Company as per the statutory requirements for record retention at application level since the commencement of audit trail requirement from 1 April 2023 and at the database level from 7 June 2024 onwards.

For Walker Chandiok & Co LLP

Chartered Accountants

Firm’s Registration No.: 001076N/N500013

Adi P. Sethna

• b. As stated in note 47B(b) to the accompanying standalone financial statements, the Board of Directors of the Company have proposed final dividend for the year ended 31 March 2025 which is subject to the approval of the members at the ensuing Annual General

Partner

Membership No.: 108840

UDIN: 25108840BMNTWS9296

Place: Mumbai

Date: 13 May 2025

Corporate Overview & Integrated Report Statutory Reports

Annexure I referred to in paragraph 16 of the Independent Auditor’s Report of even date to the Members of Cipla Limited on the Standalone Financial Statements for the year ended 31 March 2025

In terms of the information and explanations sought by us and given by the Company and the books of account and records examined by us in the normal course of audit, and to the best of our knowledge and belief, we report that:

• (i) (a) (A) The Company has maintained proper records showing full particulars, including quantitative details and situation of its property, plant and equipment, capital work-in-progress, investment property and relevant details of right-of-use assets.

  • (B) The Company has maintained proper records showing full particulars of intangible assets.

• (b) The Company has a regular programme of physical verification of its property, plant and equipment, capital work-in-progress, investment property and relevant details of right-of-use assets under which the assets are physically verified in a phased manner over a period of 3 years, which in our opinion, is reasonable having regard to the size of the Company and the nature of its assets. In accordance with this programme, certain property, plant and equipment, capital work-in-progress, investment property and relevant details of right-of-use assets were verified during the year and no material discrepancies were noticed on such verification.

• (c) The title deeds of all the immovable properties (including investment properties) held by the Company (other than properties where the Company is the lessee and the lease agreements are duly executed in favour of the lessee), disclosed in note 2.1 and 3 to the standalone financial statements, are held in the name of the Company.

• (d) The Company has adopted cost model for its Property, Plant and Equipment (including right-of-use assets) and intangible assets. Accordingly, reporting under clause 3(i)(d) of the Order is not applicable to the Company.

• (e) No proceedings have been initiated or are pending against the Company for holding any benami property under the Prohibition of Benami Property Transactions Act, 1988 (as amended) and rules made thereunder.

• (ii) (a) The management has conducted physical verification of inventory at reasonable intervals during the year, except for goods-in-transit. In our opinion, the coverage

and procedure of such verification by the management is appropriate and no discrepancies of 10% or more in the aggregate for each class of inventory were noticed as compared to book records. In respect of inventory lying with third parties, these have been confirmed by the third parties and in respect of goods-in-transit, these have been confirmed from corresponding receipt and/ or dispatch inventory records.

• (b) The Company has not been sanctioned working capital limits by banks or financial institutions on the basis of security of current assets at any point of time during the year. Accordingly, reporting under clause 3(ii)(b) of the Order is not applicable to the Company.

• (iii) (a) The Company has not provided any guarantee or security or granted any advances in the nature of loans, secured or unsecured to companies, firms, Limited Liability Partnerships (LLPs) or any other parties during the year. The Company has provided loans to subsidiaries during the year as per details given below:

Particulars	Loans (Hin crores)
Aggregate amounts granted during the year
Balance outstanding as at balance sheet date (including the amounts granted in earlieryears)

*Does not include amounts appearing in share application money pending allotment as at 31 March 2025.

• (a) In our opinion, and according to the information and explanations given to us, the investments made and terms and conditions of the grant of all loans granted are, prima facie, not prejudicial to the interest of the Company.

• (b) In respect of loans granted by the Company, the schedule of repayment of principal and payment of interest has been stipulated and the repayments/receipts of principal and interest are regular.

• (c) There is no overdue amount in respect of loans granted to such companies.

Cipla Limited | Annual Report 2024-25

Caring For Life

• (d) The Company has granted loan which had fallen due during the year and such loan was extended during the year. The details of the same has been given below:

Name of the party	Total loan amount granted during the year (Jin crores)	Aggregate amount of overdue of existing loans renewed or extended or settled by fresh loans (Jin crores)	Nature of extension (i.e., renewed/ extended/ fresh loan provided)	Percentage of the aggregate to the total loans or advances in the nature of loans granted during the year
Cipla USA Inc.	392.37	205.49	Extended	52.37%

• (e) The Company has not granted any loan, which are repayable on demand or without specifying any terms or period of repayment.

• iv. In our opinion, and according to the information and explanations given to us, the Company has complied with the provisions of section 186 of the Act in respect of loans and investments made and guarantees and security provided by it, as applicable. Further, the Company has not entered into any transaction covered under section 185 of the Act.

• (v) In our opinion, and according to the information and explanations given to us, the Company has not accepted any deposits or there are no amounts which have been deemed to be deposits within the meaning of sections 73 to 76 of the Act and the Companies (Acceptance of Deposits) Rules, 2014 (as amended). Accordingly, reporting under clause 3(v) of the Order is not applicable to the Company.

• (vi) The Central Government has specified maintenance of cost records under sub-section (1) of section 148 of the Act in respect of the products of the Company. We have broadly reviewed the books of account maintained by the Company pursuant to the rules made by the Central Government for the maintenance of cost records and are of the opinion that, prima facie, the prescribed accounts and records have been made and maintained. However, we have not made a detailed examination of the cost records with a view to determine whether they are accurate or complete.

• (vii) (a) In our opinion and according to the information and explanations given to us, the Company is regular in depositing undisputed statutory dues including goods and services tax, provident fund, employees’ state insurance, income-tax, sales-tax, service tax, duty of customs, duty of excise, value added tax, cess and other material statutory dues, as applicable, with the appropriate authorities. Further, no undisputed amounts payable in respect thereof were outstanding at the year-end for a period of more than six months from the date they became payable.

• (b) According to the information and explanations given to us, we report that there are no statutory dues referred to in subclause (a) above that have not been deposited with the appropriate authorities on account of any dispute except for the following:

Name of the statute	Nature of dues	Gross Amount (Jin crores)	Amount paid under Protest (Jin crores)	Period to which the amount relates	Forum where dispute is pending
Income Tax Act, 1961	Income Tax	499.45	306.13	AY 2009-10, AY 2013-14, AY 2015-16, AY 2017-18, AY 2019-20, AY 2020-21, AY 2021-22, AY 2022-23	Commissioner of Income Tax (Appeals) Income Tax Appellate Tribunal CESTAT (West Zonal Bench) Commissioner of Excise, Pune, Raigad, Goa, Mumbai Honorable High Court, Mumbai Commissioner(Appeals) CESTAT (South Zonal Bench) CESTAT (East Zonal Bench) Commissioner (Appeals)
Income Tax Act, 1961	Income Tax	33.19	33.04	AY 2014-15
Central Excise Act, 1944	Excise Duty	75.45	3.91	1992-93 to 2000-01 and 2004-05 to 2016-17
Central Excise Act, 1944	Excise Duty	12.68	-	1999-00 to 2004-05
Central Excise Act, 1944	Excise Duty	0.02	0.01	2001-02 to 2006-07
Central Excise Act, 1944	Excise Duty	4.32	0.73	2009-10 to 2016-17
Central Excise Act, 1944	Excise Duty	74.03	3.85	2008-09 to 2017-18
Central Excise Act, 1944	Excise Duty	12.25	1.31	2013-14 to 2016-17
Central Goods and Service Tax Act, 2017	Goods and service tax	199.98	15.83	2016-17 to 2023-24

Corporate Overview & Integrated Report

Statutory Reports

Name of the statute	Nature of dues	Gross Amount (Jin crores)	Amount paid under Protest (Jin crores)	Period to which the amount relates	Forum where dispute is pending
Central Goods and Service Tax Act, 2017	Goods and service tax	26.29	1.29	2017-18 to 2019-20	Joint / Additional Commissioner
Central Goods and Service Tax Act, 2017	Goods and service tax	2.27	0.12	2017-18	Assistant Commissioner
Central Goods and Service Tax Act, 2017	Goods and service tax	13.30	5.24	2017-18 to 2020-21	GSTAT
Customs Act, 1962	Customs Duty	9.39	4.67	2009-10 to 2014-15	CESTAT (South Zonal Bench)
Customs Act, 1962	Customs Duty	1.80	-	2023-24	CESTAT (North Zonal Bench)
Customs Act, 1962	Customs Duty	45.68	3.54	2016-17 to 2020-21	CESTAT (West Zonal Bench)
Customs Act, 1962	Customs Duty	0.28	0.01	2017-18	Additional Commissioner
Customs Act, 1962	Customs Duty	0.37	0.27	2017-18 to 2019-20 and 2022-23	Commissioner (Appeals)
Finance Act, 1994	Service Tax	38.85	1.48	2008-09 to 2012-13 and 2015-16 to 2017-18	CESTAT (West Zonal Bench)
Bihar Value Added Tax Act, 2005	Value Added Tax	0.98	0.49	2015-16	Joint Commissioner of Commercial Tax, (Appeals), Patna Central Division, Patna
Gujarat Value Added Tax Act, 2003	Value Added Tax	0.38	0.13	2013-14	Gujarat Value Added Tax, Tribunal, Ahmedabad Gujarat
Maharashtra Value Added Tax, 2002	Value Added Tax	0.06	-	2002-03	Joint Commissioner of Sales Tax, Nagpur
Maharashtra Value Added Tax, 2002	Value Added Tax	0.52	0.07	2007-08 and 2013-14	DY Commissioner of Sales Tax - LTU, Mazagaon, Mumbai
Telangana Value Added Tax, 2005	Value Added Tax	0.13	0.13	2005-06	Telangana VAT Appellate Authority, Hyderabad Rural Division
The Central Sales Tax 1956, UP	Central Sales Tax	0.09	0.04	2011-12	Joint Commissioner of Commercial Tax, Corporate Circle, Lucknow Zone, Lucknow
The Central Sales Tax 1956, WB	Central Sales Tax	0.02	-	2002-03	In the High Court at Calcutta, Constitutional WRIT Jurisdiction, Kolkata.
West Bengal Value Added Tax Act, 2003	Value Added Tax	0.12	0.02	2001-02 and 2005-06	The West Bengal Taxation Tribunal, Extraordinary Jurisdiction, Kolkata, West Bengal

• (viii) According to the information and explanations given to us, we report that no transactions were surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act, 1961 (43 of 1961) which have not been previously recorded in the books of account.

• (ix) (a) In our opinion and according to the information and explanations given to us, the Company has not defaulted in repayment of its loans or borrowings or in the payment of interest thereon to any lender.

• (b) According to the information and explanations given to us including confirmations received from banks and representation received from the management of the Company, and on the basis of our audit procedures, we report that the Company has not been declared a willful defaulter by any bank or financial institution or government or any government authority.

• (c) In our opinion and according to the information and explanations given to us, the Company has not raised any money by way of term loans during the year and did

Cipla Limited | Annual Report 2024-25

Caring For Life

not have any term loans outstanding at the beginning of the current year. Accordingly, reporting under clause 3(ix)(c) of the Order is not applicable to the Company.

• (d) In our opinion and according to the information and explanations given to us, and on an overall examination of the financial statements of the Company, funds raised by the Company on short term basis have, prima facie, not been utilised for long-term purposes.

• (e) In our opinion and according to the information and explanations given to us and on an overall examination of the financial statements of the Company, the Company has not taken any funds from any entity or person on account of or to meet the obligations of its subsidiaries and associates. Further, we report that the Company does not have any joint ventures.

• (f) In our opinion and according to the information and explanations given to us, the Company has not raised any loans during the year on the pledge of securities held in its subsidiaries and associate companies.

• (x) (a) The Company has not raised any money by way of initial public offer or further public offer (including debt instruments), during the year. Accordingly, reporting under clause 3(x)(a) of the Order is not applicable to the Company.

• (b) According to the information and explanations given to us and on the basis of our examination of the records of the Company, the Company has not made any preferential allotment or private placement of shares or (fully, partially or optionally) convertible debentures during the year. Accordingly, reporting under clause 3(x) (b) of the Order is not applicable to the Company.

• (xi) (a) To the best of our knowledge and according to the information and explanations given to us, no fraud by the Company or no material fraud on the Company has been noticed or reported during the period covered by our audit.

• (b) According to the information and explanations given to us including the representation made to us by the management of the Company, no report under subsection 12 of section 143 of the Act has been filed by the auditors in Form ADT-4 as prescribed under rule 13 of Companies (Audit and Auditors) Rules, 2014, with the Central Government for the period covered by our audit.

• (c) According to the information and explanations given to us, the Company has received whistle blower complaints during the year, which have been considered by us while determining the nature, timing and extent of audit procedures.

• (xii) The Company is not a Nidhi Company and the Nidhi Rules, 2014 are not applicable to it. Accordingly, reporting under clause 3(xii) of the Order is not applicable to the Company.

• (xiii) In our opinion and according to the information and explanations given to us, all transactions entered into by the Company with the related parties are in compliance with sections 177 and 188 of the Act, where applicable. Further, the details of such related party transactions have been disclosed in the standalone financial statements, as required under Indian Accounting Standard (Ind AS) 24, Related Party Disclosures specified in Companies (Indian Accounting Standards) Rules 2015 as prescribed under section 133 of the Act.

• (xiv) (a) In our opinion and according to the information and explanations given to us, the Company has an internal audit system which is commensurate with the size and nature of its business as required under the provisions of section 138 of the Act.

• (b) We have considered the reports issued by the Internal Auditors of the Company till date for the period under audit.

• (xv) According to the information and explanation given to us, the Company has not entered into any non-cash transactions with its directors or persons connected with its directors and accordingly, reporting under clause 3(xv) of the Order with respect to compliance with the provisions of section 192 of the Act are not applicable to the Company.

• (xvi) a) The Company is not required to be registered under section 45-IA of the Reserve Bank of India Act, 1934. Accordingly, reporting under clauses 3(xvi)(a), (b) and (c) of the Order are not applicable to the Company.

• (d) Based on the information and explanations given to us and as represented by the management of the Company, the Group (as defined in Core Investment Companies (Reserve Bank) Directions, 2016) does not have any CIC.

• (xvii) The Company has not incurred any cash losses in the current financial year as well as the immediately preceding financial year.

Corporate Overview & Integrated Report

Statutory Reports

• (xviii) There has been no resignation of the statutory auditors during the year. Accordingly, reporting under clause 3(xviii) of the Order is not applicable to the Company.

• (xix) According to the information and explanations given to us and on the basis of the financial ratios, ageing and expected dates of realisation of financial assets and payment of financial liabilities, other information in the standalone financial statements, our knowledge of the plans of the Board of Directors and management and based on our examination of the evidence supporting the assumptions, nothing has come to our attention, which causes us to believe that any material uncertainty exists as on the date of the audit report indicating that Company is not capable of meeting its liabilities existing

at the date of balance sheet as and when they fall due within a period of one year from the balance sheet date. We, however, state that this is not an assurance as to the future viability of the company. We further state that our reporting is based on the facts up to the date of the audit report and we neither give any guarantee nor any assurance that all liabilities falling due within a period of one year from the balance sheet date, will get discharged by the company as and when they fall due.

• (xx) (a) According to the information and explanations given to us, the Company does not have any unspent amounts towards Corporate Social Responsibility in respect of other than ongoing project as at the end of the financial year.

• (b) In our opinion and according to the information and explanations given to us, the Company has transferred the remaining unspent amounts towards Corporate Social Responsibility (CSR) under sub-section (5) of section 135 of the Act, in respect of ongoing project, within a period of 30 days from the end of financial year to a special account in compliance with the provision of sub-section (6) of section 135 of the Act:

Financial year	Amount unspent on CSR activities for “On going Projects” (JIn crores)	Amount transferred to Special Account within 30 days from the end of the Financial Year (JIn crores)	Amount Transferred after the due date (JIn crores)	Date of Transfer
FY 2024-2025	4.75	4.75	-	29 April 2025

• (xxi) The reporting under clause 3(xxi) of the Order is not applicable in respect of audit of standalone financial statements of the Company. Accordingly, no comment has been included in respect of said clause under this report.

For Walker Chandiok & Co LLP

Chartered Accountants Firm’s Registration No.: 001076N/N500013

Adi P. Sethna

Partner Membership No.: 108840 UDIN: 25108840BMNTWS9296

Place: Mumbai Date: 13 May 2025

Cipla Limited | Annual Report 2024-25

Caring For Life

Annexure II to the Independent Auditor’s Report of even date to the Members of Cipla Limited on the Standalone Financial Statements for the year ended 31 March 2025

Independent Auditor’s Report on the internal financial controls with reference to the standalone financial statements under Clause (i) of Sub-section 3 of Section 143 of the Companies Act, 2013 (‘the Act’)

1. In conjunction with our audit of the standalone financial statements of Cipla Limited (‘the Company’) as at and for the year ended 31 March 2025, we have audited the internal financial controls with reference to standalone financial statements (‘financial statements’) of the Company as at that date.

Responsibilities of Management and Those Charged with Governance for Internal Financial Controls

1. The Company’s Board of Directors is responsible for establishing and maintaining internal financial controls based on the internal financial controls with reference to financial statements criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls over Financial Reporting (“the Guidance Note”) issued by the Institute of Chartered Accountants of India (“ICAI”). These responsibilities include the design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly and efficient conduct of the Company’s business, including adherence to the Company’s policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information, as required under the Act.

Auditor’s Responsibility for the Audit of the Internal Financial Controls with Reference to Standalone Financial Statements

1. Our responsibility is to express an opinion on the Company's internal financial controls with reference to financial statements based on our audit. We conducted our audit in accordance with the Standards on Auditing issued by the ICAI prescribed under Section 143(10) of the Act, to the extent applicable to an

audit of internal financial controls with reference to financial statements, and the Guidance Note issued by the ICAI. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls with reference to financial statements were established and maintained and if such controls operated effectively in all material respects.

1. Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls with reference to financial statements and their operating effectiveness. Our audit of internal financial controls with reference to financial statements includes obtaining an understanding of such internal financial controls, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the auditor’s judgement, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error.

2. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the Company’s internal financial controls with reference to financial statements.

Meaning of Internal Financial Controls with Reference to the Standalone Financial Statements

1. A company's internal financial controls with reference to financial statements is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company's internal financial controls with reference to financial statements include those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in

Corporate Overview & Integrated Report

Statutory Reports

accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorisations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorised acquisition, use, or disposition of the company's assets that could have a material effect on the financial statements.

Opinion

1. In our opinion, the Company has, in all material respects, adequate internal financial controls with reference to standalone financial statements and such controls were operating effectively as at 31 March 2025, based on internal controls over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note issued by the ICAI.

Inherent Limitations of Internal Financial Controls with Reference to Standalone Financial Statements

1. Because of the inherent limitations of internal financial controls with reference to financial statements, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation of the internal financial controls with reference to financial statements to future periods are subject to the risk that the internal financial controls with reference to financial statements may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

For Walker Chandiok & Co LLP

Chartered Accountants Firm’s Registration No.: 001076N/N500013

Adi P. Sethna

Partner

Membership No.: 108840

UDIN: 25108840BMNTWS9296

Place: Mumbai Date: 13 May 2025

Cipla Limited | Annual Report 2024-25

Caring For Life

Standalone Balance Sheet

as at 31[st] March, 2025

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H in Crores
As at As at
Particulars Notes
31 [st] March, 2025 31 [st] March, 2024
Assets
1. Non-current assets
(a) Property, plant and equipment 2.1 3,347.53 3,278.31
(b) Right-of-use assets 2.2 160.11 92.08
(c) Capital work-in-progress 2.4 523.11 580.90
(d) Investment properties 3 112.87 115.49
(e) Intangible assets 4 257.12 232.75
(f) Intangible assets under development 4 115.29 89.37
(g) Financial assets
(i) Investments 5 10,501.68 9,410.17
(ii) Loans 6 975.54 1,379.62
(iii) Other financial assets 7 375.97 492.59
(h) Income tax assets (net) 8 408.89 353.70
(i) Deferred tax assets (net) 8 19.88 -
(j) Other non-current assets 9 358.96 121.45
Total non-current assets 17,156.95 16,146.43
2. Current assets
(a) Inventories 10 3,607.12 3,254.28
(b) Financial assets
(i) Investments 11 6,849.31 4,383.59
(ii) Trade receivables 12 3,859.99 2,681.75
(iii) Cash and cash equivalents 13 82.74 164.52
(iv) Bank balances other than cash and cash equivalents 14 195.71 168.68
(v) Loans 15 213.87 784.25
(vi) Other financial assets 16 2,885.37 2,766.69
(c) Other current assets 17 675.11 654.08
Total current assets 18,369.22 14,857.84
3. Assets classified as held for sale 2.3 39.55 48.96
Total assets 35,565.72 31,053.23
Equity and liabilities
1. Equity
(a) Equity share capital 18 161.52 161.47
(b) Other equity 19 31,937.72 27,812.45
Total equity 32,099.24 27,973.92
2. Liabilities
Non-current liabilities
(a) Financial liabilities
(i) Lease liabilities 2.2 86.18 29.55
(ii) Other financial liabilities 20 35.53 6.89
(b) Provisions 21 109.12 94.24
(c) Deferred tax liabilities (net) 8 - 32.64
(d) Other non-current liabilities 22 52.23 53.74
Total non-current liabilities 283.06 217.06
Current liabilities
(a) Financial liabilities
(i) Lease liabilities 2.2 31.20 16.00
(ii) Trade payables 23
- Total outstanding dues of micro enterprises and small enterprises 218.40 201.25
- Total outstanding dues of creditors other than micro enterprises and small 1,665.31 1,483.39
enterprises
(iii) Other financial liabilities 24 235.11 221.16
(b) Other current liabilities 25 200.54 185.92
(c) Provisions 21 777.25 747.24
(d) Income tax liabilities (net) 8 55.61 7.29
Total current liabilities 3,183.42 2,862.25
Total liabilities 3,466.48 3,079.31
Total equity and liabilities 35,565.72 31,053.23
----- End of picture text -----

The accompanying notes form an integral part of these standalone financial statements.

1-54

As per our report of even date attached

For and on behalf of the Board of Directors

For Walker Chandiok & Co LLP Chartered Accountants Firm Reg. No. 001076N/N500013

Umang Vohra

Managing Director and Global Chief Executive Officer DIN: 02296740

Kamil Hamied Non-Executive Director DIN: 00024292

Adi P. Sethna

Partner Membership No. 108840

Ashish Adukia Global Chief Financial Officer

Rajendra Chopra Company Secretary

Mumbai, 13[th] May, 2025

Mumbai, 13[th] May, 2025

Corporate Overview & Integrated Report

Statutory Reports

Standalone Statement of Profit and Loss

for the year ended 31[st] March, 2025

==> picture [503 x 485] intentionally omitted <==

----- Start of picture text -----

H in Crores
For the year ended For the year ended
Particulars Notes
31 [st] March, 2025 31 [st] March, 2024
A. Continuing Operations :
1. Revenue from operations
(a) Revenue from sale of products 26 16,111.45 14,441.14
(b) Other operating revenue 27 2,933.40 2,133.20
Total revenue from operations 19,044.85 16,574.34
2. Other income 28 984.72 1,070.66
3. Total income (1+2) 20,029.57 17,645.00
4. Expenses
(a) Cost of materials consumed 29 3,642.84 2,617.21
(b) Purchases of stock-in-trade 30 2,056.75 2,360.41
(c) Changes in inventories of finished goods, work-in-progress and stock-in-trade 31 (229.87) 104.57
(d) Employee benefits expense 32 3,054.87 2,644.21
(e) Finance costs 33 15.11 20.25
(f) Depreciation, impairment and amortisation expenses 34 573.89 587.59
(g) Other expenses 35 (a) 4,741.82 4,363.79
Total expenses 13,855.41 12,698.03
5. Profit before exceptional items and tax from continuing operations (3-4) 6,174.16 4,946.97
6. Exceptional item 35 (b) 294.66 -
7. Profit before tax from continuing operations (5+6) 6,468.82 4,946.97
8. Tax expense (net) 8
(a) Current tax 1,360.32 1,226.69
(b) Deferred tax (49.15) 6.09
Total tax expense 1,311.17 1,232.78
9. Profit for the year from continuing operations (7-8) 5,157.65 3,714.19
B. Discontinuing/Restructuring Operations : 37
10. Profit before tax - 485.17
11. Tax expense 8 - 122.11
12. Profit for the year from discontinuing/restructuring operations (10-11) - 363.06
13. Profit for the year (9+12) 5,157.65 4,077.25
14. Other comprehensive income / (loss) for the year 19
I . In respect of continuing operations:
a) (i) Items that will not be reclassified to profit or loss (16.82) (109.37)
(ii) Income tax relating to items that will not be reclassified to profit or loss 4.24 27.52
b) (i) Items that will be reclassified to profit or loss 3.47 2.80
(ii) Income tax relating to items that will be reclassified to profit or loss (0.87) (0.71)
Sub-total (I) (9.98) (79.76)
II . In respect of Discontinuing/Restructuring operations: 19 & 37
(i) Items that will not be reclassified to profit or loss - (0.80)
(ii) Income tax relating to items that will not be reclassified to profit or loss - 0.20
Sub-total (II) - (0.60)
Other comprehensive income for the year (I+II) (9.98) (80.36)
15. Total comprehensive income for the year (13+14) 5,147.67 3,996.89
16. Earnings per equity share from continuing operations of face value of J 2 each 48
Basic (in H ) 63.87 46.01
Diluted (in H ) 63.82 45.97
17. Earnings per equity share from Discontinuing/Restructuring operations of face value of
J 2 each
Basic (in H ) - 4.50
Diluted (in H ) - 4.49
18. Earnings per equity share from total operations of face value of J 2 each
Basic (in H ) 63.87 50.51
Diluted (in H ) 63.82 50.46
----- End of picture text -----

The accompanying notes form an integral part of these standalone financial statements.

1-54

As per our report of even date attached

For and on behalf of the Board of Directors

For Walker Chandiok & Co LLP Chartered Accountants Firm Reg. No. 001076N/N500013

Umang Vohra

Managing Director and Global Chief Executive Officer DIN: 02296740

Kamil Hamied

Non-Executive Director DIN: 00024292

Adi P. Sethna

Partner Membership No. 108840

Ashish Adukia

Global Chief Financial Officer

Rajendra Chopra

Company Secretary

Mumbai, 13[th] May, 2025

Mumbai, 13[th] May, 2025

Cipla Limited | Annual Report 2024-25

Caring For Life

Standalone Statement of Changes in Equity

for the year ended 31[st] March, 2025

(a) Equity share capital (refer note 18)

(a) Equity share capital (refer note 18)
		Hin Crores
Particulars	As at 31st March, 2025	As at 31st March, 2024
Balance at the beginningof theyear	161.47 0.05	161.43
Changes in equity share capital during the year on exercise of employee stock options (ESOSs & ESARs)		0.04
Balance at the end of theyear	161.52	161.47

(b) Other Equity (refer note 19)

									Hin Crores
Particulars	Share application money pending allotment		Attributable to the ow			ners of the Company			Total
			Reserves and surplus				Items of other comprehensive income
		Capital reserve	Securities premium	General reserve	Employee stock options / ESAR	Retained earnings#	Equity instruments fair value through other comprehensive income	Effective portion of cash flow hedges
Balance as at 1st April, 2023	-	0.08	1,652.77	3,144.92	39.11	19,634.22	0.47	5.09 - 2.09 7.18 - - - - -	24,476.66
Profit for the year for continuing and discontinuingoperations	-	-	-	-	-	4,077.25	-		4,077.25
Other comprehensive income/ (loss) (net of tax) for continuing and discontinuingoperations	-	-	-	-	-	(74.47)	(7.98)		(80.36)
Total Comprehensive Income for theyear	-	0.08	1,652.77	3,144.92	39.11	23,637.00	(7.51)		28,473.55
Share application money pending allotment*	0.00	-	-	-	-	-	-		0.00
Payment of dividend(refer note 47)	-	-	-	-	-	(686.17)	-		(686.17)
Exercise of employee stock options	-	-	20.07	-	(20.07)	-	-		-
Transfer togeneral reserve	-	-	-	0.08	(0.08)	-	-		-
Share based payments expense (refer note 41)	-	-	-	-	25.07	-	-		25.07
Balance as at 31st March, 2024	0.00	0.08	1,672.84	3,145.00	44.03	22,950.83	(7.51)	7.18	27,812.45

Corporate Overview & Integrated Report Statutory Reports

Standalone Statement of Changes in Equity for the year ended 31[st] March, 2025

(b) Other Equity (refer note 19) (Contd..)

H in Crores

Particulars	Share application money pending allotment		Attributable to the ow	Attributable to the ow	Attributable to the ow	ners of the Company	ners of the Company	ners of the Company	Total
			Reserves and surplus				Items of other comprehensive income
		Capital reserve	Securities premium	General reserve	Employee stock options / ESAR	Retained earnings#	Equity instruments fair value through other comprehensive income	Effective portion of cash flow hedges
Profit for the year for continuing and discontinuingoperations	-	-	-	-	-	5,157.65	-	-	5,157.65
Other comprehensive income/ (loss) (net of tax) for continuing and discontinuingoperations	-	-	-	-	-	(12.96)	0.38	2.60	(9.98)
Total Comprehensive Income for theyear	0.00	0.08	1,672.84	3,145.00	44.03	28,095.52	(7.13)	9.78	32,960.12
Share application money pending allotment*	0.00	-	-	-	-	-	-	-	0.00
Payment of dividend (refer note 47)	-	-	-	-	-	(1,049.83)	-	-	(1,049.83)
Exercise of employee stock options	-	-	19.76	-	(19.76)	-	-	-	-
Share based payments expense (refer note 41)	-	-	-	-	27.43	-	-	-	27.43
Balance as at 31st March, 2025	0.00	0.08	1,692.60	3,145.00	51.70	27,045.69	(7.13)	9.78	31,937.72

*represent share application money pending allotment of H 9,144 for 4,572 number of shares (31[st] March, 2024: H 30,196 for 15,098 number of shares).

Remeasurement gain/(losses) net of taxes on defined benefit plans during the year is recognised as part of retained earnings.

There are no prior period errors, and hence disclosure with respect to the restatement of the opening balance of "Equity share capital" and "Other equity" is not applicable.

The accompanying notes form an integral part of these standalone financial statements.

1-54

As per our report of even date attached

For and on behalf of the Board of Directors

For Walker Chandiok & Co LLP Chartered Accountants Firm Reg. No. 001076N/N500013

Umang Vohra

Managing Director and Global Chief Executive Officer DIN: 02296740

Kamil Hamied

Non-Executive Director DIN: 00024292

Adi P. Sethna Partner Membership No. 108840

Mumbai, 13[th] May, 2025

Ashish Adukia Global Chief Financial Officer

Mumbai, 13[th] May, 2025

Rajendra Chopra

Company Secretary

Cipla Limited | Annual Report 2024-25

Caring For Life

Standalone Statement of Cash Flows

for the year ended 31[st] March, 2025

==> picture [502 x 569] intentionally omitted <==

----- Start of picture text -----

H in Crores
For the year ended For the year ended
Particulars
31 [st] March, 2025 31 [st] March, 2024
Cash flow from operating activities
Profit before exceptional items and tax from:
Continuing operations 6,174.16 4,946.97
Discontinuing/Restructuring operations (refer note 37) - 485.17
Adjustments for:
Depreciation, impairment and amortisation expenses 573.89 587.59
Finance costs (including on discontinuing operations) 15.11 24.60
Unrealised foreign exchange gain (net) (1.46) (22.78)
Share based payment expense 27.15 25.07
Allowances for credit loss (net) (1.89) 9.22
Interest income on income tax refund (8.83) (10.33)
Interest income on bank deposits and others (390.82) (283.49)
Dividend income (99.27) (380.69)
Sundry balance written back (net) (5.50) (7.03)
Net gain on sale of current investments carried at fair value through profit or loss (143.13) (43.47)
Net fair value gain on financial instruments at fair value through profit or loss (237.02) (215.01)
Net loss/(gain) on sale/disposal of property, plant and equipment 1.85 (7.50)
Gain on divestment of subsidiaries - (4.93)
Rent income (15.73) (14.16)
Operating profit before working capital changes 5,888.51 5,089.23
Adjustments for working capital:
Increase in inventories (352.85) (196.80)
Increase in trade and other receivables (1,124.39) (152.94)
Increase in trade payables and other liabilities 248.08 211.44
Cash generated from operations 4,659.35 4,950.93
Income taxes paid (net of refunds) (1,358.36) (1,224.16)
Net cash flow generated from operating activities (a) 3,300.99 3,726.77
Cash flow from investing activities
Purchase of property, plant and equipment {refer note (ii) below} (571.06) (550.49)
Purchase of intangible assets (including intangible asset under development) (157.62) (132.22)
Proceeds from sale of property, plant and equipment {refer note (ii) below} 23.72 29.94
Advance received against assets held for sale 11.09 -
Investments in associates (6.00) (42.00)
Investments in subsidiaries (882.80) (279.86)
Purchase of Non-current investments (17.83) (6.03)
Proceeds from sale of investments in subsidiaries (refer note 5) - 49.82
Purchase of current investments (net) (2,085.57) (1,353.67)
Change in bank balance other than cash and cash equivalents (158.38) (197.94)
Long term loan given to subsidiaries (493.37) (1,140.71)
Proceeds from loan given to subsidiaries 1,500.27 77.89
Interest received 415.13 267.60
Dividend received 99.27 380.69
Rent received 14.62 14.16
Net cash flow used in investing activities (b) (2,308.53) (2,882.82)
----- End of picture text -----

Corporate Overview & Integrated Report Statutory Reports

Standalone Statement of Cash Flows

for the year ended 31[st] March, 2025

for the year ended 31stMarch, 2025
		Hin Crores
Particulars	For the year ended 31st March, 2025	For the year ended 31st March, 2024
Cash flow from financing activities
Proceeds from issue of equity shares (ESOSs & ESARs)	0.05	0.04
Principal payment of lease liabilities	(14.76)	(12.51)
Interest paid {including interest on lease liabilityH6.50 Crores (31stMarch, 2024: H5.55 Crores)}	(9.39)	(10.19)
Dividend paid	(1,049.83)	(686.17)
Net cash flow used in financing activities (c)	(1,073.93)	(708.83)
Net (decrease)/ increase in cash and cash equivalents (a+b+c)	(81.47)	135.12
Cash and cash equivalents at the beginningof the year	164.52	29.48
Exchange difference on translation of foreign currency cash and cash equivalents	(0.31)	(0.08)
Cash and cash equivalents at the end of the year (refer note 13)	82.74	164.52

Notes:

• i. The above statement of cash flow from operating activities has been prepared under the 'Indirect method' as set out in Indian Accounting Standard (Ind AS) 7-Statement of Cash Flows.

• ii. Purchase and sale of property, plant and equipment represents additions and deletions to property, plant and equipment and investment properties adjusted for movement of capital work-in-progress, capital advances, capital creditors during the year.

• iii. There is no borrowing in current year and previous year, hence net debt movement as required by Indian Accounting Standard (Ind AS) 7 - Statement of Cash Flows is not applicable.

The accompanying notes form an integral part of these standalone financial statements (note 1-54).

As per our report of even date attached

For and on behalf of the Board of Directors

For Walker Chandiok & Co LLP

Chartered Accountants Firm Reg. No. 001076N/N500013

Umang Vohra

Managing Director and Global Chief Executive Officer DIN: 02296740

Kamil Hamied

Non-Executive Director DIN: 00024292

Adi P. Sethna

Partner Membership No. 108840

Ashish Adukia

Global Chief Financial Officer

Rajendra Chopra

Company Secretary

Mumbai, 13[th] May, 2025

Mumbai, 13[th] May, 2025

Cipla Limited | Annual Report 2024-25

Caring For Life

Notes to the Standalone Financial Statements

Corporate information

Cipla Limited (Corporate identity number: L24239MH1935PLC002380) ("Cipla" or “the Company”) having registered office at Cipla house, Peninsula Business Park, Ganpatrao Kadam Marg, Lower Parel, Mumbai - 400013, is a public company incorporated and domiciled in India. The Company is in the business of manufacturing, developing, and marketing wide range of branded and generic formulations and Active Pharmaceutical Ingredients (APIs). The Company has its wide network of manufacturing, trading and other incidental operations in India and International markets. Equity Shares of the Company are listed on Bombay Stock Exchange Limited and National Stock Exchange of India Limited. Global Depository Receipts are listed on Luxembourg Stock Exchange.

Note 1: Basis of Preparation, Measurement, Key accounting estimates and judgements and Material accounting policy information

1.1 Basis of Preparation and Measurement

(i) Compliance with Indian Accounting Standards (Ind AS)

• The standalone financial statements of the Company as at and for the year ended 31[st] March, 2025 have been prepared and presented in accordance with Indian Accounting Standards (“Ind AS”) notified under Section 133 of the Companies Act, 2013 (“the Act”) [Companies (Indian Accounting Standards) Rules, 2015], and presentation requirements of Division II of Schedule III to the Companies Act, 2013 as amended from time to time, and other relevant provisions of the Act and accounting principles generally accepted in India. These standalone financial statements have been prepared by the Company on a going concern basis.

(ii) Consistency of accounting policy

The accounting policies are applied consistently to all the periods presented in the financial statements.

1.2

• Assets held for sale – measured at fair value less cost to sell;

• Defined benefit plans – plan assets measured at fair value;

• Lease liability and Right-of-use assets– measured at fair value;

• Share based payments – measured at fair value; and

• Asset and liabilities assumed as part of business combination – measured at fair value

All assets and liabilities have been classified as current and non-current as per the Company’s normal operating cycle and other criteria set out in the Schedule III of the Act and Ind AS 1 - Presentation of Financial Statements.

Based on the nature of products and the time between acquisition of assets for processing and their realisation in cash and cash equivalents, the Company has ascertained its operating cycle as 12 months for the purpose of current or non-current classification of assets and liabilities. Deferred tax assets and liabilities are always disclosed as non-current.

Key accounting estimates and Judgements

The preparation of financial statements requires management of the Company to make judgements, estimates and assumptions that affect the reported assets and liabilities, revenue and expenses and disclosures relating to contingent liabilities. Management believes that the estimates used in the preparation of the financial statements are prudent and reasonable. Estimates and underlying assumptions are reviewed by management at each reporting date. Actual results could differ from these estimates. Any revision of these estimates is recognised prospectively in the current and future periods.

Following are the critical judgements and estimates:

(iii) Functional currency and rounding of amounts

• The financial statements are presented in Indian Rupee ( H ) which is also the functional currency. All amounts disclosed in the financial statements and notes have been rounded-off to the nearest crore or decimal thereof as per the requirement of Schedule III, unless otherwise stated. Amount less than H 50,000/- is presented as H 0.00 Crore.

(iv) Basis of measurement

The financial statements have been prepared on a historical cost basis and on accrual basis, except for the following:

• Financial assets and liabilities are measured at fair value or at amortised cost depending on classification;

• Derivative financial instruments and contingent consideration is measured at fair value;

1.2.1 Judgements

(i) Leases

Ind AS 116 - Leases requires lessees to determine the lease term as the non-cancellable period of a lease adjusted with any option to extend or terminate the lease, if the use of such option is reasonably certain. The Company makes an assessment on the expected lease term on a lease-by-lease basis and thereby assesses whether it is reasonably certain that any options to extend or terminate the contract will be exercised. In evaluating the lease term, the Company considers factors such as any significant leasehold improvements undertaken over the lease term, costs relating to the termination of the lease and the importance of the underlying asset to Company’s operations taking into account the

Corporate Overview & Integrated Report

Statutory Reports

Notes to the Standalone Financial Statements

location of the underlying asset and the availability of suitable alternatives. The lease term in future periods is reassessed to ensure that the lease term reflects the current economic circumstances.

are only capitalized if they meet the criteria for recognition of an internally generated intangible asset, usually when marketing approval has been received from a regulatory authority in a major market.

(ii) Income taxes

Significant judgements are involved in determining the provision for income taxes including judgement on whether tax positions are probable of being sustained in tax assessments. A tax assessment can involve complex issues, which can only be resolved over extended time periods. The recognition of taxes that are subject to certain legal or economic limits or uncertainties is assessed individually by management based on the specific facts and circumstances.

In assessing the realisability of deferred tax assets, management considers whether some portion or all of the deferred tax assets will not be realised. The ultimate realisation of deferred tax assets is dependent upon the generation of future taxable income during the periods in which the temporary differences become deductible. Management considers the scheduled reversals of deferred income tax liabilities, projected future taxable income and tax planning strategies in making this assessment. Based on the level of historical taxable income and projections for future taxable income over the periods in which the deferred income tax assets are deductible, management believes that the Company will realise the benefits of those deductible differences. The amount of the deferred income tax assets considered realisable, however, could be reduced in the near term if estimates of future taxable income during the carry forward period are reduced.

(iii) Research and developments costs

Research and development (R&D) expenses are fully charged to “Other expenses” in the standalone statement of profit and loss in the period in which they are incurred. The Company considers that regulatory and other uncertainties inherent in the development of new products preclude the capitalization of internal development expenses as an intangible asset until marketing approval from a regulatory authority is obtained in a major market.

Payments made to third parties, such as contract research and development organizations in compensation for subcontracted R&D, that are deemed not to transfer intellectual property to Company are expensed as R&D expenses in the period in which they are incurred. Such payments

Payments made to third parties to in-license or acquire intellectual property rights, compounds and products, including initial upfront and subsequent milestone payments, are capitalized, as are payments for other assets, such as technologies to be used in R&D activities. If additional payments are made to the originator company to continue performing R&D activities, an evaluation is made as to the nature of the payments. Such additional payments will be expensed if they are deemed to be compensation for subcontracted R&D services not resulting in an additional transfer of intellectual property rights to Company. Such additional payments will be capitalized if they are deemed to be compensation for the transfer of additional intellectual property developed at the risk of the originator company. Subsequent internal R&D costs in relation to IPR&D and other assets are expensed, since the technical feasibility of the internal R&D activity can only be demonstrated by the receipt of marketing approval for a related product from a regulatory authority in a major market.

(iv) Provisions and contingent liabilities

The Company exercises judgement in determining if a particular matter is possible, probable or remote. The Company also exercises judgement in measuring and recognising provisions and the exposures to contingent liabilities related to pending litigation or other outstanding claims subject to negotiated settlement, mediation, government regulation, as well as other contingent liabilities. Judgement is necessary in assessing the likelihood that a pending claim will succeed, or a liability will arise, and to quantify the possible range of the financial settlement. Because of the inherent uncertainty in this evaluation process, actual losses may be different from the originally estimated provision. Provisions are reviewed at each balance sheet date and adjusted to reflect the current best estimate. If it is no longer probable that the outflow of resources would be required to settle the obligation, the provision is reversed.

(v) Business Combinations

The Company uses the acquisition method of accounting to account for business combinations. The acquisition date is the date on which control is transferred to the acquirer. Judgement is applied

Cipla Limited | Annual Report 2024-25

Caring For Life

Notes to the Standalone Financial Statements

in determining the acquisition date, determining whether control is transferred from one party to another and whether acquisition constitute a business or asset acquisition. Control exists when the Company is exposed to, or has rights to variable returns from its involvement with the entity and has the ability to affect those returns through power over the entity. In assessing control, potential voting rights are considered only if the rights are substantive.

1.2.2 Estimates

(i) Useful lives of property, plant and equipment, and intangible assets

Property, plant and equipment, and intangibles assets represent a significant proportion of the asset base of the Company. The charge in respect of periodic depreciation is derived after determining an estimate of an asset’s expected useful life and the expected residual value at the end of its life. The useful lives and residual values of Company's assets are determined by the management at the time the asset is acquired and reviewed periodically, including at each financial year end. The lives are based on historical experience with similar assets as well as anticipation of future events, which may impact their life, such as changes in technology.

potential decreases in the value of the returned goods. Along with re-measuring the refund liability at the end of each reporting period, the Company updates the measurement of the asset recorded for any revisions to its expected level of returns, as well as any additional decreases in the value of the returned products.

(iii) Provision for rebates and discounts

Provisions for rebates, discounts and other deductions are estimated and provided for in the year of sales and recorded as reduction of revenue. Provisions for such rebates and discounts are accrued and estimated based on historical average rate actually claimed over a period of time, current contract prices with customers.

(iv) Inventories obsolescence

The factors that the Company considers in determining the provision for slow moving, obsolete and other non-saleable inventory include estimated shelf life, planned product discontinuances, price changes, ageing of inventory and introduction of competitive new products, to the extent each of these factors impact the Company’s business and markets. The Company considers all these factors and adjusts the inventory obsolescence to reflect its actual experience on a periodic basis.

(ii) Refund liabilities

(v) Expected credit loss

The Company accounts for sales returns accrual by recording refund liabilities concurrent with the recognition of revenue at the time of a product sale. This liability is based on the Company's estimate of expected sales returns. The Company deals in various products and operates in various markets. Accordingly, the estimate of sales returns is determined primarily by the Company’s historical experience in the markets in which the Company operates. With respect to established products, the Company considers its historical experience of sales returns, levels of inventory in the distribution channel, estimated shelf life, product discontinuances, price changes of competitive products, and the introduction of competitive new products, to the extent each of these factors impact the Company’s business and markets.

At the time of recognising the refund liability, the Company also recognises an asset, (i.e., the right to the returned goods to the extent goods are saleable in market) which is included in inventories for the products expected to be returned and sold. The Company initially measures this asset at the former carrying amount of the inventory, less any expected costs to recover the goods, including any

In accordance with Ind AS 109 - Financial Instruments, the Company applies ECL model for measurement and recognition of impairment loss on the trade receivables or any contractual right to receive cash or another financial asset that result from transactions that are within the scope of Ind AS 115 - Revenue from Contracts with Customers.

For this purpose, the Company follows ‘simplified approach’ for recognition of impairment loss allowance on the trade receivable balances, contract assets and lease receivables. The application of simplified approach requires expected lifetime losses to be recognised from initial recognition of the receivables based on lifetime ECLs at each reporting date.

As a practical expedient, the Company uses a provision matrix to determine impairment loss allowance on portfolio of its trade receivables. The provision matrix is based on its historically observed default rates over the expected life of the trade receivables and is adjusted for forward-looking estimates. At every reporting date, the historical observed default rates are updated and changes in the forward-looking estimates are analysed.

Corporate Overview & Integrated Report Statutory Reports

Notes to the Standalone Financial Statements

In case of other assets, the Company determines if there has been a significant increase in credit risk of the financial asset since initial recognition. If the credit risk of such assets has not increased significantly, an amount equal to twelve months ECL is measured and recognised as loss allowance. However, if credit risk has increased significantly, an amount equal to lifetime ECL is measured and recognised as loss allowance

makes maximum use of market inputs and uses estimates and assumptions that are, as far as possible, consistent with observable data that market participants would use in pricing the instrument. Where applicable data is not observable, management uses its best estimate about the assumptions that market participants would make. These estimates may vary from the actual prices that would be achieved in an arm’s length transaction at the reporting date.

(vi) Accounting for defined benefit plans

In accounting for post-retirement benefits, several statistical and other factors that attempt to anticipate future events are used to calculate plan expenses and liabilities. These factors include expected return on plan assets, discount rate assumptions and rate of future compensation increases. To estimate these factors, actuarial consultants also use estimates such as withdrawal, turnover, and mortality rates which require significant judgement. The actuarial assumptions used by the Company may differ materially from actual results in future periods due to changing market and economic conditions, regulatory events, judicial rulings, higher or lower withdrawal rates, or longer or shorter participant life spans.

(vii) Impairment of non-financial assets

An impairment loss is recognised for the amount by which an asset’s or cash-generating unit’s carrying amount exceeds its recoverable amount. To determine the recoverable amount, management estimates expected future cash flows from each asset or cash-generating unit and determines a suitable interest rate in order to calculate the present value of those cash flows. In the process of measuring expected future cash flows, management makes assumptions about future operating results. These assumptions relate to future events and circumstances. The actual results may vary and may cause significant adjustments to the Company’s assets.

In most cases, determining the applicable discount rate involves estimating the appropriate adjustment to market risk and the appropriate adjustment to asset-specific risk factors.

(viii) Fair value of financial instruments

Management uses valuation techniques in measuring the fair value of financial instruments where active market quotes are not available. Details of the assumptions used are given in the notes regarding financial assets and liabilities. In applying the valuation techniques, management

1.3 Material Accounting Policies

• 1.3.1 Property, plant and equipment and Capital work-inprogress

(i) Recognition and measurement

Property, plant and equipment, is stated at acquisition cost net of accumulated depreciation and accumulated impairment losses, if any. Cost of acquisition or construction of property, plant and equipment comprises its purchase price including import duties and non-refundable purchase taxes net of trade discounts, rebates and any directly attributable cost of bringing the item to its working condition for its intended use.

Freehold land has an unlimited useful life and therefore is not depreciated.

Property, plant and equipment acquired in a business combination, other than common control combination, are recognised at fair value at the acquisition date. Property, plant and equipment acquired under common control combination are recognised at carrying value at the acquisition date.

Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the Company and the cost of the item can be measured reliably. All other repairs and maintenance cost are charged to the standalone statement of profit and loss during the period in which they are incurred.

Property, plant and equipment which are not ready for intended use as on the date of Balance Sheet are disclosed as ‘Capital work-in-progress’. Advances paid towards the acquisition of property, plant and equipment outstanding at each balance sheet date is classified as capital advances under ‘Other Non-Current Assets’.

Software for internal use, which is primarily acquired from third-party vendors, and which is an integral part of a tangible asset, including

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Notes to the Standalone Financial Statements

consultancy charges for implementing the software, is capitalised as part of the related tangible asset. Subsequent costs associated with maintaining such software are recognised as expense as incurred. The capitalised costs are amortised over the estimated useful life of the software or the remaining useful life of the tangible fixed asset, whichever is lower.

The carrying values of property, plant and equipment are reviewed for impairment when events or changes in circumstances indicate that the carrying value may not be recoverable.

Capital work-in-progress included in non-current assets comprises of direct costs, related incidental expenses and attributable interest. Capital work-inprogress are not depreciated as these assets are not yet available for use.

(ii) Depreciation

Depreciation on property, plant, and equipment (other than freehold land) is calculated on prorata on the straight line method based on the useful life of the assets as indicated under Part C of Schedule II of the Companies Act 2013 except for certain assets where management believes and based on the technical evaluation and assessment that the useful lives adopted by it best represent the period over which an asset is expected to be available for use.

The residual values, useful lives and methods of depreciation of property, plant and equipment are reviewed at each financial year end and, if expectations differ from previous estimates, the changes are accounted for as a change in an accounting estimate and adjusted prospectively.

The estimated useful lives are as follows:

Property, plant and equipment	Useful Life
Buildings – Factory and Administrative Buildings	25 to 40 years
Buildings – Ancillarystructures	3 to 10years
Plant and equipment	2 to 20years
Furniture, fixtures and office equipment	3 to 10 years
Vehicles	4 to 8years
Computers	3years

(iii) De-recognition

• An item of property, plant and equipment, is derecognised upon disposal or when no future economic benefits are expected from its use or

disposal. Any gain or loss arising on de-recognition of the asset (calculated as the difference between the net disposal proceeds and the carrying amount of the asset) is included in the standalone statement of profit and loss.

1.3.2 Intangible assets

(i) Recognition and measurement

Intangible assets comprises of marketing intangibles, trademarks, technical know-how, brands, customer relationship, computer software, product related intangibles, distribution network and non – compete rights acquired separately are measured on initial recognition at cost. Further, payments to third parties for in-licensed products, generally take the form of up-front and milestones payments and are capitalised following a cost accumulation approach to variable payments (milestones) when receipt of economic benefits out of the separately purchased transaction is considered to be probable. Following initial recognition, intangible assets are carried at cost less accumulated amortisation and accumulated impairment loss, if any. Subsequent expenditures are capitalised only when they increase the future economic benefits embodied in the specific asset to which they relate.

(ii) In-Process Research and Development assets (“IPR&D”) or Intangible assets under development

Acquired research and development intangible assets that are under development are recognised as In-Process Research and Development assets (“IPR&D”) or Intangible assets under development. IPR&D assets are not amortised but evaluated for potential impairment on an annual basis or when there are indications that the carrying value may not be recoverable. Subsequent expenditure on an In-Process Research or Development project acquired separately or in a business combination and recognised as an intangible asset is:

• recognised as an expense when incurred, if it is research expenditure;

• capitalised if the cost can be reliably measured, the product or process is technically and commercially feasible and the Company has sufficient resources to complete the development and to use and sell the asset.

(iii) Expenditure on regulatory approval

Expenditure for obtaining regulatory approvals and registration of products for overseas markets is charged to the standalone statement of profit and loss.

Corporate Overview & Integrated Report Statutory Reports

Notes to the Standalone Financial Statements

(iv) Amortisation

The Company amortises intangible assets with a finite useful life using the straight-line method over the following useful lives:

Intangible assets	Useful Life
Marketingintangibles	2 to 25years
Trademarks	2 to 15years
Technical Know-how	2 to 15years
Brands	2 to 15years
Computer software	2 to 6years

The amortisation period and the amortisation method for intangible assets with a finite useful life are reviewed at each reporting date and adjusted prospectively, if appropriate.

The amortisation expense on intangible assets with finite life is recognised in standalone statement of profit and loss under the head depreciation, impairment and amortisation expense.

(v) De-recognition of intangible assets

Intangible assets are de-recognised either on their disposal or where no future economic benefits are expected from their use. Losses arising on such derecognition are recorded in the profit or loss and are measured as the difference between the net disposal proceeds, if any, and the carrying amount of respective intangible assets as on the date of de-recognition.

1.3.3 Investment properties

Property that is held for long-term rental yields or for capital appreciation or both, and that is not occupied by the Company, is classified as investment properties. Investment property is measured initially at its cost, including related transaction costs and borrowing costs where applicable. Subsequent expenditure is capitalised to the asset’s carrying amount only when it is probable that future economic benefits associated with the expenditure will flow to the Company and the cost of the item can be measured reliably.

Investment properties are depreciated using the straightline method over their estimated useful lives.

Investment properties generally have a useful life of 5-60 years. The useful life has been determined based on technical evaluation performed by the management’s expert.

1.3.4 Discontinued operations and assets classified as held for sale

A discontinued operation is a component of the entity that has been disposed off or is classified as held for sale and:

• represents a separate major line of business or geographical area of operations and;

• is part of a single co-ordinated plan to dispose of such a line of business or area of operations.

The results of discontinued operations are presented separately as a single amount as standalone statement of profit and loss after tax from discontinued operations in the statement of profit or loss.

Assets are classified as held for sale if their carrying amount will be recovered principally through a sale transaction rather than through continuing use and a sale is considered highly probable. They are measured at the lower of their carrying amount and fair value less costs to sell.

An impairment loss is recognised for any initial or subsequent write-down of the asset to fair value less costs to sell. A gain is recognised for any subsequent increases in fair value less costs to sell of an asset, but not in excess of any cumulative impairment loss previously recognised. A gain or loss not previously recognised by the date of the sale of the asset is recognised at the date of de-recognition.

Assets are not depreciated or amortised while they are classified as held for sale. Interest and other expenses attributable to the liabilities of a disposal Company classified as held for sale continue to be recognised.

Assets classified as held for sale are presented separately from the other assets in the Balance Sheet. The liabilities of a disposal Company classified as held for sale are presented separately from other liabilities in the Balance Sheet.

1.3.5 Impairment of non-financial assets

The carrying amounts of the Company’s non-financial assets, other than inventories and deferred tax assets are reviewed at each reporting date to determine whether there is any indication of impairment. If any indication exists, or when annual impairment testing for an asset is required, the Company estimates the asset’s recoverable amount. For goodwill and intangible assets that have indefinite lives or that are not yet available for use, an impairment test is performed each year at 31[st] March.

An asset’s recoverable amount is the higher of an asset’s or cash-generating unit’s (CGU) fair value less costs of disposal and its value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset or the cash-generating unit. In determining fair value less costs of disposal,

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Notes to the Standalone Financial Statements

recent market transactions are taken into account. If no such transactions can be identified, an appropriate valuation model is used. These calculations are corroborated by valuation multiples or other available fair value indicators.

exchange rates at the transaction date), except for non-monetary items measured at fair value which are translated using the exchange rates at the date when fair value was determined.

1.3.7 Inventories

For the purpose of impairment testing, assets are grouped together into the smallest group of assets that generate cash inflows from continuing use that are largely independent of the cash inflows of other assets or groups of assets (the “cash-generating unit”).

The goodwill acquired in a business combination is, for the purpose of impairment testing, allocated to cashgenerating units that are expected to benefit from the synergies of the combination.

An impairment loss is recognised in the standalone statement of profit and loss if the estimated recoverable amount of an asset or its cash-generating unit is lower than its carrying amount. Impairment losses recognised in respect of cash-generating units are allocated first to reduce the carrying amount of any goodwill allocated to the units and then to reduce the carrying amount of the other assets in the unit on a pro-rata basis.

An impairment loss in respect of goodwill is not reversed. In respect of other assets, impairment losses recognised in prior periods are assessed at each reporting date for any indications that the loss has decreased or no longer exists. An impairment loss is reversed if there has been a favourable change in the estimates used to determine the recoverable amount. An impairment loss is reversed only to the extent that the asset’s carrying amount does not exceed its recoverable amount, nor exceed the carrying amount that would have been determined, net of depreciation or amortisation, if no impairment loss had been recognised.

Goodwill that forms part of the carrying amount of an investment in an associate is not recognised separately, and therefore is not tested for impairment separately. Instead, the entire amount of the investment in an associate is tested for impairment as a single asset when there is objective evidence that the investment in an associate may be impaired.

1.3.6 Foreign currency translation

Foreign currency transactions and balances

Transactions in foreign currencies are translated to the functional currency of the Company at exchange rates at the dates of the transactions. Monetary assets and liabilities denominated in foreign currencies are translated into the functional currency at the exchange rate at the reporting date. Non-monetary items are measured at historical cost (translated using the

Inventories consists of raw materials and packing materials, stores, spares and consumables, work-inprogress, stock-in-trade and finished goods and are measured at the lower of cost and net realizable value. Net realizable value is the estimated selling price in the ordinary course of business, less the estimated costs of completion and costs necessary to make the sale.

Cost of inventories is determined on a weighted average basis.

Cost includes expenditures incurred in acquiring the inventories, production or conversion costs and other costs incurred in bringing them to their existing location and condition. In the case of finished goods and workin-progress, cost includes an appropriate share of overheads based on normal operating capacity.

Raw materials and packing materials are considered at replacement cost if the finished products, in which they will be used, are expected to be sold at or above cost.

Stores and spares are inventories that do not qualify to be recognised as property, plant and equipment and consists of consumables, engineering spares (such as machinery spare parts), which are used in operating machines or consumed as indirect materials in the manufacturing process.

1.3.8 Government grants

Government grants are recognised where there is reasonable assurance that the grant will be received and all attached conditions will be complied with. When the grant relates to an expense item, it is recognised as income on a systematic basis over the periods that the related costs, for which it is intended to compensate, are expensed. When the grant relates to an asset, it is initially recognised as deferred income at fair value and subsequently are recognised in standalone statement of profit and loss as other income on a systematic basis over the expected useful life of the related asset.

Export entitlement from government authority are recognised in the standalone statement of profit and loss as other operating revenue when the right to receive is established as per the terms of the scheme in respect of the exports made by the Company with no future related cost and where there is no significant uncertainty regarding the ultimate collection of the relevant export proceeds.

Corporate Overview & Integrated Report Statutory Reports

Notes to the Standalone Financial Statements

1.3.9 Revenue recognition

(i) Sale of products

Revenues are recorded in the amount of consideration to which the Company expects to be entitled in exchange for performance obligations upon transfer of control to the customer and is measured at the amount of transaction price allocated to that performance obligation. The transaction price of goods sold and services rendered is net of estimated incentives, returns, rebates, sales tax and applicable trade discounts, allowances, Goods and Services Tax (GST) and amounts collected on behalf of third parties.

The Company recognises revenue from product sales when control of the product transfers, generally upon shipment or delivery, to the customer, or in certain cases, upon the corresponding sales by customer to a third party. Variable consideration are estimated and accounted in the same period the related sales occur. The methodology and assumptions used to estimate rebates and returns are monitored and adjusted regularly in the light of contractual and legal obligations, historical trends, past experience and projected market conditions. The revenue for such variable consideration is included in the Company’s estimate of the transaction price only if it is highly probable that a significant reversal of revenue will not occur once any uncertainty is resolved. The Company estimates the amount of variable consideration using the expected value method or historical record of performance of similar contracts.

(ii) Sales by clearing and forwarding agents

Revenue from sales of generic products in India is recognised upon delivery of products to distributors by clearing and forwarding agents of the Company. Control in respect of ownership of generic products are transferred by the Company when the goods are delivered to distributors from clearing and forwarding agents. Clearing and forwarding agents are generally compensated on a commission basis as a percentage of sales made by them.

(iii) Out-licensing arrangements

Revenues include amounts derived from product out-licensing agreements. These arrangements typically consist of an initial up-front payment on inception of the license and subsequent payments dependent on achieving certain milestones in accordance with the terms prescribed in the

agreement. In cases where the transaction has two or more components, the Company accounts for the delivered item (for example, the transfer of title to the intangible asset) as a separate unit of accounting and record revenue upon delivery of that component, provided that the Company can make a reasonable estimate of the fair value of the undelivered component. Otherwise, nonrefundable up-front license fees received in connection with product out-licensing agreements are deferred and recognised over the balance period in which the Company has pending performance obligations.

Milestone payments which are contingent on achieving certain clinical milestones are recognised as revenues either on achievement of such milestones, over the performance period depending on the terms of the contract. If milestone payments are creditable against future royalty payments, the milestones are deferred and released over the period in which the royalties are anticipated to be paid.

Royalty revenue is recognised on an accrual basis in accordance with the substance of the relevant agreement (provided that it is probable that economic benefits will flow to the Company and the amount of revenue can be measured reliably). Royalty arrangements that are based on production, sales and other measures are recognised by reference to the underlying arrangement.

The Company estimates variable consideration in the form of sales-based milestones by using the expected value or most likely amount method, depending upon which method the Company expects to better predict the amount of consideration to which it will be entitled.

(iv) Service fee

Revenue from services rendered is recognised in the standalone statement of profit and loss as the underlying services are performed. Upfront non-refundable payments received under these arrangements are deferred and recognised as revenue over the expected period over which the related services are expected to be performed.

(v) Profit sharing revenues

The Company from time to time enters into marketing arrangements with certain business partners for the sale of its products in certain markets. Under such arrangements, the Company sells its products to the business partners at a non-

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Notes to the Standalone Financial Statements

refundable base purchase price agreed upon in the arrangement and is also entitled to a profit share which is over and above the base purchase price. The profit share is typically dependent on the business partner’s ultimate net sale proceeds or net profits, subject to any reductions or adjustments that are required by the terms of the arrangement. Such arrangements typically require the business partner to provide confirmation of units sold and net sales or net profit computations for the products covered under the arrangement.

Revenue in an amount equal to the base sale price is recognised in these transactions upon delivery of products to the business partners. An additional amount representing the profit share component is recognised as revenue only to the extent that it is highly probable that a significant reversal will not occur.

(vi) Contract balances

Contract assets - A Contract asset is the right to consideration in exchange for goods or services transferred to the customer. If the Company performs by transferring goods or services to a customer before the customer pays consideration or before payment is due, a contract asset is recognised for the earned consideration that is conditional.

Contract liabilities- A contract liability is the obligation to transfer goods or services to a customer for which the Company has received consideration (or an amount of consideration is due) from the customer. If a customer pays consideration before the Company transfers goods or services to the customer, a contract liability is recognised when the payment is made or the payment is due (whichever is earlier). Contract liabilities are recognised as revenue when the Company performs under the contract.

1.3.10 Other income (interest income, Dividend and Others)

(i) Interest income

Interest income from a financial asset is recognised when it is probable that the economic benefits will flow to the Company and the amount of income can be measured reliably. Interest income is accrued on a time basis, by reference to the principal outstanding and at the effective interest rate applicable, which is the rate that discounts estimated future cash receipts through the expected life of the financial asset to that asset’s net carrying amount on initial recognition.

(ii) Dividends

Dividend income from investments is recognised when the right to receive payment has been established, provided that it is probable that the economic benefits will flow to the Company and the amount of income can be measured reliably.

(iii) Other (other than interest and dividend income)

Other Income consists of rent income, insurance claim, vendor settlement income and miscellaneous income and is recognised when it is probable that the economic benefits will flow to the Company and amount of income can be measured reliably.

1.3.11 Employee Benefits

(i) Short-term employee benefits

All employee benefits payable wholly within twelve months of rendering the service are classified as short-term employee benefits and are measured on undiscounted basis. Benefits such as salaries, wages, etc. and the expected cost of ex-gratia are recognised in the period in which the employee renders the related service. A liability is recognised for the amount expected to be paid if the Company has a present legal or constructive obligation to pay this amount as a result of past service provided by the employee and the obligation can be estimated reliably.

(ii) Defined contribution plans

Post-retirement contribution plans such as Employees’ Pension scheme, Labour Welfare Fund, Employee State Insurance Corporation (ESIC) are charged to the standalone statement of profit and loss for the year when the contributions to the respective funds accrue. The Company does not have any obligation other than the contribution made.

(iii) Defined benefit plans

• a) Employee’s provident fund

In accordance with the Employees’ Provident Fund and Miscellaneous Provision Act, 1952, all eligible employees of the Company are entitled to receive benefits under the provident fund plan in which both the employee and employer (at a determined rate) contribute monthly to “Cipla Limited Employee’s Provident Fund Trust”, a Trust set up by the Company to manage the investments and distribute the amounts to employees at the time of separation from the Company or retirement, whichever is earlier.

Corporate Overview & Integrated Report Statutory Reports

Notes to the Standalone Financial Statements

This plan is a defined benefit obligation plan as the Company is obligated to provide its members a rate of return which should, at a minimum, meet the interest rate declared by the government-administered provident fund. A part of the Company’s contribution is transferred to the government-administered pension fund. The contributions made by the Company and the shortfall of interest, if any, on the basis of an actuarial valuation are recognised as an expense in the standalone statement of profit and loss under “Employee benefits expense”.

b) Gratuity obligations

Post-retirement benefit plans such as gratuity for eligible employees of the Company are calculated using projected unit credit method on the basis of actuarial valuation made by an independent actuary as at the reporting date. Re-measurement, comprising actuarial gains and losses, the effect of the changes to the asset ceiling (if applicable), and the return on plan assets (excluding net interest), is recognised in other comprehensive income in the period in which they occur. Re-measurement recognised in other comprehensive income is included in retained earnings and will not be reclassified to the standalone statement of profit and loss.

on the basis of undiscounted value of estimated amount required to be paid or estimated value of benefit expected to be availed by the employees. Liability in respect of compensated absences becoming due or expected to be availed more than one year after the reporting date is estimated on the basis of an actuarial valuation performed by an independent actuary using the projected unit credit method at the year-end. Actuarial gains/ losses are immediately taken to the standalone statement of profit and loss and are not deferred.

(v) Termination benefits

Termination benefits are recognised in the standalone statement of profit and loss at the earlier of the following dates:

• (a) when the Company can no longer withdraw the offer of those benefits; or

• (b) when the Company recognises costs for a restructuring that is within the scope of Ind AS 37: Provisions, Contingent Liabilities and Contingent Assets and involves the payment of termination benefits.

Benefits falling due more than 12 months after the end of the reporting period are discounted to their present value in the standalone statement of profit and loss.

(vi) Other long-term employee benefits

The present value of the defined benefit obligation is determined by discounting the estimated future cash outflows by reference to market yields at the end of the reporting period on government bonds that have terms approximating to the terms of the related obligation.

The net interest cost is calculated by applying the discount rate to the net balance of the defined benefit obligation and the fair value of plan assets. This cost is included in employee benefit expense in the standalone statement of profit and loss.

Changes in the present value of the defined benefit obligation resulting from plan amendments or curtailments are recognised immediately in the standalone statement of profit and loss as past service cost.

(iv) Other benefit plans

Liability in respect of compensated absences becoming due or expected to be availed within one year from the reporting date is recognised

The Company’s net obligation in respect of other long-term employee benefits is the amount of future benefit that employees have earned in return for their service in the current and previous periods. That benefit is discounted to determine its present value.

1.3.12 Share based payments

The Company operates equity-settled share based remuneration plans for its employees.

The Company recognises compensation expense relating to share based payments in accordance with Ind AS 102-Share based Payment. For share entitlement granted by the Company to its employees, the estimated fair value as determined on the date of grant, is charged to the standalone statement of Profit and Loss on a straight line basis over the vesting period and assessment of performance conditions if any, with a corresponding increase in equity.

Upon exercise of share options, the proceeds received, net of any directly attributable transaction costs, are allocated to share capital up to the nominal (or par) value of the shares issued with any excess being recorded as share premium.

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Notes to the Standalone Financial Statements

1.3.13 Taxes

Income tax expense comprises of current tax expense and deferred tax expense/benefit. Current and deferred taxes are recognised in the standalone statement of profit and loss, except when they relate to items that are recognised in other comprehensive income or directly in equity, in which case, the current and deferred tax are also recognised in other comprehensive income or directly in equity.

(i) Current income tax

Current tax is the amount of tax payable on the taxable income for the year as determined in accordance with the provisions of the applicable income tax law of the respective jurisdiction. The current tax is calculated using tax rates that have been enacted or substantively enacted, at the reporting date and any adjustment to tax payable in respect of previous years. Current tax assets and tax liabilities are offset where the entity has a legally enforceable right to offset and intends either to settle on a net basis, or to realise the asset and settle the liability simultaneously.

(ii) Deferred tax

Deferred tax is recognised using the Balance Sheet approach on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts.

Deferred tax assets are recognised to the extent that it is probable that taxable profit will be available against which the deductible temporary differences, and the carry forward of unused tax credits and unused tax losses can be utilised, except when the deferred tax asset relating to the deductible temporary difference arises from the initial recognition of an asset or liability in a transaction that is not a business combination and, at the time of the transaction, affects neither the accounting profit nor taxable profit or loss.

The carrying amount of deferred tax assets is reviewed at each reporting date and reduced to the extent that it is no longer probable that sufficient taxable profit will be available to allow all or part of the deferred tax asset to be utilised.

Unrecognised deferred tax assets are re-assessed at each reporting date and are recognised to the extent that it has become probable that future taxable profits will allow the deferred tax asset to be recovered.

Deferred tax assets and liabilities are measured using substantively enacted tax rates expected to apply to taxable income in the years in which the temporary differences are expected to be recovered or settled.

The Company recognises deferred tax liability for all taxable temporary differences associated with investments in subsidiaries and associates, except to the extent that both of the following conditions are satisfied:

• When the Company is able to control the timing of the reversal of the temporary difference; and

• It is probable that the temporary difference will not reverse in the foreseeable future.

Deferred tax assets and liabilities are offset when there is a legally enforceable right to offset current tax assets and liabilities.

(iii)

Uncertain tax positions

Accruals for uncertain tax positions require management to make judgements of potential exposures. Accruals for uncertain tax positions are measured using either the most likely amount or the expected value amount depending on which method the entity expects to better predict the resolution of the uncertainty. Tax benefits are not recognised unless the tax positions will probably be accepted by the tax authorities. This is based upon management’s interpretation of applicable laws and regulations and the expectation of how the tax authority will resolve the matter. Once considered probable of not being accepted, management reviews each material tax benefit and reflects the effect of the uncertainty in determining the related taxable amounts.

1.3.14 Leases

The Company’s lease asset classes primarily consist of leases for land, Plant and equipments, buildings and flat, vehicle and computers. The Company assesses whether a contract is or contains a lease, at the inception of a contract. A contract is, or contains, a lease if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration. To assess whether a contract conveys the right to control the use of an identified asset, the Company assesses whether:

• (i) the contract involves the use of an identified asset;

• (ii) the Company has substantially all of the economic benefits from use of the asset through the period of the lease; and

• (iii) the Company has the right to direct the use of the asset.

Corporate Overview & Integrated Report Statutory Reports

Notes to the Standalone Financial Statements

The right-of-use asset is a lessee’s right to use an asset over the life of a lease. At the date of commencement of the lease, the Company recognises a right-of-use asset (‘ROU’) and a corresponding lease liability for all lease arrangements in which it is a lessee, except for leases of low value assets. For these leases of low value assets, the Company recognises the lease payments as an operating expense on a straight-line basis over the term of the lease. The right-of-use assets are initially recognised at cost, which comprises the initial amount of the lease liability adjusted for any lease payments made at or prior to the commencement date of the lease plus any initial direct costs less any lease incentives. They are subsequently measured at cost less accumulated depreciation and impairment losses, if any. Right-of-use assets are depreciated from the commencement date on a straight-line basis over the shorter of the lease term and useful life of the underlying asset.

reflects the current market assessment of the time value of money and the risks specific to the obligation. When discounting is used, the increase in the provision due to the passage of time is recognised as a finance cost.

Provision for onerous contracts

A provision for onerous contracts is recognised in the standalone statement of profit and loss when the expected benefits to be derived by the Company from a contract are lower than the unavoidable cost of meeting its obligations under the contract. The provision is measured at the present value of the lower of the expected cost of terminating the contract and the expected net cost of continuing with the contract. Before a provision is established, the Company recognises any impairment loss on the assets associated with that contract.

1.3.17 Contingent liabilities and assets

Lease liability is initially measured at the present value of future lease payments. Lease payments are discounted using the interest rate implicit in the lease or, if not readily determinable, using the incremental borrowing rates. Lease liability is subsequently remeasured by increasing the carrying amount to reflect interest on the lease liability and reducing the carrying amount to reflect the lease payments made. A lease liability is remeasured upon the occurrence of certain events such as a change in the lease term or a change in an index or rate used to determine lease payments. The remeasurement normally also adjusts the leased assets.

Lease liability and ROU asset have been separately presented in the Balance Sheet and lease payments have been classified as financing cash flows.

1.3.15 Cash and cash equivalents

Cash and cash equivalents comprise cash on hand and cash at bank including fixed deposit with original maturity period of three months or less and short-term highly liquid investments with an original maturity of three months or less.

1.3.16 Provisions

Provisions are recognised when the Company has a present obligation (legal or constructive) as a result of a past event, it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation.

Provisions are measured at the best estimate of the expenditure required to settle the present obligation at the Balance Sheet date. If the effect of the time value of money is material, provisions are discounted to reflect its present value using a current pre-tax rate that

Contingent liabilities are disclosed when there is a possible obligation arising from past events, the existence of which will be confirmed only by the occurrence or non-occurrence of one or more uncertain future events not wholly within the control of the Company or a present obligation that arises from past events where it is either not probable that an outflow of resources will be required to settle the obligation or a reliable estimate of the amount cannot be made. The Company does recognise a contingent liability but discloses its existence in the financial statements.

Contingent assets are not recognised in the financial statements. However, contingent assets are assessed continually and if it is virtually certain that an inflow of economic benefits will arise, the asset and related income are recognised in the period in which the change occurs.

1.3.18 Financial instruments

A financial instrument is any contract that gives rise to a financial asset of one entity and a financial liability or equity instrument of another entity.

(i) Financial assets

(a) Initial recognition and measurement

All financial assets excluding trade receivables are recognised initially at fair value plus, in the case of financial assets not recorded at fair value through profit or loss, transaction costs that are attributable to the acquisition of the financial asset. Purchases or sales of financial assets that require delivery of assets within a time frame established by regulation or convention in the market place (regular way trades) are recognised on the date the Company commits to purchase or sell the financial assets.

Cipla Limited | Annual Report 2024-25

Caring For Life

Notes to the Standalone Financial Statements

Trade receivables are recognised initially at the amount of consideration that is unconditional unless they contain significant financing components, in which case they are recognised at fair value. The Company’s trade receivables do not contain any significant financing component and hence are measured at the transaction price measured under Ind AS 115 “Revenue from Contracts with Customers”.

(b) Subsequent measurement

For subsequent measurement, the Company classifies a financial asset in accordance with the below criteria:

• The Company’s business model for managing the financial asset and

• The contractual cash flow characteristics of the financial asset:

Based on the above criteria, the Company classifies its financial assets into the following categories:

• a) Debt instruments at amortised cost;

• b) Debt instruments at FVTOCI;

• c) Debt instruments, derivatives and equity instruments at FVTPL; and

• d) Equity instruments measured at FVTOCI.

• (i) Debt instruments at amortised cost

A ‘debt instrument’ is subsequently measured at the amortised cost using the effective interest rate (EIR) method. Amortised cost is calculated by taking into account any discount or premium on acquisition and fees or costs that are an integral part of the EIR. The EIR amortisation is included in Other Income in the profit or loss. The losses arising from impairment are recognised in the standalone statement of profit and loss.

• (ii) Debt instrument at fair value through other comprehensive income (FVTOCI)

Debt instruments included within the FVTOCI category are measured initially as well as at each reporting date at fair value. Fair value movements are recognised in the other comprehensive income (OCI). However, the Company recognises interest income, impairment

losses and reversals and foreign exchange gain or loss in the profit or loss. On derecognition of the asset, cumulative gain or loss previously recognised in OCI is reclassified from the equity to profit or loss. Interest earned whilst holding FVTOCI debt instrument is reported as interest income using the EIR method.

(iii) Debt instrument at fair value through profit or loss (FVTPL)

FVTPL is a residual category for debt instruments. Any debt instrument, which does not meet the criteria for categorisation as at amortised cost or as FVTOCI, is classified as at FVTPL. In addition, the Company may elect to designate a debt instrument, which otherwise meets amortised cost or FVTOCI criteria, as at FVTPL. However, such election is allowed only if doing so reduces or eliminates a measurement or recognition inconsistency (referred to as ‘accounting mismatch’). Debt instruments included within the FVTPL category are measured at fair value with all the changes in the standalone statement of profit and loss.

(iv) Equity instruments

All equity instruments in scope of Ind AS 109 are measured at fair value. Equity instruments which are held for trading are classified as at FVTPL. For all other equity instruments, the Company may make an irrevocable election to present subsequent changes in the fair value in OCI. The Company makes such election on an instrument-by-instrument basis. The classification is made on initial recognition and is irrevocable. If the Company decides to classify an equity instrument as at FVTOCI, then all fair value changes on the instrument, including foreign exchange gain or loss and excluding dividends, are recognised in the OCI. There is no recycling of the amounts from OCI to profit or loss, even on sale of investment. However, the Company may transfer the cumulative gain or loss within equity. Equity instruments included within the FVTPL category are measured at fair value with all changes recognised in the standalone statement of profit and loss.

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Notes to the Standalone Financial Statements

(c) De-recognition

A financial asset is primarily derecognised (i.e. removed from the Company’s Balance Sheet) when:

• a) The contractual rights to receive cash flows from the asset have expired, or

• b) The Company has transferred its rights to receive contractual cash flows from the asset or has assumed an obligation to pay the received cash flows in full without material delay to a third party under a ‘pass-through’ arrangement, H and either (a) the Company has transferred substantially all the risks and rewards of the asset, or (b) the Company has neither transferred nor retained substantially all the risks and rewards of the asset, but has transferred control of the asset.

contractual right to receive cash or another financial asset that result from transactions that are within the scope of Ind AS 115. The Company follows ‘simplified approach’ for recognition of impairment loss allowance on trade receivables or any contractual right to receive cash or another financial asset. Rather, it recognises impairment loss allowance based on lifetime ECLs at each reporting date, right from its initial recognition. As a practical expedient, the Company uses a provision matrix to determine impairment loss allowance on portfolio of its trade receivables. The provision matrix is based on its historically observed default rates over the expected life of the trade receivables and is adjusted for forward-looking estimates. At every reporting date, the historical observed default rates are updated and changes in the forward-looking estimates are analysed.

(ii) Financial liabilities

When the Company has transferred its rights to receive cash flows from an asset or has entered into a pass-through arrangement, it evaluates if and to what extent it has retained the risks and rewards of ownership. When it has neither transferred nor retained substantially all of the risks and rewards of the asset, nor transferred control of the asset, the Company continues to recognise the transferred asset to the extent of the Company’s continuing involvement. In that case, the Company also recognises an associated liability. The transferred asset and the associated liability are measured on a basis that reflects the rights and obligations that the Company has retained.

On de-recognition of a financial asset in its entirety, the difference between the asset’s carrying amount and the sum of the consideration received and receivable and the cumulative gain or loss that had been recognised in OCI and accumulated in equity is recognised in profit or loss if such gain or loss would have otherwise been recognised in profit or loss on disposal of that financial asset.

• (d) Impairment of financial assets (trade receivables and other financial assets)

• In accordance with Ind AS 109, the Company applies expected credit loss (ECL) model for measurement and recognition of impairment loss on the trade receivables or any

• (a) Initial recognition and measurement

Financial liabilities are classified, at initial recognition, as financial liabilities at FVTPL, loans and borrowings, payables, or as derivatives designated as hedging instruments in an effective hedge, as appropriate. All financial liabilities are recognised initially at fair value and, in the case of loans and borrowings and payables, net of directly attributable transaction costs. The Company’s financial liabilities include trade and other payables, loans and borrowings including bank overdrafts and derivative financial instruments.

• (b) Subsequent measurement

All financial liabilities are subsequently measured at amortised cost using the effective interest method or at FVTPL.

• (c) Financial liabilities at fair value through profit or loss

Financial liabilities are classified as at FVTPL when the financial liability is held for trading or is designated upon initial recognition as at fair value through profit or loss. Financial liabilities are classified as held for trading if they are incurred principally for the purpose of repurchasing in the near term or on initial recognition it is part of a portfolio of identified financial instruments that the Company manages together and has a recent actual pattern of short-term profit-

Cipla Limited | Annual Report 2024-25

Caring For Life

Notes to the Standalone Financial Statements

taking. This category also includes derivative financial instruments that are not designated as hedging instruments in hedge relationships as defined by Ind AS 109. Gains or losses on liabilities held for trading are recognised in the profit or loss.

substantially modified, such an exchange or modification is treated as the de-recognition of the original liability and the recognition of a new liability. The difference in the respective carrying amounts is recognised in the standalone statement of profit and loss.

Financial liabilities designated upon initial recognition at fair value through profit or loss are designated as such at the initial date of recognition, and only if the criteria in Ind AS 109 are satisfied. For instruments not heldfor-trading financial liabilities designated as at FVTPL, fair value gains/ losses attributable to changes in own credit risk are recognised in OCI, unless the recognition of the effects of changes in the liability’s credit risk in OCI would create or enlarge an accounting mismatch in profit or loss, in which case these effects of changes in credit risk are recognised in profit or loss. These gains / losses are not subsequently transferred to profit or loss. All other changes in fair value of such liability are recognised in the standalone statement of profit and loss.

• (d) Financial liabilities subsequently measured at amortised cost

Financial liabilities that are not held-fortrading and are not designated as at FVTPL are measured at amortised cost in subsequent accounting periods. The carrying amounts of financial liabilities that are subsequently measured at amortised cost are determined based on the effective interest rate (EIR) method. Interest expense that is not capitalised as part of costs of an asset is included in the ‘Finance costs’ line item in the profit or loss. After initial recognition, such financial liabilities are subsequently measured at amortised cost using the EIR method. Amortised cost is calculated by taking into account any discount or premium on acquisition and fees or costs that are an integral part of the EIR. The EIR amortisation is included as finance costs in the standalone statement of profit and loss.

(e) De-recognition

A financial liability is de-recognised when the obligation under the liability is discharged or cancelled or expires. When an existing financial liability is replaced by another from the same lender on substantially different terms, or the terms of an existing liability are

(iii) Derivative financial instruments

For the purpose of hedge accounting, hedges are classified as:

• Fair value hedges when hedging the exposure to changes in the fair value of a recognised asset or liability or an unrecognised firm commitment.

• Cash flow hedges when hedging the exposure to variability in cash flows that is either attributable to a particular risk associated with a recognised asset or liability or a highly probable forecast transaction or the foreign currency risk in an unrecognised firm commitment.

Fair value hedges:

The Company uses derivative forward contracts to hedge its foreign currency risks. Such derivative financial instruments are initially recognised at fair value on the date on which derivative contract is entered into and are subsequently re-measured at fair value at the end of each reporting period. Derivatives are carried as financial assets when the fair value is positive and as financial liabilities when the fair value is negative. Any gains or losses arising from changes in the fair value of derivatives are taken directly to standalone statement of profit and loss.

Hedge accounting is discontinued when the Company revokes the hedge relationship, the hedging instrument or hedged item expire or sold, terminated, or exercised or no longer meets the criteria for hedge accounting.

Cash flow hedge:

The Company classifies its foreign exchange forward and currency options contracts and interest rate swaps that hedge foreign currency risk associated with highly probable forecasted as cash flow hedges and measures them at fair value. The effective portion of changes in the fair value of derivatives that are designated and qualify as cash flow hedges is recognised in other comprehensive income and accumulated under hedging reserve. The gain or loss relating to the

Corporate Overview & Integrated Report Statutory Reports

Notes to the Standalone Financial Statements

ineffective portion is recognised immediately in the standalone statement of profit and loss and is included in the ‘Other income/expenses’ line item. Amounts previously recognised in other comprehensive income and accumulated in equity relating to effective portion (as described above) are reclassified to the standalone statement of profit and loss in the periods when the hedged item affects standalone statement of profit and loss, in the same line as the recognised hedged item.

When the hedging instrument expires or is sold or terminated or when a hedge no longer meets the criteria for hedge accounting, any cumulative deferred gain/loss at that time remains in equity until the forecast transaction occurs. When the forecast transaction is no longer expected to occur, the cumulative gain/loss that was reported in equity are immediately reclassified to standalone statement of profit and loss.

(iv) Financial guarantee contracts

Financial guarantee contracts are recognised as a financial liability at the time the guarantee is issued. The liability is initially measured at fair value and subsequently at the higher of:

• the amount determined in accordance with the expected credit loss model as per Ind AS 109 – Financial Instruments; and

• the amount initially recognised less, where appropriate, cumulative amount of income recognised in accordance with the principles of Ind AS 115 – Revenue from Contracts with Customers.

The fair value of financial guarantees is determined based on the present value of the difference in cash flows between the contractual payments required under the debt instrument and the payments that would be required without the guarantee, or the estimated amount that would be payable to a third party for assuming the obligations. Where guarantees in relation to loans or other payables of associates are provided for no compensation, the fair values are accounted for as contributions and recognised as part of the cost of the investment.

right must not be contingent on future events and must be enforceable in the normal course of business and in the event of default, insolvency or bankruptcy of the Company or the counterparty.

1.3.19 Business combinations

The Company accounts for business combinations using acquisition method when the acquired set of activities and assets meets the definition of a business and control is transferred to the Company. The Company determines that it has acquired a business when the acquired set of activities and assets include an input and a substantive process that together significantly contribute to the ability to create outputs. The Company has an option to apply a ‘concentration test’ that permits a simplified assessment of whether an acquired set of activities and assets is not a business. The optional concentration test is met if substantially all the fair value of the gross assets acquired is concentrated in a single identifiable assets or Company of similar identifiable assets. Control exists when the Company is exposed to, or has rights to variable returns from its involvement with the entity and has the ability to affect those returns through power over the entity. In assessing control, potential voting rights are considered only if the rights are substantive. The Company measures goodwill as of the applicable acquisition date at the fair value of the consideration transferred, less the net recognised amount of the identifiable assets acquired and liabilities assumed.

and liabilities assumed exceeds the consideration transferred, a bargain purchase gain is recognised immediately in the OCI and accumulates the same in equity as capital reserve where there exists clear evidence of the underlying reasons for classifying the business combination as a bargain purchase else the gain is directly recognised in equity as capital reserve. Consideration transferred includes the fair values of the assets transferred, liabilities incurred by the Company to the previous owners of the acquiree, and equity interests issued by the Company. Consideration transferred also includes the fair value of any contingent consideration. Consideration transferred does not include amounts related to the settlement of pre-existing relationships and employee service-related payments. Any goodwill that arises on account of such business combination is tested annually for impairment.

(v) Offsetting financial instruments

Financial assets and liabilities are offset and the net amount is reported in the balance sheet where there is a legally enforceable right to offset the recognised amounts and there is an intention to settle on a net basis or realise the asset and settle the liability simultaneously. The legally enforceable

If the business combination is achieved in stages, the acquisition date carrying value of the acquirer’s previously held equity interest in the acquiree is remeasured to fair value at the acquisition date. Any gains or losses arising from such re-measurement are recognised in the standalone statement of profit and loss or OCI, as appropriate.

Cipla Limited | Annual Report 2024-25

Caring For Life

Notes to the Standalone Financial Statements

Any contingent consideration is measured at fair value at the date of acquisition. The discount rate used is the entity’s incremental borrowing rate, being the rate at which a similar borrowing could be obtained from an independent financier under comparable terms and conditions. If an obligation to pay contingent consideration that meets the definition of a financial instrument is classified as equity, then it is not remeasured, and the settlement is accounted for within equity. Otherwise, other contingent consideration is re-measured at fair value at each reporting date and subsequent changes in the fair value of the contingent consideration are recorded in the statement of profit and loss.

A contingent liability of the acquiree is assumed in a business combination only if such a liability represents a present obligation and arises from a past event, and its fair value can be measured reliably.

On an acquisition-by-acquisition basis, the Company recognises any non-controlling interest in the acquiree either at fair value or at the non-controlling interest’s proportionate share of the acquiree’s identifiable net assets.

Transaction costs that the Company incurs in connection with a business combination are expensed as incurred.

Business Combination involving entities or businesses under common control is accounted for using the pooling of interest method.

If the initial accounting for a business combination is incomplete by the end of the reporting period in which

the combination occurs, the Company reports provisional amounts for the items for which the accounting is incomplete. Those provisional amounts are adjusted during the measurement period, or additional assets or liabilities are recognised, to reflect new information obtained about facts and circumstances that existed at the acquisition date that, if known, would have affected the amounts recognised at that date.

1.3.20 Exceptional Items

An item of income or expense which by its size, type or incidence requires disclosure in order to improve an understanding of the performance of the Company is treated as an exceptional item and the same is disclosed in standalone statement of profit and loss and in the notes forming part of the standalone financial statements.

1.3.21 Recent accounting pronouncement

Ministry of Corporate Affairs (“MCA”) notifies new standards or amendments to the existing standards under Companies (Indian Accounting Standards) Rules as issued from time to time. For the year ended 31[st] March, 2025, MCA has notified Ind AS – 117 Insurance Contracts and amendments to Ind AS 116 – Leases, relating to sale and leaseback transactions, applicable to the Company w.e.f. 1[st] April, 2024. The Company has reviewed the new pronouncements and based on its evaluation has determined that it does not have any significant impact in its Standalone financial statements.

1.3.22 New and amended standards issued but not effective:

There are no new and amended standards that are issued, but not yet effective as of 31[st] March, 2025.

Corporate Overview & Integrated Report Statutory Reports

Notes to the Standalone Financial Statements

Note 2.1: Property, plant and equipment

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H in Crores
Freehold Buildings Plant and Furniture Office
Particulars Vehicles Total
land [iv] and flats [i & iv] equipment [ii] and fixtures equipment
Gross carrying value
Balance as at 1 [st] April, 2023 44.48 1,990.97 4,616.59 114.34 109.81 7.56 6,883.75
Additions for the year - 18.04 382.24 8.09 16.44 1.43 426.24
Transfer to investment property (refer note 3) - (64.49) (0.77) (0.92) (1.22) - (67.40)
Transferred to assets classified as held for sale - (0.09) (177.92) (1.62) (1.30) - (180.93)
(refer note 2.3)
Transfer on account of discontinued operations - - (0.98) - (0.03) - (1.01)
(refer note 37)
Deletions and adjustments during the year - (7.10) (84.96) (1.30) (1.77) (0.25) (95.38)
Balance as at 31 [st] March, 2024 44.48 1,937.33 4,734.20 118.59 121.93 8.74 6,965.27
Additions for the year 5.36 28.86 467.09 9.71 26.05 1.21 538.28
Transfer from investment property (refer note 3) - 0.34 - - - - 0.34
Transferred from assets classified as held for sale - 0.09 40.01 0.68 0.18 - 40.96
(refer note 2.3)
Deletions and adjustments during the year - (0.64) (111.74) (1.81) (6.82) (0.45) (121.46)
Balance as at 31 [st] March, 2025 49.84 1,965.98 5,129.56 127.17 141.34 9.50 7,423.39
Accumulated depreciation and impairment
Accumulated balance as at 1 [st] April, 2023 - 448.94 2,817.61 78.25 84.31 4.97 3,434.08
Depreciation charge for the year - 58.53 360.56 7.28 7.42 0.64 434.43
Impairment charge for the year [iii] - 0.50 36.49 0.36 0.07 - 37.42
Transfer to investment property (refer note 3) - (8.56) (0.65) (0.75) (1.15) - (11.11)
Transferred to assets classified as held for sale - (0.06) (131.98) (1.19) (1.18) - (134.41)
(refer note 2.3)
Transfer on account of discontinued operations - - (0.47) - (0.03) - (0.50)
(refer note 37)
Deletions and adjustments during the year - (1.06) (68.94) (1.14) (1.60) (0.21) (72.95)
Accumulated balance as at 31 [st] March, 2024 - 498.29 3,012.62 82.81 87.84 5.40 3,686.96
Depreciation charge for the year - 58.57 369.54 7.13 10.48 0.71 446.43
Impairment charge for the year [iii] - 0.48 2.91 - - - 3.39
Transfer from investment property (refer note 3) - 0.07 - - - - 0.07
Transferred from assets classified as held for sale - 0.06 34.23 0.45 0.16 - 34.90
(refer note 2.3)
Deletions and adjustments during the year - (0.38) (87.17) (1.60) (6.32) (0.42) (95.89)
Accumulated balance as at 31 [st] March, 2025 - 557.09 3,332.13 88.79 92.16 5.69 4,075.86
Net carrying value
As at 31 [st] March, 2025 49.84 1,408.89 1,797.43 38.38 49.18 3.81 3,347.53
As at 31 [st] March, 2024 44.48 1,439.04 1,721.58 35.78 34.09 3.34 3,278.31
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i. The gross value of buildings and flats include the cost of shares in co-operative housing societies.

ii. The above additions to property, plant and equipment during the year includes H 32.63 crores (31[st] March, 2024: H 40.89 crores) used for research and development.

iii. The impairment charge for the year H 3.39 crores (31[st] March, 2024: H 37.42 crores) includes impairment charge on certain assets that have been assessed as non-usable by the management and has been recorded at scrap value less cost to sell.

iv. The title deeds of the immovable properties are held in the name of the Company.

v. The Company has not revalued its property, plant and equipment.

vi. The Company has not created any charge on its property, plant and equipment.

Cipla Limited | Annual Report 2024-25

Caring For Life

Notes to the Standalone Financial Statements

Note 2.2: Right-of-use assets

Following are the changes in the carrying value of right-of-use assets:

					Hin Crores
Particulars		Category of ROU asset
	Land	Buildings and Flats	Computers	Plant and equipment	Total
Balance recognised as at 1st April, 2023	58.93	38.70	0.13	0.40	98.16
Additions duringtheyear	-	9.33	-	-	9.33
Deletions duringtheyear	-	(0.51)	-	-	(0.51)
Depreciation charge for theyear	(2.07)	(12.66)	(0.13)	(0.04)	(14.90)
Balance as at 31st March, 2024	56.86	34.86	-	0.36	92.08
Additions duringtheyear	-	86.61	-	-	86.61
Depreciation charge for theyear	(2.08)	(16.46)	-	(0.04)	(18.58)
Balance as at 31st March, 2025	54.78	105.01	-	0.32	160.11

• i. The lease agreements for immovable properties where the Company is the lessee are duly executed in favour of the Company.

• ii. The Company has not revalued its Right-of-use assets.

• iii. The weighted average incremental borrowing rate applied to lease liability is in the range of 8.70% to 12.45% (31[st] March, 2024: 9.50% to 12.45%).

Note 2.2: Right-of-use assets (Contd..)

The following is the break-up of current and non-current lease liabilities:

liabilities:
		Hin Crores
Particulars	As at 31st March, 2025	As at 31st March, 2024
Current lease liabilities	31.20	16.00
Non-current lease liabilities	86.18	29.55
Total	117.38	45.55

The following is the movement in lease liabilities:

		Hin Crores
Particulars	For the year ended 31st March, 2025	For the year ended 31st March, 2024
Opening balance	45.55	50.09
Additions duringtheyear	86.61	9.33
Deletions, modifications and adjustments duringtheyear	(0.02)	(1.36)
Finance cost accrued during the year (refer note 33)	6.50	5.55
Payment of lease liabilities(outflow)	(21.26)	(18.06)
Closing balance	117.38	45.55

The above movement in lease liability is also the reconciliation of borrowings as per Ind AS 7.

Note 2.2: Right-of-use assets (Contd..)

The table below provides details regarding the contractual maturities of lease liabilities on an undiscounted basis:

		Hin Crores
Particulars	As at 31st March, 2025	As at 31st March, 2024
Less than oneyear	32.40	16.85 34.26 7.56 58.67 (13.12)
One to fiveyears	95.43
More than fiveyears	20.69
Total	148.52
Less: Financial component	(31.14)
	117.38	45.55

Right-of-use assets	Range of remaining term	Range of remaining term
	As at 31st March, 2025	As at 31st March, 2024
Leasehold land	5 to 90years	6 to 91years
Buildings and flats	1 to 10 Years	1 to 6years
Plant and Equipment	8 Years	9 Years

Rental expense recorded for short-term and low- value leases during the year is H 53.07 crores (31[st] March, 2024: H 52.35 crores)

The aggregate depreciation on Right-of-use assets has been included under depreciation, impairment and amortisation expenses in the Statement of Profit and Loss.

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Notes to the Standalone Financial Statements

Note 2.2: Right-of-use assets (Contd..)

Where Company is lessor-

The Company has given certain premises under operating lease or leave and license agreement. The Company retains substantially all risks and benefits of ownership of the leased asset and hence classified as operating lease. Lease income on such operating lease is recognised in profit or loss under ‘Rent’ in Note 28 - Other income.

Note 2.3: Assets classified as held for sale

		Hin Crores
Particulars	As at 31st March, 2025	As at 31st March, 2024
Property,plant and equipment*	37.32	46.52
Capital work-in-progress	2.23	2.44
	39.55	48.96

*net of accumulated depreciation and amortisation and movements during the year

Movement of Asset Classified as held for Sale

		Hin Crores
Particulars	For the year ended 31st March, 2025	For the year ended 31st March, 2024
Opening Balance	48.96	-
Transfer (to)/ from property, plant and equipment	(6.06)	46.52
Transfer(to)/ from Capital work-in-progress	(0.02)	2.44
Impairment duringtheyear(refer note 34)	(3.33)	-
Closing Balance	39.55	48.96

Note 2.3: Assets classified as held for sale (Contd..)

During previous year, the Company committed to plan to sell part of manufacturing facility at Goa. Accordingly, part of that facility was presented as a disposal group held for sale as of 31[st] March, 2024. In current year, asset sale agreement has been signed and accordingly assets will be derecognised in next financial year based on conditions as specified in agreement.

Note 2.4: Details of capital work-in-progress

		Hin Crores
Particulars	As at 31st March, 2025	As at 31st March, 2024
Opening balance	580.90	441.53
Additions duringtheyear	490.22	583.46
Transfer on account of discontinued operations(refer note 37)	-	(1.21)
Capitalised duringtheyear	(538.28)	(426.24)
Transferred from/(to) assets classified as held for sale(refer note 2.3)	0.02	(2.44)
Impairment duringtheyeari	(9.75)	(14.20)
Closing Balance	523.11	580.90

• i. The impairment loss relates to certain capital work-in-progress that has been assessed as non-usable by the management and has been recorded at the scrap value less cost to sell.

ii. Capital work-in-progress ageing schedule

The table below provides details regarding the CWIP ageing schedule as of 31[st] March, 2025:

					Hin Crores
Particulars		Amount in CWIP for a period of			Total
	Less than 1 year	1-2 years	2-3 years	More than 3 years
Projects in Progress	305.06	154.07	54.70	9.28	523.11
Projects temporarilysuspended	-	-	-	-	-
Total	305.06	154.07	54.70	9.28	523.11

The table below provides details regarding the CWIP ageing schedule as of 31[st] March, 2024:

The table below provides details regarding the CWIP agei	ng schedule as	of 31st March, 2024:	of 31st March, 2024:
					Hin Crores
Particulars		Amount in CWIP for a period of			Total
	Less than 1 year	1-2 years	2-3 years	More than 3 years
Projects in Progress	353.84	180.32	18.68	28.06	580.90
Projects temporarilysuspended	-	-	-	-	-
Total	353.84	180.32	18.68	28.06	580.90

iii. CWIP completion schedule

There are no projects under capital work-in-progress, whose completion is either overdue or has exceeded its cost compared to its original plan as on 31[st] March, 2025 and 31[st] March, 2024.

Cipla Limited | Annual Report 2024-25

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Notes to the Standalone Financial Statements

Note 3: Investment properties

Note 3: Investment properties
		Hin Crores
Particulars	As at 31st March, 2025	As at 31st March, 2024
Gross carrying value
Opening balance	141.92	74.52
Deductions/adjustments	(0.42)	-
Transfer (to)/ from property, plant and equipment{refer note 2.1 and(ii)below}	(0.34)	67.40
Closing balance	141.16	141.92
Accumulated depreciation
Opening balance	26.43	12.80
Transfer(to)/ from property, plant and equipment{refer note 2.1 and(ii)below}	(0.07)	11.11
Depreciation for theyear(refer note 34)	2.33	2.52
Deductions/adjustments	(0.40)	-
Closing balance	28.29	26.43
Net carrying value	112.87	115.49
Fair value	233.09	216.94

(i) Rental income recognised in profit or loss for investment properties aggregates to H 15.40 crores (31[st] March, 2024: H 14.16 crores).

Details of total direct operating expenses on investment property:-

		Hin Crores
Particulars	As at 31st March, 2025	As at 31st March, 2024
Income-generating property	0.70	0.72
Vacantproperty	-	-
Total	0.70	0.72

Note 3: Investment properties (Contd..)

• (ii) During previous year, a building was transferred from Property, plant and equipment because it was not used to the full capacity by the Company and it was decided that the building would be leased to third party.

Estimation of fair value

The fair valuation of the assets is based on the perception about the macro and micro economic factors presently governing the construction industry, location of property, existing market conditions, degree of development of infrastructure in the area, demand supply conditions, internal amenities, common amenities, etc.

This value is based on valuation conducted by an external valuation specialist who is registered valuer as defined under rule 2 of Companies (Registered Valuers and Valuation) Rules, 2017.

Minimum lease payments receivable on leases of investment properties are as follows:

properties are as follows:
		Hin Crores
Particulars	As at 31st March, 2025	As at 31st March, 2024
Less than oneyear	7.22	13.08
One to fiveyears	4.55	57.08
More than fiveyears	-	-
Total	11.77	70.16

Note 4: Intangible assets

Note 4: Intangible assets
						Hin Crores
Particulars	Software	Marketing intangibles	Technical know-how	Trademarks	Brands	Total
Gross carrying value
Balance as at 1st April, 2023	231.52	239.29	4.67	172.63	66.55	714.66
Additions for theyear(acquired separately)	5.85	79.54	-	32.07	-	117.46
Transfer on account of discontinued operations (refer note 37)	(0.33)	-	-	-	-	(0.33)
Balance as at 31st March, 2024	237.04	318.83	4.67	204.70	66.55	831.79
Additions for theyear(acquired separately)	7.78	82.28	18.03	5.67	-	113.76
Deletions and adjustments duringtheyear	(0.12)	-	-	-	-	(0.12)
Balance as at 31st March, 2025	244.70	401.11	22.70	210.37	66.55	945.43
Amortisation and impairment
Accumulated balance as at 1st April, 2023	217.56	199.05	4.67	56.86	37.07	515.21
Amortisation charge for theyear	9.39	42.76	-	16.38	13.11	81.64
Transfer on account of discontinued operations (refer note 37)	(0.29)	-	-	-	-	(0.29)
Impairment charge for theyeari	-	2.48	-	-	-	2.48
Accumulated balance as at 31st March, 2024	226.66	244.29	4.67	73.24	50.18	599.04

Corporate Overview & Integrated Report Statutory Reports

Notes to the Standalone Financial Statements

Note 4: Intangible assets (Contd..)

Note 4: Intangible assets (Contd..)
						Hin Crores
Particulars	Software	Marketing intangibles	Technical know-how	Trademarks	Brands	Total
Amortisation charge for theyear	8.73	46.36 - -	1.24	19.95	13.11	89.39
Deletions and adjustments duringtheyear	(0.12)		-	-	-	(0.12)
Impairment charge for theyear	-		-	-	-	-
Accumulated balance as at 31st March, 2025	235.27	290.65	5.91	93.19	63.29	688.31
Net carrying value
As at 31st March, 2025	9.43	110.46	16.79	117.18	3.26	257.12
As at 31st March, 2024	10.38	74.54	-	131.46	16.37	232.75

i. In previous year, due to change in market conditions and dynamics, the carrying amount of certain marketing intangibles were reduced to its recoverable amount by recognition of an impairment loss in profit or loss.

• ii. The Company has not revalued its intangible assets.

Intangible assets under development

Intangible assets under development
		Hin Crores
Particulars	As at 31st March, 2025	As at 31st March, 2024
Opening balance	89.37	62.72
Additions duringtheyear	140.37	144.11
Capitalised duringtheyear	(113.76)	(117.46)
Less: Impairment charge duringtheyear	(0.69)	-
Closing balance	115.29	89.37

Acquisition of significant intangibles:

(a) Acquisition/capitalisation of intangibles during current year

Product	Date of agreement/ completion/launch date	Jin Crores	Type of deal
Amoxicillin and Clavulanic acid	2ndJuly, 2024	45.98	Acquisition of Amoxicillin from Wockhardt Bio AG

(b) Acquisition/capitalisation of intangibles during previous year

Product	Date of agreement/ completion/launch date	Jin Crores	Type of deal
Galvus	10thApril, 2023	77.00	Acquisition of Galvus from Novartis
Mexohar	31stMarch, 2024	32.07	Acquisition of Trademark - Mexohar

Contingent consideration (On achievement of sale target as per agreement):

As at 31[st] March, 2025 and 31[st] March, 2024, the fair value of the contingent consideration was assessed as H Nil in respect of acquired intangibles as the sales targets are not probable and estimable. Determination of the fair value as at balance sheet date is based on discounted cash flow method. Contingent consideration is arrived at, basis weighted average probability approach of achieving various financial and non-financial performance targets. Basis the future projections and the performance of the products, the contingent consideration is subject to revision on a yearly basis.

i. Intangible assets under development ageing schedule

The table below provides details regarding the Intangible assets under development ageing schedule as of 31[st] March, 2025:

The table below provides details regarding the Intangible	assets under development ageing schedule a	assets under development ageing schedule a	assets under development ageing schedule a	s of 31st March,	2025:
					Hin Crores
Particulars	Amount in intangible assets under development			for a period of	Total
	Less than 1 year	1-2 years	2-3 years	More than 3 years
Projects inprogress	47.06	24.40	0.54	43.29	115.29
Projects temporarilysuspended	-	-	-	-	-
Total	47.06	24.40	0.54	43.29	115.29

Cipla Limited | Annual Report 2024-25

Caring For Life

Notes to the Standalone Financial Statements

Note 4: Intangible assets (Contd..)

The table below provides details regarding the Intangible assets under development ageing schedule as of 31[st] March, 2024:

					Hin Crores
Particulars	Amount in intangible assets under development			for a period of	Total
	Less than 1 year	1-2 years	2-3 years	More than 3 years
Projects inprogress	29.69	1.18	11.43	47.07	89.37
Projects temporarilysuspended	-	-	-	-	-
Total	29.69	1.18	11.43	47.07	89.37

ii. Intangible assets under development completion schedule

There are no intangible assets under development, whose completion is either overdue or has exceeded its cost compared to its original plan as on 31[st] March, 2025 and 31[st] March, 2024.

Note 5: Non-current investments

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H in Crores
As at As at
Particulars No. of units No. of units
31 [st] March, 2025 31 [st] March, 2024
(Unquoted, except otherwise stated)
(A) Investment in equity instruments - carried at
cost/ deemed cost
I. Investments in Subsidiaries
Equity shares of Goldencross Pharma Limited 45,966 191.12 45,966 191.12
of H 10 each, fully paid
Equity shares of Cipla Pharmaceuticals Limited 13,00,00,000 268.44 6,08,06,452 83.00
of H 10 each, fully paid [i]
Equity shares of Meditab Specialities Limited of H 71,18,416 382.57 71,18,416 382.57
1 each, fully paid
Meditab Specialities Limited (equity - 107.50 - 107.50
component of inter corporate deposits)
Equity shares of Cipla (EU) Limited of GBP 1 59,25,20,996 5,655.76 57,80,32,438 5,499.76
each, fully paid [ii & x]
Equity shares of Cipla Medpro South Africa 49,14,83,101 2,507.25 45,07,40,684 2,081.09
(Pty) Limited of 0.1 cent each, fully paid [iii] (net)
Equity shares of Cipla Holding B.V. of EUR 100 1,00,367 80.48 1,00,367 80.48
each, fully paid
Equity shares of Cipla Pharma and Life 25,87,08,433 375.62 25,87,08,433 80.96
Sciences Limited of H 10 each, fully paid [ix] (net)
Equity shares of Saba Investment Limited of - - - -
USD 1 each, fully paid [xii]
Equity shares of Jay Precision Pharmaceuticals 24,06,000 96.24 24,06,000 96.24
Private Limited of H 10 each, fully paid
Equity shares of Cipla Health Limited of H 10 23,25,213 631.51 23,25,213 631.51
each, fully paid
Equity shares of Cipla Digital Health Limited of 3,50,00,000 35.00 3,00,00,000 30.00
H 10 each, fully paid [iv & xi]
Equity shares of Cipla USA Inc of USD 0.01 1 0.08 1 0.08
each, fully paid
Sub-total (I) 10,331.57 9,264.31
II. Investments in associate
Equity shares of GoApptiv Private Limited of H 10 6,927 1.80 6,927 1.80
each, fully paid
Class A Equity shares of GoApptiv Private 4,618 8.25 4,618 8.25
Limited of H 10 each, fully paid
Class B Equity shares of GoApptiv Private 1,904 7.00 1,904 7.00
Limited of H 10 each, fully paid
Equity shares of Achira Labs Private Limited of H 1 1,04,074 2.00 1,04,074 2.00
each, fully paid
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Corporate Overview & Integrated Report Statutory Reports

Notes to the Standalone Financial Statements

Note 5: Non-current investments (Contd..)

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H in Crores
As at As at
Particulars No. of units No. of units
31 [st] March, 2025 31 [st] March, 2024
Equity shares of AMPSolar Power Systems 1,01,800 0.01 1,01,800 0.01
Private Limited of
H 10 each, fully paid
Equity shares of AMP Energy Green Eleven 7,50,000 0.08 7,50,000 0.08
Private Limited of H 10 each, fully paid
Sub-total (II) 19.14 19.14
Total (A) 10,350.71 9,283.45
(B) Investment in equity instruments - carried at fair
value through profit or loss (FVTPL)
Equity shares of Saraswat Co-operative Bank 1,000 0.00 1,000 0.00
Limited of H 10 each, fully paid H 10,000 (31 [st] March,
2024: H 10,000)
Total (B) 0.00 0.00
(C) Investment in equity instruments - carried at
fair value through other comprehensive income
(FVTOCI)
Equity shares of Swasth Digital Health Foundation 5,000 0.05 5,000 0.05
of H 100 each, fully paid
Total (C) 0.05 0.05
(D) Investment in Preference Shares- carried at cost
Investments in associate
0.001% Compulsorily Convertible Preference 27,706 7.20 27,706 7.20
Shares of GoApptiv Private Limited H 10 each
0.001% Compulsorily Convertible Non-Cumulative 19,415 52.65 19,415 52.65
Preference Shares of GoApptiv Private Limited H
10 each [xiii]
Compulsorily Convertible Preference Shares of 10,32,949 23.00 10,32,949 23.00
Achira Labs Private Limited H 10 each
Total (D) 82.85 82.85
(E) Investment in optionally convertible
(Redeemable) Preference Shares-carried at cost
Optionally Convertible (Redeemable) Preference 60,00,000 6.00 - -
Shares of Achira Labs Private Limited H 10 each [v]
Total (E) 6.00 -
(F) Investments in debentures - carried at amortised
cost
Investments in associate
0.01% Compulsory Convertible Debentures of 1,00,742 1.10 1,00,742 0.99
AMPSolar Power Systems Private Limited of H 1000
each, fully paid
0.01% Compulsory Convertible Debentures of AMP 67,500 0.76 67,500 0.68
Energy Green Eleven Private Limited of H 1000
each, fully paid
Total (F) 1.86 1.67
(G) Investment in Limited Liability Partnership (LLP) -
carried at amortised cost
Investments in associates
Clean Max Auriga Power LLP - 5.87 - 6.14
Total (G) 5.87 6.14
(H) Other Investments
I. Investment in Venture Funds carried at
FVTOCI
Contribution towards Early Spring - 7.04 - 2.62
Contribution [vi & xiv]
Contribution towards Alkemi Ventures [vii & xiv] - 6.88 - 3.66
Sub-total (I) 13.92 6.28
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Cipla Limited | Annual Report 2024-25

Caring For Life

Notes to the Standalone Financial Statements

Note 5: Non-current investments (Contd..)

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H in Crores
As at As at
Particulars No. of units No. of units
31 [st] March, 2025 31 [st] March, 2024
II. Investment in Limited Liability Partnership
(LLP) - carried at fair value through other
comprehensive income (FVTOCI)
ABCD Technologies LLP [viii] - 40.41 - 29.72
Sub-total (II) 40.41 29.72
III. Investment in government securities carried at
amortised cost
National savings certificates H 41,000 (31 [st] March, 0.00 0.00
2024: H 41,000)
Sub-total (III) 0.00 0.00
Total (H) 54.33 36.00
10,501.68 9,410.17
Aggregate amount of unquoted investments 10,501.68 9,410.17
Aggregate amount of impairment/ opening Ind AS 675.65 970.31
fair value adjustment in value of investment
----- End of picture text -----*

Notes for changes in current year:

• i. Pursuant to the Board resolutions passed on 3[rd] May 2024, 16[th] July, 2024, 15[th] October, 2024 and 30[th] January, 2025 the Company further invested H 185.44 crore and acquired 6,91,93,548 equity shares of Cipla Pharmaceuticals Limited of H 10 each at H 26.80 per share.

• ii. Pursuant to the Board resolutions passed on 25[th] January, 2023, 26[th] July, 2023, 10[th] May, 2024 and 3[rd] September, 2024 the Company further invested H 156 crore and acquired 1,40,34,597 equity shares of Cipla (EU) Limited of GBP 1 each.

or 10% of the total capital commitment of the Funds at the final closing date.

• viii. The Company further invested H 10 crores in ABCD Technologies LLP.

• ix. Current year includes H 294.66 Crores with respect to reversal of impairment loss recognized in earlier years for the investment in the wholly owned subsidiary, Cipla Pharma and Life Sciences Limited. The same is accounted as exceptional items in profit and loss account.

Notes for changes in previous year:

• iii. Pursuant to the Board resolutions passed on 5[th] December, 2024, the Company further invested H 426.16 crore and acquired 4,07,42,417 equity shares of Cipla Medpro South Africa (Pty) Limited at fair market value.

• iv. Pursuant to the Board resolutions passed on 29[th] October, 2024, the Company further invested H 5 crore and acquired 50,00,000 equity shares of Cipla Digital Health Limited of H 10 each.

• v. Pursuant to the Board resolutions passed on 25[th] January, 2024, the Company have invested H 6 crore and acquired 60,00,000 optionally convertible (redeemable) preference shares of Achira Labs Private Limited H 10 each. The OCPS shall carry a preferential cumulative compounded dividend at rate of 0.0001% per annum and the company has right to convert it or redeem as per terms as specified in the agreement.

• vi. The Company further invested H 4.62 crores in Early Spring as per contribution agreement entered in previous year for committing upto lower of H 32.88 Crores or 10% of the total capital commitment of the Funds at the final closing date.

• vii. During the year, the Company further invested H 3.22 crores in Alkemi Ventures as per contribution agreement entered in previous year for committing upto lower of H 33.10 Crores

• x. Pursuant to the Board resolutions passed on 25[th] January, 2023, 10[th] May, 2023, 26[th] July, 2023 and 6[th] November 2023, the Company further invested H 263.36 crore and acquired 2,53,51,238 equity shares of Cipla (EU) Limited of GBP 1 each.

• xi. The Company further invested H 16.50 crores and acquired 1,65,00,000 equity shares of Cipla Digital Health Limited of H 10 each.

• xii. Pursuant to the execution of the Share Purchase Agreement dated 28[th] September, 2023 between the Company, Saba Investment Limited, UAE (“Saba”) and Shibham Group Holding Limited, UAE, the Company has divested its 51% stake held in Saba for a consideration of H 49.82 crores. Accordingly the Company has derecognised its investments and recognised gain of H 4.93 Crores in other income.

• xiii. On 14[th] December, 2023, the Company has entered into a definitive agreements for further investments in GoApptiv Private Limited for a total consideration of H 42 Crores. Pursuant to this, the Company acquired 1,904 equity shares of H 10 each and 9,526, 0.001% Compulsorily Convertible Non-Cumulative Preference Shares of H 10 each for a total consideration of H 35.00 Crores.

Corporate Overview & Integrated Report

Statutory Reports

Notes to the Standalone Financial Statements

Note 5: Non-current investments (Contd..)

• xiv. The Company has entered into a contribution agreement with Alkemi Venture Fund and Early Spring Fund, committing upto lower of H 33.10 Crores or 10% and H 32.88 Crores or 10% of the total capital commitment of the Funds at the final closing date, respectively. The capital commitment need to be paid by the Company upon receiving a drawdown notice from the investment manager. These investments were accounted as fair value through other comprehensive income (FVTOCI) in accordance with Company’s election under ‘lnd AS 109 - Financial Instruments’.

Note 6: Non-current financial assets - loans

Note 6: Non-current financial assets - loans
		Hin Crores
Particulars	As at 31st March, 2025	As at 31st March, 2024
(Unsecured, Consideredgood, except otherwise stated)
Loan to subsidiaries(refer note 40 and below)*	975.54	1,379.62
	975.54	1,379.62

*Loans have been granted for the purpose of business.

Loan includes loan given to following subsidiaries:-

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31 [st] March, 31 [st] March,
Name 2025 2024 [Repayable by] Interest Rate Purpose
Cipla Pharma and Life - 198.21 Repayment done in March 2025. 7.50% (31 [st] March, 2024: 7.50%) Asset/ business
Sciences Limited (31 [st] March, 2024: acquisitions
29 [th] February, 2028)
Sitec Labs Limited 26.00 5.00 20 [th] September, 2027 (31 [st] March, 6.50%-7.45% (31 [st] March, 2024: Asset
2024: 20 [th] September, 2027) 6.88%-7.45%) acquisitions
Cipla Medpro South 564.90 917.70 31 [st] October, 2029 (31 [st] March, 250 bps higher than 3 months Working
Africa (Pty) Limited 2024: 31 [st] October, 2029) JIBAR rate (31 [st] March, 2024: capital/ capital
250 bps higher than 3 months expenditure
JIBAR rate)
Cipla USA Inc 384.64 208.51 10 [th] March, 2027 (31 [st] March, Term Secured overnight Working capital
2024: 19 [th] April, 2025) financing rate (SOFR)+150bps
(31 [st] March, 2024: Term Secured
overnight financing rate
(SOFR)+140 bps)
Cipla Health Limited - 50.20 Repayment done in current 7.35% (31 [st] March, 2024: 7.35%) Asset/ business
year (31 [st] March, 2024: acquisitions
18 [th] July, 2029)
----- End of picture text -----

There are no loans which have significant increase in credit risk or which are credit impaired.

Note 7: Non-current financial assets - others

Note 7: Non-current financial assets - others
		Hin Crores
Particulars	As at 31st March, 2025	As at 31st March, 2024
(Carried at amortised cost, except otherwise stated)
Margin depositsi	0.99	0.94
Fixed Deposits(maturitymore than 12 months)	171.33	410.82
Securitydeposits	73.21	64.18
Amount recoverable from suppliers	8.48	8.34
Fair value of derivatives not designated as hedge - carried at FVTPL
Forward contracts	1.00	5.81
Options	-	2.39
Fair value of derivatives designated as hedge - carried at FVOCI
Forward contracts	7.99	0.11
Options	2.77	-
Share Application money pendingallotmentii	110.20	-
	375.97	492.59

i Amount held as margin money under lien to tax authority and electricity department.

ii Includes share application money pending allotment for Cipla Digital Health Limited of H 3.00 Crores and Cipla Pharmaceuticals Limited of H 107.20 Crores, shares for which has been allotted subsequent to the year end.

Cipla Limited | Annual Report 2024-25

Caring For Life

Notes to the Standalone Financial Statements

Note 8: Income taxes

Note 8: Income taxes (Contd..)

Note 8: Income taxes	Note 8: Income taxes		Note 8: Income taxes (Contd..)
The major components of income tax expense for the 31st March, 2025 and 31st March, 2024 are:		Hin Crores For the year ended 31st March, 2024 1,226.69 - 18.39 (12.30) 1,232.78 122.11 122.11 1,354.89 years ended			Hin Crores
			Particulars	For the year ended 31st March, 2025	For the year ended 31st March, 2024
Particulars	For the year ended 31st March, 2025	For the year ended 31st March, 2024
			B. Other Comprehensive income section:
			On continuing operations
A. Profit or loss section			Income tax relating to re- measurements gain on defined benefitplans	4.36	24.85
On continuing operations
Current income tax charge	1,515.93		Income tax relating to changes in fair value of FVTOCI financial instruments	(0.12)	2.67
Reversal of current tax of earlieryears*	(155.61)
Adjustments in respect of deferred tax charge ofpreviousyear	(1.30)
			Income tax relatingto cash flow hedge	(0.87)	(0.71)
Deferred tax credit/reversal on account of temporarydifferences	(47.85)			3.37	26.81
			On discontinuing/restructuring operations
	1,311.17
On discontinuing/restructuring operations			Income tax relating to re- measurements gain on defined benefitplans	-	0.20
Current income tax charge	-
	-			-	0.20
Total tax	1,311.17

*Includes tax provision relating to earlier years amounting to H 155.61 Crores, as an outcome of favourable ITAT order and completion of assessment for past years of the Company.

Reconciliation of tax expense and the profit before tax multiplied by India’s domestic tax rate for 31[st] March, 2025 and 31[st] March, 2024:

			Hin Crores	Hin Crores
Particulars	For the year ended 31st March, 2025		For the year ended 31st March, 2024
	%	Amount	%	Amount
Profit before tax from continuing operations		6,468.82		4,946.97
Profit before tax from discontinuing/restructuring operations		-		485.17
Profit before tax from operations		6,468.82		5,432.14
At India's applicable statutoryincometax rate of 25.168% (31stMarch,2024: 25.168%)	25.17%	1,628.07	25.17%	1,367.16
Effect for:
Prior year adjustments to deferred tax	(0.02%)	(1.30)	0.34%	18.39
Recognition of previously unrecognised capital losses*	(0.80%)	(51.72)	0.00%	-
Effect of differential tax rate impact on capital gain on current investments	(0.61%)	(39.31)	0.00%	-
Deduction under Chapter VI-A of the Income Tax Act, 1961	(0.43%)	(27.88)	(1.79%)	(97.50)
Non-deductible expenses for tax purpose	0.57%	36.61	1.54%	83.86
Effect of reversal of impairment of investment in a subsidiary	(1.15%)	(74.16)	0.00%	-
Reversal of current tax of earlier years	(2.41%)	(155.61)	0.00%	-
Others	(0.05%)	(3.53)	(0.31%)	(17.02)
Effective income tax rate/Income tax expense reported in the profit or loss	20.27%	1,311.17	24.95%	1,354.89

*During the year, the Company has created deferred tax assets on unutilised capital losses to the extent of unrealised capital gains recorded in the books.

Unrecognised deferred tax assets relate to capital losses for which no deferred tax asset has been recognised as the company believes that availability of taxable profit against which such temporary differences can be utilised is not probable. These unexpired capital losses will expire based on the year of origination as follows:

Details of expiration of unused capital losses as at 31[st] March, 2025

Details of expiration of unused capital losses as at 31[st] March, 2024

	Hin Crores Tax Losses - - - 119.07 119.07		Hin Crores
Particulars	Tax Losses	Particulars	Tax Losses
FY 2025-2026		FY 2025-2026	86.39
FY 2026-2027		FY 2026-2027	18.20
FY 2027-2028		FY 2027-2028	24.91
Thereafter		Thereafter	423.20
			552.70

Corporate Overview & Integrated Report Statutory Reports

Notes to the Standalone Financial Statements

Note 8: Income taxes (Contd..)

The Company has ongoing disputes which includes receipt of demands, notices and inquiries from income tax authorities in India. The disputes relate to tax treatment of certain expenses claimed as deductions, computation or eligibility of tax incentives or allowances and transfer pricing adjustments.

Note 8: Income taxes (Contd..)

authorities, prior year assessments and advice from external experts, if required. The Company believes that its accruals for tax liabilities are adequate for all open tax years based on its assessment of many factors, including interpretations of tax law and prior experience.

C. Deferred tax:

The Company has disclosed amount of H 151.69 crores (31[st] March, 2024: H 20.22 crores) as contingent liability, in respect of tax demands which are being contested by it based on the management evaluation and advice of tax consultants as the management believes that the ultimate tax determination is uncertain due to various tax positions taken by adjudicating authorities in the past.

The Company has made provisions for taxes basis its best judgement, considering past resolutions to disputed matters by adjudicating

Carrying value of deferred tax liabilities (net)

		Hin Crores
Particulars	As at 31st March, 2025	As at 31st March, 2024
Carrying value of deferred tax assets/ (liabilities) (net)	19.88	(32.64)

Movement in deferred tax assets and liabilities during the year ended 31[st] March, 2025:

					Hin Crores
Particulars	As at 1st April, 2024	Profit or loss	Other comprehensive income	Transfer on account of discontinued operations (refer note 37)	As at 31st March, 2025
Deferred tax assets/(liabilities) :		14.57 (18.57) - 51.72 1.26 (10.29) (1.79) 12.25 49.15
Property,plant and equipment and intangible assets	(243.71)		-	-	(229.14)
Employee benefits expense	69.54		4.36	-	55.33
Fair value of FVTOCI financial instruments	2.52		(0.12)	-	2.40
Deferred tax created on longterm capital losses	-		-	-	51.72
Others*	17.90		(0.87)	-	18.29
Allowance for credit loss	28.83		-	-	18.54
Deferred revenue	8.11		-	-	6.32
Provision for right of return/discounts and others	84.17		-	-	96.42
Deferred tax assets/(liabilities) (net)	(32.64)		3.37	-	19.88

*Others include provision for claims – DPCO, Hedge reserve, etc

Movement in deferred tax assets and liabilities during the year ended 31[st] March, 2024:

					Hin Crores
Particulars	As at 1st April, 2023	Profit or loss	Other comprehensive income	Transfer on account of discontinued operations (refer note 37)	As at 31st March, 2024
Deferred tax assets/(liabilities) :	(285.93) 40.88 (0.15) 83.01 28.35 9.89 87.82
Property,plant and equipment and intangible assets		42.22	-	-	(243.71)
Employee benefits expense		3.83	25.05	(0.22)	69.54
Fair value of FVTOCI financial instruments		-	2.67	-	2.52
Others*		(47.19)	(0.71)	(17.21)	17.90
Allowance for credit loss		0.48	-	-	28.83
Deferred revenue		(1.78)	-	-	8.11
Provision for right of return/discounts and others		(3.65)	-	-	84.17
Deferred tax assets/(liabilities) (net)	(36.13)	(6.09)	27.01	(17.43)	(32.64)

*Others include provision for claims – DPCO, Hedge reserve, etc

D. Tax assets and liabilities:

D. Tax assets and liabilities:
		Hin Crores
Particulars	As at 31st March, 2025	As at 31st March, 2024
Income tax assets(net)	408.89	353.70
Income tax liabilities	55.61	7.29

Cipla Limited | Annual Report 2024-25

Caring For Life

Notes to the Standalone Financial Statements

Note 9: Other non-current assets

Note 10: Inventories (Contd..)

H in Crores

		Hin Crores
Particulars	As at 31st March, 2025	As at 31st March, 2024
(Unsecured, considered good, except otherwise stated)
Capital advances
Secured, consideredgood#	4.09	3.91
Unsecured, consideredgood *	152.63	92.41
Other Deposits**	180.55	-
Others
Prepaid expenses	19.48	22.62
VAT receivable	2.21	2.51
	358.96	121.45
#Secured against bank guarantees Includes amount paid to wholly owned 55.74 subsidiary - Meditab Specialities Limited (refer note 40) *IncludesH175.08 Crores as at 31stMarch, 2025 in respect of DPCO matter explained in note 38B.		55.74

The Company recorded inventory write down (net) of H 169.80 crores (31[st] March, 2024: H 161.5 crores). This is included as part of cost of materials consumed and changes in inventories of finished goods, work-in-progress and stock-in-trade in profit or loss, as the case may be.

Note 11: Current investments

Note 11: Current investments
		Hin Crores
Particulars	As at 31st March, 2025	As at 31st March, 2024
Investment in mutual funds(quoted)	6,849.31	4,383.59
(Carried at fair value throughprofit or loss)
Aggregate book value of quoted investments	6,849.31	4,383.59
Aggregate market value of quoted investments	6,849.31	4,383.59
Aggregate amount of impairment in value of investments	-	-

Note 12: Trade receivables

Note 10: Inventories

		Hin Crores
Particulars	As at 31st March, 2025	As at 31st March, 2024
(Lower of cost and net realisable value)
Raw materials andpackingmaterials	1,379.20	1,281.48
Work-in-progress	746.91	678.58
Finishedgoods	831.38	678.49
Stock-in-trade	528.05	519.40
Stores, spares and consumables	121.58	96.33
	3,607.12	3,254.28

		Hin Crores
Particulars	As at 31st March, 2025	As at 31st March, 2024
Goods-in-transit included above
Raw materials andpackingmaterials	87.72	49.13
Work-in-progress	30.23	28.03
Finishedgoods	98.10	85.08
Stock-in-trade	17.70	19.89
	233.75	182.13

Note 12: Trade receivables
		Hin Crores
Particulars	As at 31st March, 2025	As at 31st March, 2024
(Carried at amortised cost, except otherwise stated)
Unsecured, consideredgood#	3,908.21	2,737.47
Unsecured, credit impaired	15.50	49.84
Total	3,923.71	2,787.31
Less: Allowance for expected credit loss (refer note 45)	(63.72)	(105.56)
	3,859.99	2,681.75
#Includes amount due from related parties (refer note 40)	2,092.98	1,337.79

• Trade receivables are interest and non-interest bearing and are generally due upto 180 days.

• There are no trade receivables (except which are already being provided) having significant increase in credit risk and trade receivables which are credit impaired.

• There are no debts due by Directors or other Officers of the Company or any of them either severally or jointly with any other person or debts due by firms or private companies respectively in which any Director is a Partner or a Director or a Member except as disclosed in note 40.

Corporate Overview & Integrated Report Statutory Reports

Notes to the Standalone Financial Statements

Note 12: Trade receivables (Contd..)

Ageing for trade receivables from the due date of payment for each of the category as at 31[st] March, 2025 is as follows:

								Hin Crores
Particulars	Unbilled	Not due	Outstanding for following periods from due date of payment					Total
			Less than 6 months	6 months -1 year	1-2 Years	2-3 years	More than 3 years
a. Undisputed Trade receivables
- consideredgood	-	3,040.73	576.91	210.54	31.17	8.88	39.98	3,908.21
- credit impaired	-	-	-	-	-	-	-	-
b. Disputed Trade receivables
- consideredgood	-	-	-	-	-	-	-	-
- credit impaired	-	-	-	0.39	0.17	0.16	14.78	15.50
	-	3,040.73	576.91	210.93	31.34	9.04	54.76	3,923.71

Ageing for trade receivables from the due date of payment for each of the category as at 31[st] March, 2024 is as follows:

								Hin Crores
Particulars	Unbilled	Not due	Outstanding for following periods from due date of payment					Total
			Less than 6 months	6 months -1 year	1-2 Years	2-3 years	More than 3 years
a. Undisputed Trade receivables							55.72 - - 47.58
- consideredgood	-	2,016.52	602.99	41.37	13.35	7.52		2,737.47
- credit impaired	-	-	-	-	-	-		-
b. Disputed Trade receivables
- consideredgood	-	-	-	-	-	-		-
- credit impaired	-	-	0.08	0.09	0.16	1.93		49.84
	-	2,016.52	603.07	41.46	13.51	9.45	103.30	2,787.31

Note 13: Cash and cash equivalents

		Hin Crores
Particulars	As at 31st March, 2025	As at 31st March, 2024
Balances with banks
- In Current accounts	73.83	21.41
- In EEFC accounts	1.65	15.93
Remittance in transiti	6.85	126.68
Cash on hand	0.41	0.50
	82.74	164.52

There are no other repatriation restrictions with regards to cash and cash equivalents as at the end of the reporting period.

i. Remittance in transit from group entities.

Note 14: Bank balance other than cash and cash equivalents

equivalents
		Hin Crores
Particulars	As at 31st March, 2025	As at 31st March, 2024
Bank deposits (original maturity between 3 months and 12 months)	178.73	155.18
Amount held as margin money to Government authority	2.69	2.56
Balance earmarked for unclaimed dividend*	14.29	10.94
	195.71	168.68

• The above balances are restricted for specific use. There are no amounts due and outstanding to be credited to the Investor Education and Protection Fund as at 31[st] March, 2025 and 31[st] March, 2024.

Note 15: Current financial assets - loans

		Hin Crores
Particulars	As at 31st March, 2025	As at 31st March, 2024
(Unsecured, considered good, except otherwise stated) (Carried at amortised cost, except otherwise stated) Loan to employees and others (refer note i below) Loan to subsidiary (refer note 40) (refer notes ii,iii,v and vi below)	0.18 213.69
		0.24
		784.01
	213.87	784.25

Notes -

• (i) In line with Circular No. 04/2015 issued by Ministry of Corporate Affairs dated 10[th] March, 2015, loans given to employees as per the Company’s policy are not considered for the purposes of disclosure under Section 186(4) of the Companies Act, 2013.

• (ii) There are no loans or advances in the nature of loans granted to Promoters, Directors, KMPs and their related parties (as defined under Companies Act, 2013), either severally or jointly with any other person, except as disclosed in note 40, that are:

• (a) repayable on demand; or

• (b) without specifying any terms or period of repayment

• (iii) Loans have been granted for the purpose of their business.

• (iv) There are no loans which have significant increase in credit risk and which are credit impaired.

• (v) Loan is given to subsidiary Cipla USA Inc. at Term SOFR+140 bps interest rate repayable by 19[th] April, 2025 (March 2024: Term SOFR+140 bps interest rate, repayable by 16[th] March, 2025)

Cipla Limited | Annual Report 2024-25

Caring For Life

Notes to the Standalone Financial Statements

Note 15: Current financial assets - loans (Contd..)

Note 16: Current financial assets - others (Contd..)

		Hin Crores
Particulars	As at 31st March, 2025	As at 31st March, 2024
Other receivables (Dues from ex- employees, expense reimbursement receivable, etc.)		34.23 3.22 (3.22)
Consideredgood	23.53
Credit impaired	1.46
Less: Allowance for expected credit loss	(1.46)
	2,885.37	2,766.69

• vi. Pursuant to board resolutions passed on 25[th] January, 2023, the Company has granted an unsecured loan of H 205.49 crore to its wholly owned subsidiary Cipla USA Inc. at an interest rate of SOFR+140bps for working capital requirement in previous year. The loan was repayable by 19[th] April, 2024, which got extension of further one year on renewal.

Note 16: Current financial assets - others

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----- Start of picture text -----

H in Crores Less: Allowance for expected credit loss (1.46) (3.22)
As at As at 2,885.37 2,766.69
Particulars 31 [st] March, 31 [st] March,
Refer note 45 for information about fair value measurement and effects of
2025 2024
hedge accounting.
(Unsecured, considered good, except
otherwise stated) Includes H 175.08 Crores as at 31 [[st]] March, 2024 in respect of DPCO matter
(Carried at amortised cost, except explained in note 38B.
otherwise stated)
Incentives/ benefits receivable from 219.87 296.86 Note 17: Other current assets
Government H in Crores
Deposits 7.93 188.48 As at As at
Fair value of derivatives not designated Particulars 31 [st] March, 31 [st] March,
as hedge - carried at FVTPL 2025 2024
Forward contracts 3.35 12.86
Options - 0.19 (Unsecured, considered good, except
otherwise stated)
Fair value of derivatives designated as
hedge - carried at FVOCI Advances to suppliers 73.38 84.34
Forward contracts 2.09 10.42 Prepaid expenses 95.86 89.10
Options - 0.88 Balances with statutory/revenue 500.11 465.90
Fixed deposits (having remaining 2,548.62 2,176.75 authorities like goods and service tax
maturity less than 12 months) (GST), excise, customs, service tax and
Amount held as margin money to 1.70 2.80 value added tax, etc.
Government authority Other advances 5.76 14.74
Fixed deposit interest receivable 35.54 43.22
Receivables for litigation settlement 42.74 - 675.11 654.08
(refer note 28 )
----- End of picture text -----*

*Refer note 45 for information about fair value measurement and effects of hedge accounting.

• **Includes H 175.08 Crores as at 31[[st]] March, 2024 in respect of DPCO matter explained in note 38B.

Note 18: Equity share capital

Note 18: Equity share capital
				Hin Crores
Particulars	Numbers	As at 31st March, 2025	Numbers	As at 31st March, 2024
Authorised
Equityshares ofH2/- each	87,50,00,000	175.00	87,50,00,000	175.00
		175.00		175.00
Issued
Equityshares ofH2/- each	80,76,17,120	161.52	80,73,67,062	161.47
		161.52		161.47
Subscribed andpaid-up
Equityshares ofH2/- each, fully paid up	80,76,17,120	161.52	80,73,67,062	161.47
		161.52		161.47

Reconciliation of the number of shares outstanding at the beginning and at the end of the reporting period

Particulars	As at 31st March, 2025	As at 31st March, 2024
Number of shares outstandingat the beginningof theperiod	80,73,67,062	80,71,50,593
Add: Allotment of equity shares on exercise of employee stock options (ESOSs) and Employee Stock Appreciation Rights(ESARs) (refer note 41)	2,50,058	2,16,469
Number of shares outstanding at the end of the reporting period	80,76,17,120	80,73,67,062

Corporate Overview & Integrated Report Statutory Reports

Notes to the Standalone Financial Statements

Note 18: Equity share capital (Contd..)

Details of shareholders holding more than 5% shares in the Company

Particulars	As at 31st March, 2025	As at 31st March, 2025	As at 31st March, 2024	As at 31st March, 2024
	Number of shares	% of holdings	Number of shares	% of holdings
Dr Y K Hamied	15,05,21,183	18.64%	15,05,21,183	18.64%
Sophie Ahmed	4,59,82,000	5.69%	4,59,82,000	5.70%
HDFC Trustee CompanyLimited	4,13,06,993	5.11%	3,59,93,491	4.46%

Details of shares held by promoters in the Company

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----- Start of picture text -----

As at 31 [st] March, 2025 As at 31 [st] March, 2024 % Change
Particulars
Number of shares % of total shares Number of shares % of total shares during the year
Dr Y K Hamied 15,05,21,183 18.64% 15,05,21,183 18.64% 0.00%
M K Hamied 2,78,44,320 3.45% 2,78,44,320 3.45% 0.00%
Sophie Ahmed 4,59,82,000 5.69% 4,59,82,000 5.70% (0.01%)
Kamil Hamied 1,09,39,500 1.35% 1,09,39,500 1.36% (0.01%)
Shirin Hamied - - 63,63,000 0.79% (0.79%)
Samina Hamied - - 1,79,09,500 2.22% (2.22%)
Rumana Hamied - - 98,86,500 1.22% (1.22%)
Okasa Pharma Private Limited - - 1,89,375 0.02% (0.02%)
Total 23,52,87,003 29.13% 26,96,35,378 33.40% (4.27%)
As at 31 [st] March, 2024 As at 31 [st] March, 2023 % Change
Particulars
Number of shares % of total shares Number of shares % of total shares during the year
Dr Y K Hamied 15,05,21,183 18.64% 15,05,21,183 18.65% (0.01%)
M K Hamied 2,78,44,320 3.45% 2,78,44,320 3.45% 0.00%
Sophie Ahmed 4,59,82,000 5.70% 4,59,82,000 5.70% 0.00%
Shirin Hamied 63,63,000 0.79% 63,63,000 0.79% 0.00%
Kamil Hamied 1,09,39,500 1.36% 1,09,39,500 1.36% 0.00%
Samina Hamied 1,79,09,500 2.22% 1,79,09,500 2.22% 0.00%
Rumana Hamied 98,86,500 1.22% 98,86,500 1.22% 0.00%
Okasa Pharma Private Limited 1,89,375 0.02% 1,89,375 0.02% 0.00%
Total 26,96,35,378 33.40% 26,96,35,378 33.41% (0.01%)
----- End of picture text -----

Rights, preferences and restrictions attached to equity shares

The Company has only one class of equity shares having a par value of H 2 per share. Each holder of equity share is entitled to one vote per share. The Company declares and pays dividend in Indian Rupees. The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting except in case of interim dividend. In the event of liquidation of the Company, the holders of equity shares will be entitled to receive remaining assets of the Company, after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by the shareholder.

Aggregate number of bonus shares issued, shares issued for consideration other than cash and shares bought back during the period of five years immediately preceding the reporting date

The Company has not issued any bonus shares, shares for consideration other than cash or bought back any shares during five years immediately preceding the reporting date.

Equity shares reserved for issue under employee stock options and share appreciation rights

For number of stock options against which equity shares to be issued by the Company upon vesting and exercise of those stock

options and rights by the option/ESAR holders as per the relevant schemes - refer note 41.

Note 19: Other equity*

Note 19: Other equity*
		Hin Crores
Particulars	As at 31st March, 2025	As at 31st March, 2024
Capital reserve	0.08	0.08
Securitiespremium	1,692.60	1,672.84
General reserve	3,145.00	3,145.00
Employee stock options/ESAR	51.70	44.03
Retained earnings	27,045.69	22,950.83
Equity instruments fair value through other comprehensive income	(7.13)	(7.51)
Effectiveportion of cash flow hedges	9.78	7.18
Share application money pending allotment#	0.00	0.00
	31,937.72	27,812.45

• For movement in other equity, refer Statement of Changes in Equity

represent share application money pending allotment of H 9,144 for 4,572 number of shares (31[st] March, 2024: H 30,196 for 15,098 number of shares).

Cipla Limited | Annual Report 2024-25

Caring For Life

Notes to the Standalone Financial Statements

Note 19: Other equity* (Contd..)

Other Comprehensive Income

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----- Start of picture text -----

H in Crores
For the For the
year ended year ended
Particulars
31 [st] March, 31 [st] March,
2025 2024
A. (1) Items that will not be
reclassified to profit or loss
(i) Re-measurements of (17.32) (99.52)
post-employment benefit
obligation {refer note 39 (e)}
(ii) Changes in fair value of 0.50 (10.65)
FVTOCI financial instruments
(16.82) (110.17)
(2) Income tax relating to items
that will not be reclassified to
profit or loss
(i) Income tax relating to 4.36 25.05
re-measurements of
post-employment benefit
obligation
(ii) Income tax relating to (0.12) 2.67
changes in fair value of
FVTOCI financial instruments
4.24 27.72
B. (1) Items that will be reclassified to
profit or loss
(i) Cash flow hedge 3.47 2.80
(refer note 45)
3.47 2.80
(2) Income tax relating to items that
will be reclassified to profit or loss
(i) Income tax relating to cash (0.87) (0.71)
flow hedge
(0.87) (0.71)
----- End of picture text -----

Note 19: Other equity* (Contd..)

General reserve

The General reserve is used from time to time to transfer profit from retained earnings for appropriation purpose.

Employee stock options/ESAR

Employee stock options/ESAR is used to record the share based payments, expense under the various schemes as per SEBI regulations. The reserve is used for the settlement of ESOS and ESAR (refer note 41).

Retained earnings

Retained earnings are the profits that the Company has earned till date, less any transfers to general reserve, dividends, or other distributions paid to shareholders. It includes impact of re-measurement gain/(losses) net of taxes on defined benefit plans on account of changes in actuarial assumptions or experience adjustments within the plans.

Financial Instruments fair value through other comprehensive income

This reserve represents the cumulative gains and losses arising on the revaluation of equity instrument measured at fair value through other comprehensive income. The Company transfers amounts from this reserve to retained earnings when the relevant equity instruments are de-recognised/disposed off.

Effective portion of cash flow hedges

For the forward contracts designated as cash flow hedges, the effective portion of the fair value of forward contracts are recognised in cash flow hedging reserve under other equity. Upon de-recognition, amounts accumulated in other comprehensive income are taken to profit or loss at the same time as the related cash flow (refer note 45).

Nature and purpose of reserve:-

Capital reserve

The Company recognised profit or loss on sale, issue, purchase or cancellation of the Company's own equity instruments to capital reserve. Capital reserve may be used by the Company only for some specific purpose.

Securities premium

Securities premium reserve is used to record the premium on issue of shares. In case of equity settled share based payment transactions, the difference between fair value on grant date and nominal value of share is accounted as securities premium. This reserve is utilised in accordance with the provisions of the Act.

Note 20: Other financial liabilities

		Hin Crores
Particulars	As at 31st March, 2025	As at 31st March, 2024
(Carried at amortised cost, except otherwise stated)
Securitydeposits	4.72	5.08
Derivatives not designated as hedge - carried at FVTPL
CurrencySwap	30.81	-
Derivatives designated as hedge - carried at FVOCI
Forward contracts	-	1.43
Options	-	0.38
	35.53	6.89

Corporate Overview & Integrated Report Statutory Reports

Notes to the Standalone Financial Statements

Note 21: Provisions (Contd..)

Note 21: Provisions

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----- Start of picture text -----

H in Crores H in Crores
As at As at As at As at
Particulars 31 [st] March, 31 [st] March, Particulars 31 [st] March, 31 [st] March,
2025 2024 2025 2024
Non-current Provision for right of return/discounts/
Provision for employee benefits 109.12 94.24 refund liabilities and others
(refer note 39) Balance at the beginning of the year 361.50 362.95
109.12 94.24 Provided during the year 907.64 740.43
Current Utilised/reversed/payout during the (844.83) (741.88)
Provision for employee benefits 260.39 288.12 year
(refer note 39) Balance at the end of the year 424.31 361.50
Provision for claims - DPCO 86.12 80.78
(refer note below)
Note 22: Other non-current liabilities
Provision for anticipated claims on 6.43 16.84 H in Crores
pricing (refer note below) As at As at
Provision for right of return/discounts 424.31 361.50 Particulars 31 [st] March, 31 [st] March,
and others (refer note below) 2025 2024
777.25 747.24
----- End of picture text -----

		Hin Crores
Particulars	As at 31st March, 2025	As at 31st March, 2024
Deferredgovernmentgrants	1.47	1.72
Deferred revenue	49.84	50.66
Deferred lease income	0.92	1.36
	52.23	53.74

Provision is made for right of return/discount/ refund liabilities and others in respect of products sold as per the contractual terms and conditions. These claims are expected to be settled in the next financial year. Management estimates the provision based on historical information and any recent trends that may suggest future claims could differ from historical amounts. The assumptions made in relation to the current period are consistent with those in the prior year.

Note 23: Trade payables

Note 23: Trade payables
		Hin Crores
Particulars	As at 31st March, 2025	As at 31st March, 2024
(Carried at amortised cost, except otherwise stated)
Total outstanding dues of micro enterprises and small enterprises (MSME)	218.40	201.25
	218.40	201.25
Total outstanding dues of creditors other than micro enterprises and small enterprises#	1,665.31	1,483.39
	1,665.31	1,483.39
	1,883.71	1,684.64
#Includes amount due to related parties (refer note 40)	251.11	266.89

Movement of provision for claims - DPCO, provision for anticipated claims on pricing and provision for right of return/discounts/ refund liabilities and others

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----- Start of picture text -----

H in Crores
As at As at
Particulars 31 [st] March, 31 [st] March,
2025 2024
Provision for claims - DPCO
Balance at the beginning of the year 80.78 125.38
Provided during the year 5.34 19.90
Transfer on account of discontinued - (64.50)
operations (refer note 37)
Utilised/reversed/payout during the - -
year
Balance at the end of the year 86.12 80.78
Provision for anticipated claims on
pricing
Balance at the beginning of the year 16.84 35.28
Provided during the year 0.59 6.84
Transfer on account of discontinued - (3.90)
operations (refer note 37)
Utilised/reversed/payout during the (11.00) (21.38)
year
Balance at the end of the year 6.43 16.84
----- End of picture text -----

• These amounts represent liabilities for goods and services provided to the Company prior to the end of financial year which are unpaid. The amounts are unsecured and are usually paid within 0-90 days of recognition based on the credit terms. Trade and other payables are presented as current liabilities unless payment is not due within 12 months after the reporting period. They are recognised initially at their fair value and subsequently measured at amortised cost using the effective interest method.

• There are no micro and small enterprises, to whom the company owes dues, which are outstanding for more than 45 days as at 31[st] March, 2025 and as at 31[st] March, 2024 and

Cipla Limited | Annual Report 2024-25

Caring For Life

Notes to the Standalone Financial Statements

Note 23: Trade payables (Contd..)

no interest payment made during the year to any micro and small enterprises. This information as required to be disclosed under the Micro, Small and Medium Enterprises Development Act, 2006 has been determined to the extent such parties have been identified on the basis of information available with the Company.

Disclosure as required by Micro, Small and Medium Enterprises Development Act, 2006

Development Act, 2006
		Hin crores
Particulars	As at 31st March, 2025	As at 31st March, 2024
A. (i) Principal amount remaining unpaid	218.40	201.25
A. (ii) Interest amount remaining unpaid	-	-
B. Interest paid by the Group in terms of Section 16 of the Micro, Small and Medium Enterprises Development Act, 2006, along with the amount of the payment made to the supplier beyond the appointed day	-	-

Note 23: Trade payables (Contd..)

		Hin crores
Particulars	As at 31st March, 2025	As at 31st March, 2024
C. Interest due and payable for the period of delay in making payment (which have been paid but beyond the appointed day during the period) but without adding interest specified under the Micro, Small and Medium Enterprises Act, 2006	-	-
D. Interest accrued and remainingunpaid	-	-
E. Interest remaining due and payable even in the succeeding years, until such date when the interest dues as above are actually paid to the small enterprises	-	-

Note: Identification of micro and small enterprises is basis the intimation received from vendors

Ageing for trade payables from the due date of payment for each of the category as at 31[st] March, 2025 is as follows:

Ageing for trade payables f	rom the due da	te of payment	for each of the category as at 31st March, 2025 is as follows:	for each of the category as at 31st March, 2025 is as follows:	for each of the category as at 31st March, 2025 is as follows:	for each of the category as at 31st March, 2025 is as follows:
							Hin Crores
Particulars	Unbilled	Not due	Outstanding for following periods from due date of payment				Total
			Less than 1 year	1-2 years	2-3 years	More than 3 years
a. Undisputed dues
- MSME	-	218.40	-	-	-	-	218.40
- Others	19.00	892.52	598.28	36.08	50.39	58.23	1,654.50
b. Disputed dues
- MSME	-	-	-	-	-	-	-
- Others	-	-	-	-	-	10.81	10.81
	19.00	1,110.92	598.28	36.08	50.39	69.04	1,883.71

Ageing for trade payables from the due date of payment for each of the category as at 31[st] March, 2024 is as follows:

							Hin Crores
Particulars	Unbilled	Not due	Outstanding for following periods from due date of payment				Total
			Less than 1 year	1-2 years	2-3 years	More than 3 years
a. Undisputed dues
- MSME	-	201.25	-	-	-	-	201.25
- Others	15.76	730.56	549.66	98.31	23.30	54.68	1,472.27
b. Disputed dues
- MSME	-	-	-	-	-	-	-
- Others	-	-	-	-	-	11.12	11.12
	15.76	931.81	549.66	98.31	23.30	65.80	1,684.64

Corporate Overview & Integrated Report Statutory Reports

Notes to the Standalone Financial Statements

Note 24: Other financial liabilities - current

Note 26: Revenue from sale of products (Contd..)

H in Crores

Ind AS-115 disclosures

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As at As at
Particulars 31 [st] March, 31 [st] March, (i) Disaggregation of revenue
2025 2024
The Company’s revenue disaggregated by business unit is as follows:
(Carried at amortised cost, except H in Crores
otherwise stated)
For the For the
Unclaimed dividend 14.29 10.94
year ended year ended
Security deposits 2.65 2.71 Nature of revenue 31 [st] March, 31 [st] March,
Capital creditors 57.08 83.51 2025 2024
Employee dues 104.20 86.59
Sale of products (products transferred
Fair value of derivatives not designated
as hedge - carried at FVTPL at a point in time)
Forward contracts 27.99 - India
Options 0.44 - Branded and trade generics 9,249.22 9,755.75
Fair value of derivatives designated as Others 134.89 156.97
hedge - carried at FVOCI Export sales
Options 0.16 - North America (USA) 2,270.76 2,031.82
Import advance licences 22.85 25.41 South Africa, Sub-Saharan Africa 1,242.12 1,188.00
Deferred considerations- carried at 0.70 12.00 and Cipla Global Access, North
FVTPL Africa (One-Africa)
Liability for unspent CSR obligation (refer 4.75 - Emerging Market (EM) 1,574.24 1,351.82
note 46) Europe 1,174.52 892.42
235.11 221.16 Active Pharmaceutical Ingredient 465.70 547.42
(API) and others
There are no amounts due and outstanding to be credited to Investor
16,111.45 15,924.20
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*There are no amounts due and outstanding to be credited to Investor Education and Protection Fund.

(ii) Reconciliation of revenue from sale of products and services with the contracted price

Note 25: Other current liabilities

H in Crores

(ii) Reconciliation of revenue from sale with the contracted price	of products	and services
		Hin Crores
Particulars	For the year ended 31st March, 2025	For the year ended 31st March, 2024
Contractedprice	17,019.09	16,832.84
Less: trade discounts, sales and expiry return	(907.64)	(908.64)
Sale ofproduct and services	16,111.45	15,924.20

Note 25: Other current liabilities		Hin Crores
Particulars	As at 31st March, 2025	As at 31st March, 2024
Advance from customers	13.86	10.66
Otherpayables:
Statutorydues	166.69	165.87
Deferred revenue	8.21	8.70
Advance received against assets held for sale(refer note 2.3)	11.09	-
Others	0.69	0.69
	200.54	185.92

(iii) Contract assets

The Company recognises an asset, i.e., right to the returned saleable goods (included in inventories) for the products expected to be returned in saleable condition. The Company initially measures this asset at the former carrying amount of the inventory, less any expected costs to recover the goods, including any potential decreases in the value of returned goods. The Company updates the measurement of the asset recorded for any revision to its expected level of returns, as well as any additional decrease in value of the returned products.

Note 26: Revenue from sale of products

H in Crores

Particulars	For the year ended 31st March, 2025	For the year ended 31st March, 2024
Sale ofproducts(refer note below)	16,111.45	15,924.20
Less: related to discontinuing/ restructuringoperations(refer note 37)	-	(1,483.06)
	16,111.45	14,441.14

As on 31[st] March, 2025, the Company has H 22.55 crores (31[st] March, 2024: H 20.11 crores) as contract asset.

(iv) Contract liabilities

The Company records a contract liability when cash payments are received or due in advance of its performance.

Cipla Limited | Annual Report 2024-25

Caring For Life

Notes to the Standalone Financial Statements

Note 26: Revenue from sale of products (Contd..)

		Hin Crores
Particulars	As at 31st March, 2025	As at 31st March, 2024
Advance from customers	13.86	10.66
Deferred revenue	58.05	59.36

Advance from Customers

		Hin Crores
Particulars	For the year ended 31st March, 2025	For the year ended 31st March, 2024
Balance at the beginning of theyear	10.66	28.66
Revenue recognised/ other adjustments (net)duringtheyear	(34.78)	(35.31)
Advance received duringtheyear	38.31	17.41
Advance returned duringtheyear	(0.33)	(0.10)
Balance at the end of theyear	13.86	10.66

In respect to advance from customers, the Company expect revenue to be recognised over the period of next 1 year from reporting date.

Deferred revenue

Deferred revenue
		Hin Crores
Particulars	For the year ended 31st March, 2025	For the year ended 31st March, 2024
Balance at the beginning of theyear	59.36	58.02
Revenue recognised duringtheyear	(10.56)	(14.26)
Milestone payment received during the year	9.25	15.60
Balance at the end of theyear	58.05	59.36
Current	8.21	8.70
Non-Current	49.84	50.66

In respect to Deferred revenue, the Company expect revenue to be recognised over the period of next 9 years (31[st] March 2024: 7 years) from reporting date.

(v) Information about major customers

No single external customer represents 10% or more of the Company’s total revenue for the years ended 31[st] March, 2025 and 31[st] March, 2024 respectively.

Note 27: Other operating revenue

		Hin Crores
Particulars	For the year ended 31st March, 2025	For the year ended 31st March, 2024
Renderingof services	3.01	3.08
Export incentives	92.45	53.44
Technical know-how and licensingfees	14.54	19.32
Scrapsales	42.02	38.86

Note 27: Other operating revenue (Contd..)

		Hin Crores
Particulars	For the year ended 31st March, 2025	For the year ended 31st March, 2024
Royaltyincome(refer note 40)	2,432.21	1,728.67
Goods and service tax area-based incentive	36.18	26.76
Production linked incentive(PLI)	199.97	170.00
Miscellaneous incomei	113.02	93.07
	2,933.40	2,133.20

i Income below 1% of revenue from operation are aggregated in accordance with Schedule III to the Companies Act, 2013.

Note 28: Other income

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H in Crores
For the For the
year ended year ended
Particulars
31 [st] March, 31 [st] March,
2025 2024
Interest income -
Loan to subsidiaries - carried at 153.38 100.71
amortised cost (refer note 40)
Deposits 232.91 180.12
Income tax refund 8.83 10.33
Others 4.53 2.66
Dividend income -
Subsidiaries - carried at amortised 99.27 380.69
cost (refer note 40)
Other non-operating income -
Government grants [ i] 0.25 0.25
Net gain on foreign currency 5.60 46.20
transaction and translation
Net gain on sale of current 143.13 43.47
investment carried at FVTPL
Fair value gain on financial 237.02 215.01
instruments at FVTPL
Net (loss)/gain on disposal of (1.85) 7.50
property, plant and equipment
Insurance claim 14.52 4.60
Rent income 15.73 14.16
Income from vendor settlement - 34.98
Litigation settlement income [iii] 42.74 -
Sundry balances written back (net) 5.50 7.03
Gain on sales of investment of - 4.93
subsidiary (refer note 5)
Miscellaneous income [ii] 23.16 18.02
984.72 1,070.66
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i. Government grants pertain to subsidy on property, plant and equipment of manufacturing set up. There are no unfulfilled conditions or contingencies attached to these grants.

ii. Income below 1% of revenue from operation are aggregated in accordance with Schedule III to the Companies Act, 2013.

iii. Litigation settlement income for the year ended 31[st] March, 2025, includes H 42.74 Crores from a one-time settlement agreements of a legal dispute entered with innovators during the current year.

Corporate Overview & Integrated Report Statutory Reports

Notes to the Standalone Financial Statements

Note 29: Cost of materials consumed

		Hin Crores
Particulars	For the year ended 31st March, 2025	For the year ended 31st March, 2024
Semi-finishedgoods consumed	1,106.04	1,092.49
Raw material consumed	989.35	894.80
Packingmaterial consumed	1,371.87	1,192.96
Cost of material supplied - others	175.58	186.18
Total cost of materials consumed	3,642.84	3,366.43
Less: related to discontinuing/ restructuringoperations(refer note 37)	-	(749.22)
	3,642.84	2,617.21

Note 32: Employee benefits expense (Contd..)

		Hin Crores
Particulars	For the year ended 31st March, 2025	For the year ended 31st March, 2024
Share based payments expense (refer note 41)*	27.15	25.07
Staff welfare expenses	178.47	143.82
	3,054.87	2,688.51
Less: related to discontinuing/ restructuringoperations(refer note 37)	-	(44.30)
	3,054.87	2,644.21

• net off Charge to wholly owned subsidiary of H 0.28 Crores.

Note 30: Purchases of stock-in-trade

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H in Crores Note 33: Finance costs
For the For the H in Crores
year ended year ended For the For the
Particulars
31 [st] March, 31 [st] March, year ended year ended
Particulars
2025 2024 31 [st] March, 31 [st] March,
2025 2024
Purchases of stock-in-trade 2,056.75 2,360.41
2,056.75 2,360.41 Interest on provision for claims - DPCO 2.44 4.14
Interest on lease liabilities (refer note 2.2) 6.50 5.55
Others finance cost (including interest 6.17 14.91
Note 31: Changes in inventories of finished goods, on taxes)
work-in-progress and stock-in-trade 15.11 24.60
H in Crores
Less: related to discontinuing/ - (4.35)
For the For the
restructuring operations (refer note 37)
year ended year ended
Particulars 15.11 20.25
31 [st] March, 31 [st] March,
2025 2024
Opening stock Note 34: Depreciation, impairment and amortisation
Work-in-progress 678.58 690.58 expenses
H in Crores
Finished goods 678.49 721.63
For the For the
Stock-in-trade 519.40 567.27
year ended year ended
1,876.47 1,979.48 Particulars
31 [st] March, 31 [st] March,
Less: Closing stock (refer note 10) 2025 2024
Work-in-progress 746.91 678.58
Finished goods 831.38 678.49 Depreciation on property, plant and 446.43 434.43
equipment (refer note 2.1)
Stock-in-trade 528.05 519.40
Impairment of property, plant and 3.39 37.42
2,106.34 1,876.47
equipment (refer note 2.1)
Less: related to discontinuing/ - 1.56
Depreciation on right-of-use assets 18.58 14.90
restructuring operations (refer note 37) (refer note 2.2)
(229.87) 104.57 Impairment on asset held for sale (refer 3.33 -
note 2.3)
Note 32: Employee benefits expense Impairment of capital work-in-progress 9.75 14.20
H in Crores (refer note 2.4)
For the For the Depreciation on investment properties 2.33 2.52
(refer note 3)
year ended year ended
Particulars 31 [st] March, 31 [st] March, Impairment of intangible assets under 0.69 -
development (refer note 4)
2025 2024
Amortisation of intangible assets (refer 89.39 81.64
Salaries and wages 2,722.23 2,418.16 note 4)
Contribution to provident and other 127.02 101.46 Impairment on intangible assets (refer - 2.48
funds (refer note 39) note 4)
573.89 587.59
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Note 34: Depreciation, impairment and amortisation expenses

Cipla Limited | Annual Report 2024-25

Caring For Life

Notes to the Standalone Financial Statements

Note 35 (a): Other expenses

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H in Crores
For the For the
year ended year ended
Particulars
31 [st] March, 31 [st] March,
2025 2024
Manufacturing expenses 795.06 731.69
Stores and spares 132.58 110.49
Repairs and maintenance:
Buildings 30.05 32.35
Plant and equipment 148.22 127.59
Insurance 48.80 48.34
Rent (refer note 2.2) 53.07 52.35
Rates and taxes 70.12 74.60
Power and fuel 290.24 271.66
Travelling and conveyance 349.00 317.37
Sales promotion expenses 407.64 411.43
Commission on sales 84.06 197.22
Freight and forwarding 372.73 285.89
Allowance for credit loss (net) (1.89) 9.22
(refer note 45)
Contractual services 269.03 241.35
Non-executive directors remuneration 18.51 14.31
(refer note 40)
Courier and telephone expenses 31.51 25.59
Legal and professional fees 800.50 676.07
Payment to auditors (refer note ii below) 3.81 3.14
Corporate social responsibility 79.58 69.24
expenditure (CSR) (refer note 46)
Donations (refer note iii below) 0.36 40.40
Research - clinical trials, samples and grants 364.98 404.22
Miscellaneous expenses [i] 393.86 420.85
4,741.82 4,565.37
Less: related to discontinuing/ - (201.58)
restructuring operations (refer note 37)
4,741.82 4,363.79
i. Expenses below 1% of revenue
from operation are aggregated in
accordance with Schedule III to the
Companies Act, 2013.
ii. Payment to auditors include:
Audit fees 2.85 2.31
Tax audit fees 0.30 0.30
For other services (includes 0.47 0.36
certifications etc.)
Reimbursement of expenses 0.19 0.17
3.81 3.14
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iii. Includes Contribution to Political Parties as per Section 182 of Companies Act, 2013

		Hin Crores
Particulars	For the year ended 31st March, 2025	For the year ended 31st March, 2024
Electoral Trust	-	39.20

Note 35 (b): Exceptional item

Note 35 (b): Exceptional item
		Hin Crores
Particulars	For the year ended 31st March, 2025	For the year ended 31st March, 2024
Reversal of impairment of Investment in subsidiary*(refer note 5)	294.66	-
	294.66	-

Exceptional items for the year ended 31[st] March, 2025, represents H 294.66 Crores with respect to reversal of impairment loss recognized in earlier years for the investment in the wholly owned subsidiary, Cipla Pharma and Life Sciences Limited in view of the recoverable value of the investment exceeding its carrying value on account of profitable business operations of the subsidiary, which is in accordance with Ind AS 36 - Impairment of assets.

Note 36: Research and development (R & D) expenditure

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H in Crores
For the For the
year ended year ended
Particulars
31 [st] March, 31 [st] March,
2025 2024
The amount of expenditure as shown in the
respective heads of account is as under:
R&D capital expenditure (gross)
Building - 0.04
Assets other than building 32.63 40.85
32.63 40.89
Less: Realisation on sale of R&D assets
Assets other than building 1.40 1.44
1.40 1.44
Total R&D capital expenditure (net) 31.23 39.45
R&D revenue expenditure included
in the profit or loss (excluding
depreciation)
Materials consumed 228.64 190.23
Employee benefits expense 262.60 244.44
Power and fuel 17.18 13.00
Repairs and maintenance 34.70 26.41
Manufacturing expenses 25.31 24.37
Professional fees 138.42 110.86
Research - clinical trials, samples and grants 128.32 123.37
Printing and stationery 0.37 0.25
Travelling expenses 10.80 10.78
Other research and development expenses 368.51 392.88
Allocated manufacturing expenses for 23.88 12.26
R&D batches
Total R&D revenue expenditure 1,238.73 1,148.85
Total R&D expenditure (Amount 1,269.96 1,188.30
eligible for deduction under Section
35 (1) (i) & 35 (1) (iv) of the Income Tax
Act, 1961)
Revenue from operations (continued 19,044.85 18,057.40
and discontinued)
Total R&D expenditure/revenue 6.67% 6.58%
Total eligible R&D expenditure/revenue 6.67% 6.58%
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*Pursuant to provisions of section 35 (1)(i) & 35 (1) (iv) of the Income Tax Act, 1961 the deduction on R&D expenditure (revenue as well as capital expenditure) has been claimed @ 100% from the assessment year 2021-22 and onwards, while computing current tax provision.

Corporate Overview & Integrated Report Statutory Reports

Notes to the Standalone Financial Statements

Note 37: Discontinuing/restructuring operations

During previous year, the Board in its meeting held on 6[th] November, 2023 had approved the transfer of Generics Business Undertaking as a going concern on a slump sale basis to Cipla Pharma and Life Sciences Limited (CPLS), a wholly owned subsidiary of the Company. The business transfer had been completed as agreed under Business Transfer Agreement with closing date of 29[th] February, 2024.

Accordingly, disclosures as required under Indian Accounting Standard (Ind AS) 105 “Non-Current Assets Held for Sale and Discontinued Operations”, in the standalone financials for all the periods have been suitably presented.

The financial performance and cash flows for Discontinuing/ restructuring operations in respect of Generic Business Undertaking

i. Analysis of profit from discontinuing/restructuring operations

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H in Crores
For the For the
year ended year ended
Particulars
31 [st] March, 31 [st] March,
2025 2024
Revenue from sale of products - 1,483.06
Total revenue from operations - 1,483.06
Expenses
Cost of materials consumed - 749.22
Changes in inventories of finished - (1.56)
goods and work-in-progress
Employee benefits expense - 44.30
Finance Cost - 4.35
Other expenses - 201.58
Total expenses - 997.89
Profit before tax - 485.17
Tax expense (net)
Current tax - 122.11
Total tax expense - 122.11
Profit after tax - 363.06
Other comprehensive income for the year
Items that will not be reclassified to - (0.80)
profit or loss
Income tax relating to these items - 0.20
Other comprehensive income for the year - (0.60)
Total comprehensive income for the year - 362.46
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ii. Net cash flows attributable to the discontinuing/restructuring operations

operations
		Hin Crores
Particulars	For the year ended 31st March, 2025	For the year ended 31st March, 2024
Net cash generated from operating activities	-	361.74
Net cash used in investingactivities	-	-
Net cash used in financingactivities	-	1.23

Note 37: Discontinuing/restructuring operations (Contd..)

(iii) Summary of assets and liabilities transferred for Generic Business Undertaking as on 29[th] February, 2024

Particulars	Jin Crores
Property, Plant and Equipment and Intangible Assets	0.55
Capital work-in-progress	1.21
Inventory	219.86
Trade Receivable	191.73
Deferred tax asset	17.43
Other current financial assets	2.62
Total Assets Transferred	433.40
Tradepayable	103.73
Non-current financial liability	50.00
Provisions	70.55
Other current liability	10.91
Total Liabilities Transferred	235.19
Net Consideration receivable (considered as loangiven refer note 6)	198.21

Note 38: Contingent liabilities, commitments and other litigations (to the extent not provided for)

A. Details of contingent liabilities and commitments:

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H in Crores
As at As at
Particulars 31 [st] March, 31 [st] March,
2025 2024
Contingent liabilities
Claims against the Company not 132.99 135.70
acknowledged as debt [i]
Guarantees excluding financial 204.66 186.57
guarantee
Letters of credit 65.34 14.94
Income tax on account of 151.69 20.22
disallowance/additions [vi]
Excise duty/service tax on account of 331.52 256.04
valuation/cenvat credit
Sales tax on account of credit/ 1.55 1.31
classification
887.75 614.78
Commitments
Estimated amount of contracts 2,010.81 1,623.92
unexecuted on capital account
Uncalled liability on committed 48.87 59.95
investments
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Notes:

• i. Claims against the Company not acknowledged as debt include claim relating to pricing, commission, etc.

• ii. It is not practicable for the Company to estimate the timing of cash outflow, if any, in respect of our pending resolution of the respective proceedings as it is determined only on receipt of judgements/decisions pending with various forum/authorities.

Cipla Limited | Annual Report 2024-25

Caring For Life

Notes to the Standalone Financial Statements

Note 38: Contingent liabilities, commitments and other litigations (to the extent not provided for) (Contd..)

• iii. The Company does not expect any reimbursements in respect of the above contingent liabilities.

• iv. The Company’s pending litigations comprise of proceedings pending with various direct tax, indirect tax and other authorities. The Company has reviewed all its pending litigations and proceedings and has adequately provided for where provisions are required and disclosed as contingent liabilities where applicable, in its financial statements. The Company does not expect the outcome of these proceedings to have a materially adverse effect on its financial statements.

• v. There has been a Supreme Court (SC) judgement dated 28[th] February, 2019 relating to components of salary structure that need to be taken into account while computing the contribution to provident fund under the EPF Act. In view of the interpretative aspects related to the Judgement including the effective date of application, the Company has been advised to await further developments in this matter. The Company will continue to assess any further developments in this matter for the implications on financial statements, if any.

• vi. The contingent liabilities related to income tax include disputed disallowances based on orders from the Income Tax Department. These orders pertain to the re-assessments for the assessment years 2015-16 to 2019-20 and the assessments for the years 2020-21 to 2022-23. These liabilities arose from the Survey and Search action conducted under Section 132 of the Income Tax Act on the Company in February 2023.

Note 38: Contingent liabilities, commitments and other litigations (to the extent not provided for) (Contd..)

SC’s Judgment the Company deposited an amount of H 175.08 Crores with NPPA, representing 50% of the alleged overcharged amounts in respect of demand notices raised till 2003.

Post 2003, the company continued to receive demands (“Subsequent demands”) alleging overcharging. These demands included several duplicate demands. In 2019, the Company applied to the Bombay HC to amend its pleadings to include: (i) subsequent demands (ii) and take on record the NPPA/ Government of India’s RTI response on unavailability of any records pertinent to and what should have been the basis for inclusion of these drugs under the DPCO (iii) deduction of trade margin of 16% from outstanding demands (as having not accrued to the Company, as manufacturer) basis the Allahabad HC’s TC Healthcare judgment (iv) re-calculation of interest from the due date of demand notice and (v) duplication of several demands.

The Bombay HC vide order dated 23[rd] February, 2024 allowed the amendment conditional upon the Company depositing 50% of the subsequent demands raised. The Company appealed the Bombay HC order in a special leave petition before the SC. On 19[th] April, 2024, the SC was pleased to issue notice and the matter is pending to be heard further.

The Company has reviewed all the notices/communications received which are attributable to the Company and are under litigation. After removing duplications as indicated above, the amount covered by the notices/communications aggregates to H 2,011 Crores with the principal of H 863 Crores and interest of H 1,148 Crores.

B. Details of other litigations:-

The National Pharmaceutical Pricing Authority (“NPPA”) issued several demand notices to the Company commencing from the year 1998 seeking recovery of alleged overcharge regarding scheduled drugs under the Drugs (Prices Control) Orders-1995 (“DPCO”).

In 1999 and 2000, the Company filed writ petitions before the Hon’ble Bombay High Court (“Bombay HC”) challenging inclusion of certain drugs under DPCO and challenging the demand notices issued by NPPA demanding payment of alleged overcharged amounts. On 31[st] August, 2001, by way of its common judgment, the Bombay HC decided the writ petitions in favor of the Company, thereby holding that these drugs do not fall within the purview of DPCO and also quashed the demand notices raised by NPPA. The NPPA appealed the order to the Hon’ble Supreme Court (“SC”).

On 1[st] August, 2003, SC set aside the Bombay HC judgment and remanded the matter to the Bombay HC for being considered afresh by it. Further, the SC stayed recovery of 50% of the alleged overcharged amounts subject to payment of the remaining 50% of the alleged overcharged amounts pending fresh determination by the Bombay HC. Accordingly, in terms of

The Company has been legally advised that it expects a favourable outcome in respect of this matter and therefore no provision is considered necessary in respect of the demand notices received till date.

Note 39: Employee benefits

a. Description of the plan:

Retirement benefit plans of the Company include Gratuity and Provident Fund. The Company established the Cipla Limited Employees Gratuity Fund (the “Gratuity Fund”) to fund the Gratuity Plan. Liabilities in respect of the Gratuity Plan are determined by an actuarial valuation, based upon which the Company makes contributions to the Gratuity Fund.

Provident Fund is managed through the trust, Cipla Limited Employees Provident Fund Trust (the “Provident Fund”) managed by the Company.

b. Governance of the plan:

The Company has setup an income tax approved irrevocable trust fund to finance the plan liability. The trustees of the trust fund are responsible for the overall governance of the plan in accordance

Corporate Overview & Integrated Report Statutory Reports

Notes to the Standalone Financial Statements

Note 39: Employee benefits (Contd..)

Note 39: Employee benefits (Contd..)

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H in Crores
with the provisions of the trust deed and rules in the best interests of 31 [st] March, 31 [st] March,
the plan participants. They are tasked with periodic reviews of the 2025 2024
solvency of the fund and play a role in the long-term investment, risk Particulars Gratuity Gratuity
management and funding strategy. (funded (funded
plan) plan)
Further, since these funds are income-tax approved, the Company
Actuarial changes arising from - 13.30
and the trustees have to ensure that they are at all times fully changes in demographic assumptions
compliant with the relevant provisions of the Income Tax Act, Actuarial changes arising from 12.55 71.23
1961 and Rules. changes in financial assumptions
Actuarial changes arising from 14.45 19.66
c. Investment strategy: changes in experience assumptions
Benefits paid (27.06) (18.69)
The Company’s investment strategy in respect of its funded plans
Liability at the end of the year 343.31 292.82
is implemented within the framework of the applicable statutory
ii. Change in fair value of assets
requirements. The plans expose the Company to a number of Opening fair value of plan assets 206.49 177.48
actuarial risks such as investment risk, interest rate risk, longevity Expected return on plan assets 14.87 13.28
risk and inflation risk. The Company has developed policy guidelines Acquisition / Divestiture - (1.75)
for the allocation of assets to different classes with the objective of Return on plan assets, excluding 9.68 4.67
controlling risk and maintaining the right balance between risk and interest income
long-term returns in order to limit the cost to the Company of the Contributions by employer 129.00 32.00
benefits provided. To achieve this, investments are well diversified, Benefits paid (26.55) (19.19)
such that the failure of any single investment would not have a Closing fair value of plan assets 333.49 206.49
iii. Amount recognised in balance sheet
material impact on the overall level of assets.
Present value of obligations as at (343.31) (292.82)
d. Charge to the profit or loss year end
H in Crores Fair value of plan assets as at year end 333.49 206.49
Net liability recognised (9.82) (86.33)
For the For the
iv. Expenses recognised in profit or loss
year ended year ended
Particulars Current service cost 30.72 18.48
31 [st] March, 31 [st] March,
Past service cost - -
2025 2024
Interest on defined benefit obligation 19.83 12.79
Defined contribution plan Expected return on plan assets (14.87) (13.28)
Employees’ pension scheme 34.38 32.45 Total expense recognised in profit 35.68 17.99
Others - ESIC, Labour welfare fund, etc. 1.13 1.65 or loss
35.51 34.10 v. Expenses recognised in other
Defined benefit plan comprehensive income (OCI)
Gratuity [refer table (e) below] 35.68 17.99 Actuarial changes arising from - 13.30
Provident fund [refer table (f) below] 55.83 49.37 changes in demographic assumptions
Actuarial changes arising from 12.55 71.23
91.51 67.36
changes in financial assumptions
Total contribution to provident fund 127.02 101.46 Actuarial changes arising from 14.45 19.66
and other fund changes in experience assumptions
Actuarial gain return on plan assets, (9.68) (4.67)
e. Disclosures for defined benefit plans based on actuarial reports
H in Crores excluding interest income
Net expense for the period 17.32 99.52
31 [st] March, 31 [st] March,
recognised in OCI
2025 2024 vi. Actual return on plan assets
Particulars Gratuity Gratuity Expected return on plan assets 14.87 13.28
(funded (funded Actuarial gain on plan assets 9.68 4.67
plan) plan) Actual return on plan assets 24.55 17.95
i. Change in defined benefit obligation vii. Asset information
Opening defined benefit obligation 292.82 177.80 Insurer managed funds 100% 100%
Interest cost 19.83 12.79 viii. Expected employer's contribution 35.82 35.68
Current service cost 30.72 18.48 for the next year
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		Hin Crores
Particulars	31st March, 2025 Gratuity (funded plan)	31st March, 2024 Gratuity (funded plan)
i. Change in defined benefit obligation
Openingdefined benefit obligation	292.82	177.80
Interest cost	19.83	12.79
Current service cost	30.72	18.48
Acquisition / Divestiture	-	(1.75)

Cipla Limited | Annual Report 2024-25

Caring For Life

Notes to the Standalone Financial Statements

Note 39: Employee benefits (Contd..)

The actuarial calculations used to estimate commitments and expenses in respect of gratuity and compensated absences [refer note 39(g)] are based on the following assumptions which if changed, would affect the commitment's size, funding requirements and expense:

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For the year ended For the year ended
Principal actuarial assumptions used
31 [st] March, 2025 31 [st] March, 2024
Financial assumptions:
Discounted rate (per annum) 6.69% 7.20%
Expected rate of return on plan assets 6.69% 7.20%
Expected rate of future salary increase (per annum) 9.00% 9.00%
Demographic assumptions:
Mortality rate Indian assured lives Indian assured lives
Mortality (2012-14) Mortality (2012-14)
Ultimate Ultimate
Retirement age 60 Years 60 Years
Attrition rate
- For Service 2 years and below 25.00% 25.00%
- For Service 3 years to 4 years 20.00% 20.00%
- For Service 5 years and above 10.00% 10.00%
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The estimates of future salary increases, considered in actuarial valuation, take account of inflation, seniority, promotion and other relevant factors, such as supply and demand in employment market. Discount rate and expected rate of return are determined by reference to market yields at the end of the reporting period on government bonds.

Sensitivity Analysis

Sensitivity Analysis
			Hin Crores
	For the year ended 31st March, 2025		For the year ended 31st March, 2024
Discount rate	Increase by1%	Decrease by1%	Increase by1%	Decrease by1%
(Decrease)/increase in the defined benefit liability	(23.86)	27.21	(22.52)	19.77
Salary growth rate	Increase by1%	Decrease by1%	Increase by1%	Decrease by1%
Increase/(decrease)in the defined benefit liability	28.03	(25.06)	20.89	(23.35)
Attrition rate	Increase by1%	Decrease by1%	Increase by1%	Decrease by1%
(Decrease)/increase in the defined benefit liability	(4.09)	4.53	(2.76)	3.05

The sensitivity analysis above has been determined based on reasonable possible changes of the respective assumption occurring at the end of the reporting period while holding all other assumptions constant.

The sensitivity analysis presented above may not be representative of the actual change in the projected benefit obligation as it is unlikely that the change in assumptions would occur in isolation of one another as some of the assumptions may be correlated.

Furthermore, in presenting the above sensitivity analysis, the present value of the projected benefit obligation has been calculated using the projected unit credit method at the end of the reporting period, which is the same method as applied in calculating the projected benefit obligation as recognised in the Balance Sheet.

There was no change in the methods and assumptions used in preparing the sensitivity analysis from prior years.

Maturity analysis of the benefit payments from the fund

Maturity analysis of the benefit payments from the fund
		Hin Crores
Projected benefits payable in future years from the date of reporting	As at 31st March, 2025	As at 31st March, 2024
1stfollowing year	35.12	34.83
2ndfollowing year	35.30	27.71
3rdfollowing year	33.39	30.66
4thfollowing year	31.87	28.86
5thfollowing year	31.71	27.37
Sum ofyears 6thto 10th	144.64	125.39
Sum ofyears 11thand above	318.56	284.85

The average duration of the defined benefit plan obligation at the end of reporting period is 7.38 years ( 31[st] March, 2024: 7.47 years)

Corporate Overview & Integrated Report Statutory Reports

Notes to the Standalone Financial Statements

Note 39: Employee benefits (Contd..)

Note 39: Employee benefits (Contd..)

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H in Crores
f. The details of the Company's defined benefit plans in respect of the
31 [st] March, 31 [st] March,
Company-owned provident fund trust based on the actuarial reports
2025 2024
H in Crores Provident Provident
Particulars
31 [st] March, 31 [st] March, fund fund
2025 2024 (funded (funded
Particulars Provident Provident plan) plan)
fund fund
v. Actual return on plan assets
(funded (funded
Expected return on plan assets 119.92 106.23
plan) plan) Actuarial gain on plan assets 4.20 28.98
i. Change in defined benefit obligation Actual return on plan assets 124.12 135.21
Opening defined benefit obligation 1,437.35 1,304.82 vi. Asset information
Interest cost 119.92 106.23 (A) Quoted investments
Current service cost 55.83 49.37 Investment in PSU bonds 635.14 516.68
Employee contribution 130.35 117.07 Investment in Government securities 695.58 680.68
Liability transferred in 39.13 29.17 Equity/insurer managed funds/ 202.13 176.10
Benefits paid (192.89) (198.29) mutual funds
Actuarial changes arising from - - (B) Unquoted investments
changes in demographic assumptions Bank special deposit 15.58 15.58
Actuarial changes arising from - 5.13 Investment in other securities 49.93 52.29
changes in financial assumptions Total assets at the end of the year 1,598.36 1,441.33
Actuarial changes arising from 4.20 23.85 vii. Expected employer's contribution 59.74 52.82
changes in experience assumptions for the next year
Liability at the end of the year 1,593.89 1,437.35 viii. Principal actuarial assumptions used
ii. Change in fair value of assets Discounted rate (per annum) 6.69% 7.20%
Opening fair value of plan assets 1,441.33 1,307.68 Expected rate of return on plan 8.25% 8.25%
Expected return on plan assets 119.92 106.23 assets (per annum)
Actuarial gain 4.20 28.98 Expected rate of future salary 9.00% 9.00%
Contributions by employer/ 186.18 166.44 increase (per annum)
employee Demographic assumptions:
Transfer of plan assets 39.13 29.17 Mortality rate Indian Indian
Benefits paid (192.89) (198.29) assured assured
Other adjustments 0.49 1.12 lives lives
Closing fair value of plan assets 1,598.36 1,441.33 Mortality Mortality
iii. Amount recognised in balance sheet (2012-14) (2012-14)
Present value of obligations as at (1,593.89) (1,437.35) Ultimate Ultimate
year end Retirement age 60 Years 60 Years
Fair value of plan assets as at year end 1,598.36 1,441.33 Attrition rate
Funded status (4.47) (3.98) - For Service 2 years and below 25.00% 25.00%
Net asset/(liability) recognised - - - For Service 3 years to 4 years 20.00% 20.00%
iv. Expenses recognised in profit or loss - For Service 5 years and above 10.00% 10.00%
Current service cost 55.83 49.37
Past service cost - -
Interest cost 119.92 106.23
Expected return on plan assets (119.92) (106.23)
Total expense recognised in profit 55.83 49.37
or loss
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Note 39: Employee benefits (Contd..)

Sensitivity Analysis

Sensitivity Analysis Note 39: Employee benefits (Contd..)
			Hin Crores
	For the year ended 31st March, 2025		For the year ended 31st March, 2024
Discount rate	Increase by1%	Decrease by1%	Increase by1%	Decrease by1%
(Decrease)/increase in the defined benefit liability	(53.42)	87.21	(46.57)	76.70
Interest rateguarantee	Increase by1%	Decrease by1%	Increase by1%	Decrease by1%
Increase/(decrease)in the defined benefit liability	81.27	(52.57)	71.53	(45.85)

Cipla Limited | Annual Report 2024-25

Caring For Life

Notes to the Standalone Financial Statements

Note 39: Employee benefits (Contd..)

Note 40: Related Party Disclosures

Information on related party transactions as required by Ind AS 24 - Related Party Disclosures are given below:

The sensitivity analysis above has been determined based on reasonable possible changes of the respective assumption occurring at the end of the reporting period while holding all other assumptions constant. The sensitivity analysis presented above may not be representative of the actual change in the projected benefit obligation as it is unlikely that the change in assumptions would occur in isolation of one another as some of the assumptions may be correlated.

A. Enterprise where control exists:

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Sr.
benefit obligation as it is unlikely that the change in assumptions Name of the Company
No.
would occur in isolation of one another as some of the assumptions
(a) Subsidiaries (held directly)
may be correlated.
Cipla Medpro South Africa (Pty) Limited
Furthermore, in presenting the above sensitivity analysis, the present Cipla Holding B.V.
value of the projected benefit obligation has been calculated using Cipla Pharma and Life Sciences Limited
the projected unit credit method at the end of the reporting period, Cipla (EU) Limited
which is the same method as applied in calculating the projected Cipla Health Limited
Goldencross Pharma Limited
benefit obligation as recognised in the Balance Sheet.
Jay Precision Pharmaceuticals Private Limited
There was no change in the methods and assumptions used in Meditab Specialities Limited
preparing the sensitivity analysis from prior years. Cipla Pharmaceuticals Limited
Saba Investment Limited (ceased to be a subsidiary w.e.f.
Maturity analysis of the benefit payments from the fund 29 [th] September, 2023)
H in Crores Cipla Digital Health Limited
As at As at (b) Subsidiaries (held indirectly)
Projected benefits payable in future 31 [st] March, 31 [st] March, Cipla Australia Pty Limited
years from the date of reporting 2025 2024 Medispray Laboratories Private Limited
Sitec Labs Limited
1 [st] following year 76.33 102.85
Meditab Holdings Limited
2 [nd] following year 69.87 95.23
Cipla Kenya Limited
3 [rd] following year 64.34 91.50
Cipla Malaysia Sdn. Bhd.
4 [th] following year 63.82 92.99
Cipla Europe NV
5 [th] following year 65.09 101.22
Cipla Quality Chemical Industries Limited (ceased to be a
Sum of years 6 [th] to 10 [th] 329.72 515.94
subsidiary w.e.f. 14 [th] November, 2023)
Cipla Dibcare (Pty) Limited (Dissolved w.e.f. 26 [th] June 2024)
g. There are no amounts included in the Fair Value of Plan Assets
(Gratuity and Provident fund): Cipla Medpro Manufacturing (Pty) Limited
Cipla-Medpro (Pty) Limited
- Company’s own financial instrument Cipla-Medpro Distribution Centre (Pty) Limited
Cipla Medpro Botswana (Pty) Limited
- Property occupied by or other assets used by the Company Cipla Select (Pty) Limited
Medpro Pharmaceutica (Pty) Limited
h. Compensated absences note:
Breathe Free Lanka (Private) Limited
The Company provides for accumulation of compensated absences Cipla Medica Pharmaceutical and Chemical Industries Limited
by certain categories of its employees. These employees can carry (ceased to be a subsidiary w.e.f. 29 [th] September, 2023)
forward a portion of the unutilised compensated absences and Cipla Brasil Importadora E Distribuidora De Medicamentos Ltd.
utilise them in future periods or receive cash in lieu thereof as per the Cipla Maroc SA
Company’s policy. The Company records a liability for compensated Cipla Middle East Pharmaceuticals FZ-LLC (ceased to be a
absences in the period in which the employee renders the services subsidiary w.e.f. 29 [th] September, 2023)
that increases this entitlement. The total liability recorded by the Cipla Philippines Inc. (Dissolved with retrospective effect
Company towards this obligation was H 136.38 crores and H 121.10 from 31 [st] March, 2024)
crores as at 31 [st] March, 2025 and 31 [st] March, 2024 respectively. Cipla USA Inc.
Invagen Pharmaceuticals Inc.
Exelan Pharmaceuticals Inc.
Cipla Algérie
Cipla Technologies LLC (Merged with Cipla USA Inc w.e.f.
31 [st] March, 2024)
Cipla Gulf FZ-LLC
Mirren (Pty) Limited
Madison Pharmaceuticals Inc. (Dissolved w.e.f. 28 [th] April, 2023)
Cipla Colombia SAS
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Corporate Overview & Integrated Report Statutory Reports

Notes to the Standalone Financial Statements

Note 40: Related Party Disclosures (Contd..)

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----- Start of picture text -----

Sr.
Name of the Company
No.
Cipla (China) Pharmaceutical Co., Ltd.
Cipla (Jiangsu) Pharmaceutical Co., Ltd.
Cipla Therapeutics Inc.
Aspergen Inc.
Actor Pharma (Pty) Limited (w.e.f. 7 [th] February, 2024)
Mexicip S.A. de C.V. (w.e.f. 22 [nd] January, 2024)
(c) Associates held directly
AMPSolar Power Systems Private Limited
GoApptiv Private Limited
Clean Max Auriga Power LLP
AMP Energy Green Eleven Private Limited
Achira Labs Private Limited
(d) Associates held indirectly
Stempeutics Research Private Limited
Brandmed (Pty) Limited
Iconphygital Private Limited (Wholly owned subsidiary of
GoApptiv Private Limited)
MKC Biotherapeutics Inc. (Incorporated w.e.f. 27 [th] February, 2024)
Pactiv Healthcare Private Limited (Wholly owned subsidiary
of GoApptiv Private Limited w.e.f. 26 [th] July, 2023)
B. Key management personnel (KMP)
Samina Hamied - Executive Vice-Chairperson (Resigned
w.e.f. close of business hours on 31 [st] March, 2024)
Umang Vohra -Managing Director and Global Chief
Executive Officer
Ashish Adukia - Global Chief Financial Officer
C. Non-executive Chairman and Non-executive Vice-Chairman
Dr Y K Hamied - Chairman
M K Hamied - Vice Chairman (Resigned w.e.f. close of
business hours of 29 [th] October, 2024)
D. Non-executive Directors
Samina Hamied (w.e.f. 1 [st] April 2024, till close of business
hours of 29 [th] October, 2024)
Kamil Hamied (w.e.f. 1 [st] November, 2024)
Ashok Sinha (Retired w.e.f. 3 [rd] September, 2024)
Punita Lal (Retired w.e.f. 13 [th] November, 2024)
S Radhakrishnan (Retired w.e.f. conclusion of AGM held on
20 [th] August, 2024)
Dr Peter Mugyenyi (Resigned w.e.f. 13 [th] May, 2023)
Robert Stewart
P R Ramesh
Dr Mandar Vaidya
Dr Balram Bhargava (w.e.f. 1 [st] April, 2024)
Maya Hari (w.e.f. 1 [st] November, 2024)
Sharmila Paranpje (w.e.f. 1 [st] September, 2024)
Abhijit Joshi (w.e.f. 3 [rd] September, 2024)
Adil Zainulbhai
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Note 40: Related Party Disclosures (Contd..)

Sr. No.	Name of the Company
E.	Entities over which Company is able to exercise control/ significant influence
	Cipla Employees Stock Option Trust(De-registered)
	Cipla Health Employees Stock Option Trust
	The Cipla Empowerment Trust(w.e.f. 30thJune, 2022)
F.	Entities over which the KMP or their relatives is able to exercise significant influence/control
	Chest Research Foundation (formerly known as Hamied Foundation)
	Cipla Foundation
	Cipla Cancer & AIDS Foundation
G.	Post-employment benefit trusts
	Cipla Limited Employees Provident Fund
	Cipla Limited Employees GratuityFund

		Hin Crores
Particulars	For the year ended 31st March, 2025	For the year ended 31st March, 2024
A. Investment in equity shares of Subsidiaries
Cipla(EU)Limited	156.00	263.36
Cipla Digital Health Limited*	8.00	16.50
Cipla Pharmaceuticals Limited**	292.64	-
Cipla Medpro South Africa (Pty) Limited	426.16	-
	882.80	279.86

• Includes share application money pending allotment of H 3.00 Crores (31[st] March 2024 : nil)

** Includes share application money pending allotment of H 107.20 Crores (31[st] March 2024 : nil)

(31stMarch 2024 : nil)
		Hin Crores
Particulars	For the year ended 31st March, 2025	For the year ended 31st March, 2024
B. Investment in equity shares of Associates
GoApptiv Private Limited(refer note 5)	-	7.00
	-	7.00
C. Investment in Compulsory Convertible Preference Shares of Associates
GoApptiv Private Limited(refer note 5)	-	35.00
	-	35.00

Cipla Limited | Annual Report 2024-25

Caring For Life

Notes to the Standalone Financial Statements

Note 40: Related Party Disclosures (Contd..)

Note 40: Related Party Disclosures (Contd..)

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H in Crores H in Crores
For the For the For the For the
year ended year ended year ended year ended
Particulars Particulars
31 [st] March, 31 [st] March, 31 [st] March, 31 [st] March,
2025 2024 2025 2024
D. Investment in Optionally Meditab Specialities Limited 2.66 5.09
Convertible (Redeemable) Cipla Kenya Limited 16.89 18.52
Preference Shares of Associates Cipla (China) Pharmaceutical Co. Ltd 10.78 9.49
Achira Labs Private Limited 6.00 - Cipla Holding B.V. 8.82 4.90
6.00 - Exelan Pharmaceuticals Inc. 17.56 17.05
E. Disinvestment in equity shares of Cipla Pharmaceuticals Limited 0.28 -
Subsidiaries Cipla Digital Health Limited 10.62 -
Saba Investment Limited - 49.82 Mexicip S.A. De C.V. 5.66 -
- 49.82 Cipla Brasil Importadora E Distribuidora 0.67 5.78
F. Loans given De Medicamentos Limiteda.
Cipla Health Limited 80.00 - Stempeutics Research Private Limited 1.15 2.64
Sitec Labs Limited 21.00 2.00 GoApptiv Private Limited 7.89 1.20
Cipla USA Inc. 392.37 205.49 Clean Max Auriga Power LLP 0.11 -
Cipla Pharma and Life Sciences Limited - 198.21 AMP Energy Green Eleven Private 1.72 0.60
Cipla Medpro South Africa - 933.22 Limited
(Pty) Limited AMPSolar Power Systems Private 0.17 0.63
493.37 1,338.92 Limited
G. Loan repaid Cipla (EU) Limited - 30.42
Cipla Medpro South Africa (Pty) 378.32 - InvaGen Pharmaceuticals Inc. 41.15 7.59
Limited Cipla Australia Pty Limited - 32.53
Cipla USA Inc. 793.33 - Cipla Europe NV 48.95 68.52
Cipla Pharma and Life Sciences Limited 198.21 - 251.11 266.89
Cipla Health Limited 130.20 77.89 M. Outstanding receivables
1,500.06 77.89 Cipla Gulf FZ LLC 4.67 54.55
H. Interest outstanding Breathe Free Lanka (Private) Limited 54.41 67.52
Cipla USA Inc. 2.83 18.66 Cipla Australia Pty Limited 4.34 -
Cipla Pharma and Life Sciences Limited - 1.14 Cipla USA Inc. 1,434.59 837.53
2.83 19.80 Cipla Medpro South Africa (Pty) 23.59 21.22
I. Outstanding Loan Limited
Cipla Health Limited - 50.20 Medpro Pharmaceutica (Pty) Limited 304.28 237.78
Sitec Labs Limited 26.00 5.00 Cipla Health Limited 50.25 11.24
Cipla Pharma and Life Sciences Limited - 198.21 Mirren (Pty) Limited 1.46 1.98
Cipla Medpro South Africa 564.90 917.70 Cipla Maroc S.A. 14.51 9.59
(Pty) Limited Cipla Technologies LLC - 0.15
Cipla USA Inc. 598.33 992.52 Cipla (EU) Limited 58.85 -
1,189.23 2,163.63 Cipla Colombia SAS 32.18 39.85
J. Guarantees Given Cipla Select (Pty) Limited 29.24 19.65
Medpro Pharmaceutica (Pty) Limited - 423.87 Cipla (Jiangsu) Pharmaceutical Co., Ltd 2.83 0.15
- 423.87 Cipla Pharma and Life Sciences 67.61 27.48
K. Guarantees Released Limited
Medpro Pharmaceutica (Pty) Limited - 423.87 Cipla Pharmaceuticals Limited - 0.02
- 423.87 Cipla Digital Health Limited - 2.55
L. Outstanding payables Aspergen Inc. 4.80 1.07
Goldencross Pharma Limited 14.26 11.62 Cipla Foundation 0.33 0.15
Sitec Labs Limited 4.90 9.29 Achira Labs Private Limited 0.03 -
Medispray Laboratories Private 35.26 22.20 Clean Max Auriga Power LLP - 0.01
Limited Cipla Therapeutics Inc. 0.02 0.07
Cipla Malaysia Sdn. Bhd. 3.37 2.23 Cipla Medpro Manufacturing (Pty) 4.99 5.23
Jay Precision Pharmaceuticals 18.24 16.59 Limited
Private Limited 2,092.98 1,337.79
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Corporate Overview & Integrated Report Statutory Reports

Notes to the Standalone Financial Statements

Note 40: Related Party Disclosures (Contd..)

Note 40: Related Party Disclosures (Contd..)

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----- Start of picture text -----

H in Crores H in Crores
For the For the For the For the
year ended year ended year ended year ended
Particulars Particulars
31 [st] March, 31 [st] March, 31 [st] March, 31 [st] March,
2025 2024 2025 2024
N. Capital advance Cipla (Jiangsu) Pharmaceutical Co., Ltd. 5.77 -
Meditab Specialities Limited 55.74 55.74 InvaGen Pharmaceuticals Inc. 12.63 1.24
55.74 55.74 Cipla Pharma and Life Sciences Limited 0.80 0.16
O. Electricity charges paid Cipla USA Inc. - 0.59
AMPSolar Power Systems Private 16.12 17.88 Stempeutics Research Private Limited 5.61 2.95
658.04 563.91
Limited
S. Commission paid
AMP Energy Green Eleven Private 8.28 9.62 Cipla Kenya Limited - 9.23
Limited - 9.23
Clean Max Auriga Power LLP 8.12 8.83 T. Processing charges paid
32.52 36.33 Goldencross Pharma Limited 50.87 63.07
P. Interest income and guarantee Medispray Laboratories Private Limited 60.33 54.07
Commission Meditab Specialities Limited 30.18 21.78
141.38 138.92
Cipla Health Limited 1.68 5.83
U. Testing and analysis charges paid
Sitec Labs Limited 1.21 0.28
Cipla USA Inc. 38.00 -
Cipla USA Inc. 49.75 63.01 Sitec Labs Limited 137.73 127.91
Cipla Pharma and Life Sciences 6.17 1.26 Medpro Pharmaceutica (Pty) Limited 0.01 -
Limited Cipla Pharma and Life Sciences Limited - 0.21
Medpro Pharmaceutica (Pty) Limited - 0.15 175.74 128.12
Cipla Medpro South Africa 94.57 30.33 V. Freight charges received
(Pty) Limited Medpro Pharmaceutica (Pty) Limited - 0.01
Cipla Medpro Manufacturing (Pty) Ltd - 0.02
GoApptiv Private Limited - 0.01 - 0.03
153.38 100.87
W. Sale of goods
Q. Remuneration to Key Management Goldencross Pharma Limited 28.82 1.36
Personnel and Directors [#] Meditab Specialities Limited 0.39 1.18
Short-term employee benefits 34.93 36.88 Medispray Laboratories Private Limited 55.74 41.41
Post-employment benefit plans* 0.64 2.72 Cipla Quality Chemical Industries - 3.52
Other long-term benefits - - Limited
Share based payments expense 7.53 6.50 Cipla Health Limited 0.01 0.12
Sitec Labs Limited 1.26 1.02
43.10 46.10
Cipla Pharma and Life Sciences Limited 379.37 13.96
Includes remuneration (sitting fee, commission etc.) to Non-executive Cipla (EU) Limited 189.50 34.30
directors amounting to H 18.51 Crores (31 [st] March, 2024: H 14.31 Crores) Cipla Europe NV 100.77 36.39
Expenses towards gratuity, compensated absences and premium paid for Cipla Australia Pty Limited 29.47 0.27
Cipla USA Inc. 1,897.81 1,646.65
group health insurance has not been considered in above information as a
Invagen Pharmaceuticals Inc. 2.13 20.15
separate actuarial valuation/premium paid are not available.
#Remuneration reported pertains to the amount paid including variable pay CiCippla Kenla Maroc S.A.ya Limited 43.56 30.69 38.97 11.96
of previous year, ESOP/ESAR exercised during year ended 31 [st] March, 2025 Cipla Middle East Pharmaceuticals - (0.55)
and 31 [st] March, 2024 but does not include provisions towards variable pay, FZ-LLC
share based payment expenses as per Ind AS 102 etc. Breathe Free Lanka (Private) Limited 146.19 175.85
H in Crores
Cipla Colombia SAS 29.76 47.84
For the For the Cipla Gulf FZ-LLC 31.80 119.79
Particulars year ended year ended Medpro Pharmaceutica (Pty) Limited 549.01 427.31
31 [st] March, 31 [st] March, Cipla Select (Pty) Limited 31.54 27.34
2025 2024 Exelan Pharmaceuticals Inc. 17.40 42.76
Mirren (Pty) Limited - 0.01
R. Purchase of goods
Cipla Brasil lmportadora E 3.19 1.39
Goldencross Pharma Limited 117.85 61.90
Medispray Laboratories Private Limited 318.55 275.22 Distribuidora De Medicamentos Ltda.
Meditab Specialities Limited 0.46 4.06 Cipla Medpro Manufacturing (Pty) Ltd 0.10 4.09
Jay Precision Pharmaceuticals 142.91 154.40 GoApptiv Private Limited 0.11 0.68
Private Limited 3,568.62 2,697.77
Cipla Health Limited 53.46 63.39 * relates to subvention
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Cipla Limited | Annual Report 2024-25

Caring For Life

Notes to the Standalone Financial Statements

Note 40: Related Party Disclosures (Contd..)

Note 40: Related Party Disclosures (Contd..)

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H in Crores H in Crores
For the For the For the For the
year ended year ended year ended year ended
Particulars Particulars
31 [st] March, 31 [st] March, 31 [st] March, 31 [st] March,
2025 2024 2025 2024
X. Sale of assets Medispray Laboratories Private Limited 0.34 0.50
Medispray Laboratories Private Limited 0.09 0.36 Cipla Quality Chemical Industries - 0.02
Cipla Pharma and Life Sciences Limited - 1.61 Limited
Goldencross Pharma Limited 8.13 0.01 Cipla Australia Pty Limited 0.82 0.67
Sitec Labs Limited 0.94 0.44 Cipla (Jiangsu) Pharmaceutical Co. 0.22 -
InvaGen Pharmaceuticals Inc. 0.09 7.08 Limited
Cipla Health Limited - 0.30 Cipla Kenya Limited 0.34 0.29
Cipla Medpro Manufacturing (Pty) 1.16 0.88 Cipla Maroc S.A. 0.58 0.24
Limited Exelan Pharmaceuticals Inc. 0.07 0.09
Meditab Specialities Limited 0.66 0.16 Meditab Specialities Limited 0.08 0.14
Mirren (Pty) Limited (0.29) 0.43 Cipla Select (Pty) Limited 0.10 -
10.78 11.27 Sitec Labs Limited 0.90 0.71
Y. Purchase of assets Medpro Pharmaceutica (Pty) Limited 6.62 5.00
Cipla Pharma and Life Sciences Limited - 0.05 Cipla Gulf FZ-LLC 0.43 0.26
Medispray Laboratories Private Limited 0.08 0.00 Cipla Digital Health Limited 1.83 1.47
Goldencross Pharma Limited 0.01 0.01 Aspergen Inc. 2.94 2.05
Stempeutics Research Private Limited 6.00 - Cipla Medpro Manufacturing (Pty) 0.69 1.87
6.09 0.06 Limited
Z. Processing charges received Mirren (Pty) Limited 0.52 1.29
Medispray Laboratories Private Limited 3.01 3.09 Cipla Pharmaceuticals Limited 0.11 0.08
3.01 3.09 Cipla Therapeutics Inc. 0.09 0.07
AA. Contribution to provident fund and 110.29 91.33
other fund AD. Donations given
Cipla Limited Employee Gratuity Fund 129.00 32.00 Cipla Foundation 67.48 58.21
Cipla Limited Employee Provident 55.83 49.37 67.48 58.21
Fund ( to the extent of employer AE. Rent received
contribution) Dr Y K Hamied ( H 20,040/- in both 0.00 0.00
184.83 81.37 the years)
AB. Service charges paid Cipla Pharmaceuticals Limited 0.01 -
Cipla Pharma and Life Sciences Limited 15.28 12.52 Cipla Pharma and Life Sciences Limited 1.33 1.33
Cipla (EU) Limited 1.46 26.68 1.34 1.33
Cipla Australia Pty. Ltd. 8.39 9.43 AF. Reimbursement of operating /
Cipla Malaysia Sdn. Bhd. 7.76 7.96 other expenses
Cipla Health Limited 1.11 0.73 Breathe Free Lanka (Private) Limited 0.13 1.38
Cipla Kenya Limited 11.67 - Cipla Europe NV 16.87 0.05
Cipla Digital Health Limited 14.32 - Cipla (China) Pharmaceutical Co., Ltd 1.81 1.26
Cipla (China) Pharmaceutical Co. Ltd 7.85 5.70 Sitec Labs Limited 1.40 4.78
Cipla Gulf FZ-LLC - 6.26 InvaGen Pharmaceuticals Inc. 12.00 11.09
GoApptiv Private Limited 32.88 19.60 Goldencross Pharma Limited 7.27 -
Cipla Holding B.V. 8.44 5.50 Cipla Health Limited 0.22 12.04
Stempeutics Research Private Limited - 2.19 Cipla Brasil Importadora E 39.50 25.92
109.16 96.57 Distribuidora De Medicamentos
AC. Service charges received Limiteda.
Cipla Pharma and Life Sciences Limited 6.54 2.51 Cipla Kenya Limited 0.26 0.78
Cipla Health Limited 80.11 63.80 Cipla USA Inc. 242.87 328.69
Cipla (EU) Limited 1.45 2.74 Cipla Therapeutics Inc. - 1.35
Cipla Europe NV 0.44 0.52 Cipla Technologies LLC - 0.42
Cipla Holding B.V. 0.06 0.18 Stempeutics Research Private Limited 0.65 0.35
Breathe Free Lanka (Private) Limited 0.01 - Medispray Laboratories Private Limited 0.11 0.51
Cipla Technologies LLC - 0.66 Medpro Pharmaceutica (Pty) Limited 0.05 0.76
Cipla USA Inc. 2.96 4.20 GoApptiv Private Limited - 9.47
InvaGen Pharmaceuticals Inc. 1.79 1.69 Cipla Gulf FZ-LLC 2.08 1.20
Goldencross Pharma Limited 0.25 0.28 Cipla (EU) Limited 0.68 0.42
----- End of picture text -----

Corporate Overview & Integrated Report Statutory Reports

Notes to the Standalone Financial Statements

Note 40: Related Party Disclosures (Contd..)

Note 40: Related Party Disclosures (Contd..)

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H in Crores H in Crores
For the For the For the For the
year ended year ended year ended year ended
Particulars Particulars
31 [st] March, 31 [st] March, 31 [st] March, 31 [st] March,
2025 2024 2025 2024
Mexicip S.A. de C.V. 5.67 - Cipla Medpro South Africa (Pty) 46.12 41.28
Cipla Australia Pty. Ltd. 4.45 22.43 Limited
Cipla Malaysia Sdn. Bhd. 0.58 0.05 Cipla USA Inc. 2,331.21 1,656.63
Cipla Middle East Pharmaceuticals - 0.99 Cipla Pharma and Life Sciences Limited 31.47 2.52
FZ-LLC Cipla Maroc S.A. 0.06 0.03
Exelan Pharmaceuticals Inc. 7.14 6.06 Cipla Digital Health Limited - 0.00
343.74 430.00 2,432.21 1,728.71
AG. Reimbursement received of AI. Technical Know-How fees Received
operating / other expenses Cipla Health Limited 0.04 -
Goldencross Pharma Limited 0.44 0.35 0.04 -
Meditab Specialities Limited 0.23 0.13 AJ. Dividend received
Cipla Health Limited 0.41 - Jay Precision Pharmaceuticals 21.66 16.84
Cipla Gulf FZ-LLC 0.03 0.03 Private Limited
Cipla (EU) Limited 0.11 0.30 Goldencross Pharma Limited - 39.69
Cipla Australia Pty Limited 0.13 0.14 Saba Investment Limited - 14.51
Cipla (Jiangsu) Pharmaceutical Co., Ltd. 2.83 0.18 Meditab Specialities Limited 77.59 309.64
Cipla Medpro Manufacturing (Pty) 0.02 0.03 Cipla USA Inc. 0.02 0.01
Limited 99.27 380.69
Cipla Quality Chemical Industries - 0.48 AK. Dividend paid to Key Management 244.13 167.27
Limited Personnel and Directors
Cipla USA Inc. 0.52 13.01 AL. Payable to Key Management 17.36 12.73
Medispray Laboratories Private 1.14 0.57 Personnel and Directors
Limited AM. Contribution payable to gratuity/
Cipla Medpro South Africa (Pty) Limited 0.02 - provident fund
Cipla Pharma and Life Sciences Limited 8.60 2.69 Cipla Limited Employee Provident Fund 15.64 13.85
Sitec Labs Limited 0.71 0.10 Cipla Limited Employee gratuity fund 9.82 86.34
Cipla Europe NV 0.13 0.06 25.46 100.19
Invagen Pharmaceuticals Inc. 1.43 3.77 AN. Commission Received
Breathe Free Lanka (Private) Limited 0.28 0.24 Cipla Australia Pty. Ltd. - 0.04
Cipla Malaysia Sdn. Bhd. 0.09 0.51 - 0.04
Cipla Maroc S.A. 0.19 0.33 AO. Rent Paid
Cipla Holding B.V. 0.20 0.24 Cipla Pharmaceuticals Limited 0.31 0.31
Cipla Technologies LLC - 0.78 0.31 0.31
Exelan Pharmaceuticals Inc. 0.06 0.05
Cipla Kenya Limited 0.03 0.19 Note - Amount less than H 50,000/- is presented as H 0.00 crores.
Medpro Pharmaceutica (Pty) Limited 5.07 4.35
Cipla Colombia SAS 0.07 0.06 Terms and conditions of transactions with related parties:
Cipla Digital Health Limited 0.14 0.04 (i) All related party transactions entered during the year were
Cipla Pharmaceuticals Limited 0.08 0.06
in ordinary course of the business and on arms length basis.
Aspergen Inc. 0.60 0.23
Cipla Medica Pharmaceutical and - 0.83 Outstanding balances at the year end are unsecured and
settlement occurs in cash.
Chemical Industries Limited
Cipla Brasil lmportadora E 0.01 0.03 (ii) Names of related party and related party relationships, are
Distribuidora De Medicamentos Ltda. disclosed where transactions have taken place during the
Mirren (Pty) Limited 0.03 0.02
reporting period / balances are outstanding as at such date,
Cipla Middle East Pharmaceuticals - 0.26
and for all parties in the case of relationship of control and
FZ-LLC
significant influence.
23.60 30.06
AH. Royalty received (iii) Equity (or equity like) investments by the Company and equity
Cipla Health Limited 23.35 19.67 (or equity like) infusion into the Company are not considered
Cipla Quality Chemical Industries - 8.58 for disclosure under balances as these are not considered
Limited “outstanding” exposures. Refer note 5 for the same.
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• (i) All related party transactions entered during the year were in ordinary course of the business and on arms length basis. Outstanding balances at the year end are unsecured and settlement occurs in cash.

• (ii) Names of related party and related party relationships, are disclosed where transactions have taken place during the reporting period / balances are outstanding as at such date, and for all parties in the case of relationship of control and significant influence.

• (iii) Equity (or equity like) investments by the Company and equity (or equity like) infusion into the Company are not considered for disclosure under balances as these are not considered “outstanding” exposures. Refer note 5 for the same.

Cipla Limited | Annual Report 2024-25

Caring For Life

Notes to the Standalone Financial Statements

Note 41: Share based payments

The expense recognised for employee services received during the year is shown in the following table:

		Hin Crores
Particulars	For the year ended 31st March, 2025	For the year ended 31st March, 2024
Expense arising from equity settled share basedpayment transactions(ESOS and ESAR)*	27.15	25.07

• Current year charge is net off cross charge to Cipla Pharma and Life Sciences Limited of H 0.28 Crores.

A. Employee stock option scheme (‘ESOS’)

The Company has implemented Employee Stock Option Scheme 2013-A (‘ESOS 2013-A Scheme’) as approved by the shareholders on 22[nd] August, 2013. The ESOS 2013-A Scheme covers the permanent employees of the Company and its subsidiaries and directors (excluding promoter directors) [collectively "eligible employees"]. The nomination and remuneration committee of the Board of Cipla Limited administers the ESOS 2013-A Scheme and grants stock options to eligible employees.

Details of the options granted during the year ended 31[st] March, 2025 and 31[st] March, 2024 under the Scheme(s) are given below:

Scheme details	Grant date	No. of options granted	Exercise price (J) per option	Vesting period	Exercise period
ESOS 2013 - A	12thMay, 2023	1,37,733	2.00	2 Years	5 Years from vestingdate Within same calenderyear of vesting Within same calenderyear of vesting Within same calenderyear of vesting 5 Years from vestingdate
ESOS 2013 - A	12thMay, 2023	23,896	2.00	1 Year
ESOS 2013 - A	10thMay, 2024	16,584	2.00	1 Year
ESOS 2013 - A	10thMay, 2024	16,584	2.00	1 Year, 11 months
ESOS 2013 - A	10thMay, 2024	89,110	2.00	2 Years

The options are granted at an exercise price, which is in accordance with the relevant SEBI guidelines in force, at the time of such grants. Each option entitles the holder to exercise the right to apply for and seek allotment of one equity share of face value H 2 each.

Weighted average share price for options exercised during the year ended 31[st] March, 2025

Particulars	ESOS - 2013 - A
Weighted average shareprice(H)	1,464.32
Weighted average share price for options exercised during the year ended 31st March, 2024
Particulars	ESOS - 2013 - A
Weighted average shareprice(H)	1,052.70

Stock option activity under the scheme(s) for the year ended 31[st] March, 2025 is set out below:

ESOS 2013 - A

Particulars	No. of options	Weighted average exercise price (J) per option	Range of exercise price (J) per option	Weighted average remaining contractual life (years)
Outstanding at the beginning of theyear	4,21,584	2.00	2.00	4.32
Granted duringtheyear	1,22,278	2.00	2.00	-
Forfeited/cancelled duringtheyear	(19,169)	2.00	2.00	-
Lapsed duringtheyear	-	2.00	2.00	-
Exercised duringtheyear	(1,42,856)	2.00	2.00	-
Outstanding at the end of theyear	3,81,837	2.00	2.00	4.02
Exercisable at the end of theyear	1,64,824	2.00	2.00	2.85

Corporate Overview & Integrated Report Statutory Reports

Notes to the Standalone Financial Statements

Note 41: Share based payments (Contd..)

Stock option activity under the scheme(s) for the year ended 31[st] March, 2024 is set out below:

ESOS 2013 - A

Particulars	No. of options	Weighted average exercise price (J) per option	Range of exercise price (J) per option	Weighted average remaining contractual life (years)
Outstanding at the beginning of theyear	4,24,447	2.00	2.00	4.29
Granted duringtheyear	1,61,629	2.00	2.00	-
Forfeited/cancelled duringtheyear	(18,933)	2.00	2.00	-
Lapsed duringtheyear	-	2.00	2.00	-
Exercised duringtheyear	(1,45,559)	2.00	2.00	-
Outstanding at the end of theyear	4,21,584	2.00	2.00	4.32
Exercisable at the end of theyear	1,54,270	2.00	2.00	2.76

The Black Scholes valuation model has been used for computing weighted average fair value considering the following inputs:

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ESOS 2013 - A 31 [st] March, 2025 31 [st] March, 2024
Expected dividend yield (%) 0.63% 0.53%
Expected volatility 26.28% 26.46%
Risk-free interest rate 6.99% 6.86%
Weighted average share price ( H ) 1,358.80 943.60
Exercise price ( H ) 2.00 2.00
Expected life of options granted in years 3.77 4.04
Weighted average fair value of options ( H ) 1,325.44 922.12
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B. Employee Stock Appreciation Rights (‘ESARs’)

The Company has implemented "Cipla Employee Stock Appreciation Rights Scheme 2021 (‘ESAR 2021/the Scheme’)" as approved by the shareholders by postal ballot on 25[th] March, 2021. The Scheme covers the employees who are in permanent employment, including director(s) other than independent directors of the Company and its subsidiaries [collectively "eligible employees"]. The nomination and remuneration committee of the Board of Cipla Limited will administer this scheme and grant ESARs to the eligible employees. Further, the maximum number of Employee Stock Appreciation Rights (ESARs) that may be granted under the Scheme shall not exceed 1,75,00,000 and the maximum number of equity shares that may be issued towards appreciation of the ESARs to be granted under the Scheme shall not exceed 33,00,000 shares of H 2 each, i.e. face value. As per the terms of the ESAR Scheme, each ESAR will be settled by the issue of shares and hence been accounted as equity settled.

Details of the ESAR granted during the year ended 31[st] March, 2025 and 31[st] March, 2024 are given below:

Scheme details	Grant date	No. of options granted	Exercise price (J) per option	Vesting period	Fair value at grant date	Exercise period
ESAR 2021	12thMay, 2023	3,87,836	2.00	3 Yearsgraded vesting	330.42	5 Years from vestingdate
ESAR 2021	12thMay, 2023	76,821	2.00	1 Year	292.89	5 Years from vestingdate
ESAR 2021	10thMay, 2024	2,93,393	2.00	3 Yearsgraded vesting	435.45	5 Years from vestingdate
ESAR 2021	10thMay, 2024	63,746	2.00	1 Year	352.97	5 Years from vestingdate
ESAR 2021	10thMay, 2024	50,659	2.00	1 Year, 11 months	444.15	5 Years from vestingdate

Weighted average share price for ESAR exercised during year ended 31[st] March, 2025

Weighted average share price for ESAR exercised during year ended 31st March, 2025
Particulars	ESAR 2021
Weighted average shareprice(H)	1,496.51

Weighted average share price for ESAR exercised during year ended 31[st] March, 2024

Weighted average share price for ESAR exercised during year ended 31st March, 2024
Particulars	ESAR 2021
Weighted average shareprice(H)	1,221.95

Cipla Limited | Annual Report 2024-25

Caring For Life

Notes to the Standalone Financial Statements

Note 41: Share based payments (Contd..)

Stock option activity under the scheme(s) for the year ended 31[st] March, 2025 is set out below:

ESAR 2021

Particulars	No. of options	Weighted average exercise price (base price) (J) per option	Range of exercise price (base price) (J) per option	Weighted average remaining contractual life (years)
Outstanding at the beginning of theyear	7,49,785	941.11	913.38-1,139.34	5.58
Granted duringtheyear	4,07,798	1,390.90	1,390.90	-
Forfeited/cancelled duringtheyear	(60,595)	1,058.73	913.38 - 1,390.9	-
Lapsed duringtheyear	-	-	-	-
Exercised duringtheyear*	(2,60,402)	932.87	913.38 - 984.67	-
Outstanding at the end of theyear	8,36,586	1,154.41	913.38-1,390.9	5.32
Exercisable at the end of theyear	1,90,074	959.82	913.38-1,139.34	3.83

• Number of shares are issued against options exercised based on formula as defined in ESAR scheme 2021.

Stock option activity under the scheme(s) for the year ended 31[st] March, 2024 is set out below:

ESAR 2021

Particulars	No. of options	Weighted average exercise price (base price) (J) per option	Range of exercise price (base price) (J) per option	Weighted average remaining contractual life (years)
Outstanding at the beginning of theyear	7,00,755	956.17	913.38-1,139.34	5.38
Granted duringtheyear	4,64,657	918.77	918.77	-
Forfeited/cancelled duringtheyear	(50,285)	937.64	913.38 - 984.67	-
Lapsed duringtheyear	-	-	-	-
Exercised duringtheyear*	(3,65,342)	942.06	913.38 - 984.67	-
Outstanding at the end of theyear	7,49,785	941.11	913.38-1,139.34	5.58
Exercisable at the end of theyear	80,824	957.00	913.38-1139.34	3.91

• Number of shares are issued against options exercised based on formula as defined in ESAR scheme 2021.

The Black Scholes valuation model has been used for computing weighted average fair value considering the following inputs:

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Particulars 31 [st] March, 2025 31 [st] March, 2024
Expected dividend yield (%) 0.63% 0.53%
Expected volatility 25.98% 27.74%
Risk-free interest rate 7.02% 6.85%
Weighted average share price ( H ) 1,358.80 943.60
Exercise price ( H ) 1,390.90 918.77
Expected life of options granted in years 4.33 4.34
Weighted average fair value of options ( H ) 423.64 324.21
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The effect of share based payment transactions on the entity's profit or loss for the period and earnings per share is presented below:

Particulars	31st March, 2025	31st March, 2024
Profit from continuingand discontinuingoperations after tax as reported(Hin Crore)	5,157.65	4,077.25
Share basedpayment expense(Hin Crore)	27.15	25.07
Earnings per share
Basic(H)	64.20	50.82
Diluted(H)	64.15	50.77

Corporate Overview & Integrated Report Statutory Reports

Notes to the Standalone Financial Statements

Note 42: Segment information

In accordance with paragraph 3 of Indian Accounting Standard (Ind AS) 108 - Operating Segments, segment information has been given in the consolidated financial statements of the Company, and therefore, no separate disclosure on segment information is given in these standalone financial statements.

Note 43: Details of loans given, investment made and guarantee given

(a) Disclosure as per Regulations 34(3) and 53(f) of Securities Exchange Board of India - Listing Obligations and Disclosure Requirements (LODR) and Section 186(4) of the Companies Act, 2013 for the year ended 31[st] March, 2025 and 31[st] March, 2024:

Sr. No.	Name of the Company	Granted during the year ended 31st March, 2025	Maximum balance during the year	As at 31st March, 2025	Granted during the year ended 31st March, 2024	Maximum balance during the year	As at 31st March, 2024
1	Cipla USA Inc.	392.37	992.52	598.33	205.49	992.52	992.52
2	Cipla Health Limited	80.00	130.20	-	-	128.09	50.20
3	Sitec Labs Limited	21.00	26.00	26.00	2.00	5.00	5.00
4	Cipla Pharma and Life Sciences Limited	-	198.21	-	198.21	198.21	198.21
5	Cipla Medpro South Africa(Pty)Limited	-	1,025.33	564.90	933.22	943.43	917.70

Notes:

• i. All the above loans have been given for business purposes.

• ii. The loanees have not made any investment in the shares of the Company.

• iii. Loans given to employees as per the Company’s policy are not considered.

• iv. Loans granted are unsecured.

• v. Refer note 6 and 15 for loans granted during the year.

• d. The Company does not have any charges or satisfaction which is yet to be registered with Registrar of Companies (ROC) beyond the statutory period.

• e. The Company has not traded or invested in Crypto Currency or Virtual Currency during the financial year.

• f. The Company has not received any fund from any person(s) or entity(ies), including foreign entities (Funding Party) with the understanding (whether recorded in writing or otherwise) that the Company shall :

(b) Refer note 5 for investments.

(c) Corporate guarantees given by the Company in respect of loans

obtained by subsidiaries - During previous year the Company had given guarantee on behalf of its wholly owned subsidiary Medpro Pharmaceutica (Pty) Ltd. of H 423.87 Crore (ZAR 945 million). The guarantee was issued on 17[th] November 2023 and was released on 13[th] December 2023.

Note 44: Additional disclosure with respect to amendments to Schedule III

• a. The Company does not have any Benami property, where any proceeding has been initiated or pending against them for holding any Benami property.

• b. The Company does not have any such transaction which is not recorded in the books of accounts that has been surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act, 1961 (such as, search or survey or any other relevant provisions of the Income Tax Act, 1961).

• c. The Company has not been declared a wilful defaulter by any bank or financial institution or other lender (as defined under the Companies Act, 2013) or consortium thereof, in accordance with the guidelines on wilful defaulters issued by the Reserve Bank of India.

• (a) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (Ultimate Beneficiaries); or

• (b) provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.

• g. The Company has not entered into any scheme of arrangement which has an accounting impact on the current or previous financial year.

• h. The Company has complied with the number of layers prescribed under the Companies Act, 2013.

• i. The Company does not have any transaction with companies struck off under section 248 of the Companies Act, 2013 or section 560 of the Companies Act, 1956 as of and for the year ended 31[st] March, 2025 and 31[st] March 2024:

• j. The Company has invested in the following entities with the understanding (whether recorded in writing or otherwise) that the Company shall directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (Ultimate Beneficiaries). However it has not been from the borrowed fund.

Cipla Limited | Annual Report 2024-25

Caring For Life

Notes to the Standalone Financial Statements

Note 44: Additional disclosure with respect to amendments to Schedule III (Contd..)

31[st] March, 2025:-

				Hin Crores
Sr. No.	Name of entity	Amount	Nature of transactions	Purpose
1	Cipla(EU)Limited	156.00	Investment in whollyowned subsidiary	For further investment in stepdown subsidiaries
31st March, 2024:-				Hin Crores
Sr. No.	Name of entity	Amount	Nature of transactions	Purpose
1	Cipla (EU) Limited	250.95	Investment in wholly owned subsidiary	For further investment and loan in step down subsidiaries

• k. The Company has not advanced or loaned funds to any other person(s) or entity(ies), including foreign entities (Intermediaries) with the understanding that the Intermediary shall:

• a. directly or indirectly lend in other persons or entities identified in any manner whatsoever by or on behalf of the group (Ultimate Beneficiaries) or

• b. provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries

Analytical ratios

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As at As at
Sr. % Variance
Particulars Numerator Denominator 31 [st] March 2025 31 [st] March 2024
No. Variance Remark
Current Period Previous Period
1 Current ratio (in times) Current assets Current liabilities 5.77 5.19 11.18% Note a
2 Debt-equity ratio Total debt [(1)] Shareholder’s equity 0.004 0.002 131.25% Note b
(in times)
3 Debt service coverage Earning available for Debt service [(3)] 237.65 206.68 14.98% Note a
ratio (in times) Debt Service [(2)]
4 Return on equity ratio Net Profits after Average 17.17% 15.50% 10.77% Note a
(in %) taxes Shareholder’s Equity
5 Inventory turnover ratio Cost of goods sold Average inventory 1.59 1.79 (10.93%) Note a
(in times)
6 Trade receivables Revenue from Average trade 5.82 6.48 (10.19%) Note a
turnover ratio (in times) operations receivable
7 Trade payables Net Credit Purchases Average trade 5.72 6.13 (6.69%) Note a
turnover ratio (in times) & other expenses payables
8 Net capital turnover Revenue from Working capital 1.25 1.51 (17.22%) Note a
ratio (in times) operations
9 Net profit ratio (in %) Net profit Revenue from 27.08% 22.58% 19.93% Note a
operations
10 Return on capital Earnings before Capital employed [(4)] 19.21% 19.46% (1.28%) Note a
employed (in %) interest and taxes
11 Return on investment Interest and Treasury Monthly Average 7.68% 7.15% 7.41% Note a
(in %) Income [(5)] Investment [(6)]
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Notes :

• a. In respect of aforesaid mentioned ratios, there is no significant change (25% or more) in FY 2024-25 in comparison to FY 2023-24.

• b. Change due to increase in lease liability for new lease agreements entered during the years

• The Company does not have any borrowings as at 31[st] March, 2025 and 31[st] March, 2024. Debt Service coverage ratio has been computed basis lease liabilities repayment schedule as per Guidance note on Schedule III issued by the Institute of Chartered Accountants of India.

(1) Debt represents only lease liabilities

• (2) Net Profit after taxes + Non-cash operating expenses like depreciation and other amortisations + Interest + other adjustments

• (3) Interest and lease payments + Principal repayments

• (4) Tangible net worth + deferred tax liabilities + Lease Liabilities

• (5) Interest on inter-company deposits and fixed deposits + income from mutual funds

• (6) Average of monthly balances of (Inter-company deposits + fixed deposits + investments in mutual funds)

Corporate Overview & Integrated Report Statutory Reports

Notes to the Standalone Financial Statements

Note 45: Financial instruments

A. Accounting classification and fair value measurement

The fair value of financial assets and liabilities are included at the amount at which the instrument could be exchanged in a current transaction between willing parties, other than in a forced or liquidation sale.

The following methods and assumptions were used to estimate the fair values:

The carrying amount of trade receivable, lease liability, trade payable, loans, cash and cash equivalents, other bank balances and other receivables as at 31[st] March, 2025 and 31[st] March, 2024 are considered to be the same as their fair values, due to their short-term nature.

Financial Instruments with fixed and variable interest rates are evaluated by the company based on parameters such as interest rate and individual credit worthiness of the counterparty. Based on this evaluation, allowances are taken to account for the expected losses of these receivables.

Fair value hierarchy

The fair value hierarchy is based on inputs to valuation techniques that are used to measure fair value that are either observable or unobservable and consists of following:

Level 1 - Category includes financial assets and liabilities, that are measured in whole or in significant part by reference to published quoted price (unadjusted) in an active market.

Level 2 - Category includes financial assets and liabilities measured using a valuation technique based on assumptions that are supported by prices from observable current market transactions. These include assets and liabilities for which pricing is obtained via pricing services, but where prices have not been determined in an active market, financial assets with fair values based on broker quotes and assets that are valued using the Company's own valuation models whereby the material assumptions are market observable. The majority of Company’s over-the-counter derivatives and several other instruments not traded in active markets fall within this category.

Level 3 - Category includes financial assets and liabilities measured using valuation techniques based on non market observable inputs. This means that fair values are determined in whole or in part using a valuation model based on assumptions that are neither supported by prices from observable current market transactions in the same instrument nor are they based on available market data. However, the fair value measurement objective remains the same, that is, to estimate an exit price from the perspective of the Company. The main asset classes in this category are unlisted equity investments as well as unlisted funds.

Cipla Limited | Annual Report 2024-25

Caring For Life

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in Crores Total 0.05 13.92 46.28 0.00 1.86 - 73.21 11.76 - 9.47 6,849.31 - - - - 5.44 - 331.31 - 4.72 - 30.81 - - 2.65 0.70 28.59 203.17
H
Level 3 0.05 13.92 46.28 0.00 1.86 - 73.21 - - 9.47 - - - - - - - 331.31 - 4.72 - - - - 2.65 0.70 - 203.17
- - - - - - - - - - - - - - - - - - - - - - - -
Fair Value
Level 2 11.76 5.44 30.81 28.59
Level 1 - - - - - - - - - - 6,849.31 - - - - - - - - - - - - - - - - -
Total 0.05 13.92 46.28 0.00 1.86 975.54 73.21 11.76 171.33 9.47 6,849.31 3,859.99 82.74 195.71 213.87 5.44 2,548.62 331.31 86.18 4.72 - 30.81 31.20 1,883.71 2.65 0.70 28.59 203.17
Amortised cost - - 5.87 0.00 1.86 975.54 73.21 - 171.33 9.47 - 3,859.99 82.74 195.71 213.87 - 2,548.62 331.31 86.18 4.72 - - 31.20 1,883.71 2.65 - - 203.17
Carrying value Designated upon initial recognition 0.05 13.92 40.41 - - - - - - - - - - - - - - - - - - - - - - - - -
FVOCI Mandatory Designation - - - - - - - 10.76 - - - - - - - 2.09 - - - - - - - - - - 0.16 -
FVTPL 0.00 - - 0.00 - - - 1.00 - - 6,849.31 - - - - 3.35 - - - - - 30.81 - - - 0.70 28.43 -
Mandatory Designation
5 5 5 5 5 6 7 7 7 7 11 12 13 14 15 16 16 16 2.2 20 20 20 2.2 23 24 24 24 24
Note

Particulars Financial assets: Non-Current Investments Investments in equity instrument- Investments in Venture funds- Investment in limited liability partnership firm- Investment in National saving certificates- Investment in Debentures- Non- Current Loans Other Non-Current Financial Assets Security Deposit- Derivative instruments- Fixed Deposit- Others- Investments in mutual funds Trade receivables Cash and Cash Equivalents Other Bank Balances including earmarked balances with banks Current Loans Other Current Financial Assets Derivative instruments- Fixed Deposit- Others- Financial liabilities: Lease Liability (Non Current) Other Non-Current Financial Liabilities Security Deposit- Derivative instruments- Others- Lease Liability (Current) Trade Payables Other Current Financial Liabilities Security Deposit- Deferred consideration- Derivative instruments- Others-
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Corporate Overview & Integrated Report

Statutory Reports

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Total 0.05 6.28 35.86 0.00 1.67 - 64.18 8.31 - 9.28 4,383.59 - - - - 24.35 - 565.59 - 5.08 1.81 - - 2.71 12.00 206.45
Level 3 0.05 6.28 35.86 0.00 1.67 - 64.18 - - 9.28 - - - - - - - 565.59 - 5.08 - - - 2.71 12.00 206.45
- - - - - - - - - - - - - - - - - - - - - - -
Fair Value Level 2 8.31 24.35 1.81
Level 1 - - - - - - - - - - 4,383.59 - - - - - - - - - - - - - - -
Total 0.05 6.28 35.86 0.00 1.67 1,379.62 64.18 8.31 410.82 9.28 4,383.59 2,681.75 164.52 168.68 784.25 24.35 2,176.75 565.59 29.55 5.08 1.81 16.00 1,684.64 2.71 12.00 206.45
Amortised cost - - 6.14 0.00 1.67 1,379.62 64.18 - 410.82 9.28 - 2,681.75 164.52 168.68 784.25 - 2,176.75 565.59 29.55 5.08 - 16.00 1,684.64 2.71 - 206.45
Carrying value Designated upon initial recognition 0.05 6.28 29.72 - - - - - - - - - - - - - - - - - - - - - - -
FVOCI Mandatory Designation - - - - - - - 0.11 - - - - - - - 11.30 - - - - 1.81 - - - - -
0.00 - - - - - - 8.20 - - - - - - 13.05 - - - - - - - - 12.00 -
FVTPL Mandatory Designation 4,383.59
5 5 5 5 5 6 7 7 7 7 11 12 13 14 15 16 16 16 2.2 20 20 2.2 23 24 24 24
Note

Particulars Financial assets: Non-Current Investments Investments in equity instrument- Investments in Venture funds- Investment in limited liability partnership firm- Investment in National saving certificates- Investment in Debentures- Non- Current Loans Other Non-Current Financial Assets Security Deposit- Derivative instruments- Fixed Deposit- Others- Investments in mutual funds Trade receivables Cash and Cash Equivalents Other Bank Balances including earmarked balances with banks Current Loans Other Current Financial Assets Derivative instruments- Fixed Deposit- Others- Financial liabilities: Lease Liability (Non Current) Other Non-Current Financial Liabilities Security Deposit- Derivative instruments- Lease Liability (Current) Trade Payables Other Current Financial Liabilities Security Deposit- Deferred consideration- Others-
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Cipla Limited | Annual Report 2024-25

Caring For Life

Notes to the Standalone Financial Statements

Note 45: Financial instruments (Contd..)

(i) There have been no transfer between Level 1 and Level 2 for the years ended 31[st] March, 2025 and 31[st] March, 2024.

• (ii) Reconciliation of Level 3 fair values

The following table shows a reconciliation from the opening balances to the closing balances for Level 3 fair values

Particulars	Equity Securities	Other investments	Deferred consideration
Balance at 1st April, 2023	0.05	48.53	-
Addition duringtheyear	-	6.28	12.00
Transfer out from Level 3	-	-	-
Net change in fair value(unrealised)	-	(11.00)	-
Foreign exchangegain/loss	-	-	-
Balance at 31st March, 2024	0.05	43.81	12.00
Addition duringtheyear	-	17.83	-
Transfer out from Level 3	-	-	(11.30)
Net change in fair value(unrealised)	-	0.42	-
Foreign exchangegain/(loss)	-	-	-
Balance at 31st March, 2025	0.05	62.06	0.70

(iii) Valuation techniques and significant unobservable inputs:

The following tables show the valuation techniques used in measuring Level 2 and Level 3 fair values for financial instruments in the consolidated balance sheet as well as the significant unobservable inputs used in measuring Level 3 fair value for financial instruments.

Particulars	Valuation technique	Significant unobservable inputs
Deferred consideration	Discounted cash flow method	Not Applicable
Investment (unquoted) (other than subsidiaries & associates)	Discounted cash flow method	Expected cash flows
Fair value of derivatives	The fair value is determined using quoted forward exchange rates at the reportingdate	Not Applicable

B. Financial risk management objectives and policies

The Company's activities expose it to a variety of financial risks: market risk, credit risk and liquidity risk. The Company's primary focus is to foresee the unpredictability of financial markets and seek to minimise potential adverse effects on its financial performance.

framework has different risk models which help in identifying risks trend, exposure and potential impact analysis at a Company level.

The Audit Committee of the Board periodically reviews the risk management framework.

Market risk

The Company’s financial liabilities comprise of trade payable and other liabilities to manage its operation and financial assets include trade receivables, security deposits, loans and advances, etc, arises from its operation.

The Company has constituted a Risk Management Committee consisting of a majority of directors and senior managerial personnel. The Company has implemented a robust Business Risk Management framework to identify, evaluate business risks and opportunities. This framework seeks to create transparency, minimise adverse impact on the business objectives and enhance the Company’s competitive advantage. The business risk framework defines the risk management approach across the enterprise at various levels including documentation and reporting. The

Market risk is the risk of loss of future earnings, fair values or future cash flows that may result from adverse changes in market rates and prices. The Company’s size and operations result in it being exposed to the following market risks that arise from its use of financial instruments:

• currency risk;

• other price risk; and

• interest rate risk

The above risks may affect the Company’s income and expenses, or the value of its financial instruments. The Company’s exposure to and management of these risks are explained below.

Corporate Overview & Integrated Report Statutory Reports

Notes to the Standalone Financial Statements

Note 45: Financial instruments (Contd..)

(a) Currency risk:

The Company operates internationally and a major portion of the business is transacted in multiple currencies and consequently the Company is exposed to foreign exchange risk to the extent that there is mismatch between the currencies in which its sales and services and purchases from overseas suppliers in various foreign currencies. The Company also holds derivative financial instruments such as foreign exchange forward and currency option contracts to mitigate the risk of changes in exchange rates on foreign currency exposures. The exchange rate between the Indian Rupee and foreign currencies has changed substantially in recent years and may fluctuate substantially in the future. Consequently, the results of the Company’s operations are affected as the Rupee (INR) appreciates/ depreciates against US Dollar (USD), Euro (EUR), Great Britain Pound (GBP), South African Rand (ZAR) and other currencies.

Foreign exchange risk

• (i) Foreign exchange derivatives and exposures outstanding at the year end

				Hin Crores
Particulars	Currency	Cross currency	As at 31st March, 2025	As at 31st March, 2024
Forward contracts - Sold	USD ZAR ZAR AUD USD	INR INR INR INR INR	4,790.33	5,119.26
Forward contracts - Sold			638.29	1,072.72
Forward contracts -CurrencySwapSold			470.75	437.00
Forward contracts - Sold			104.77	81.44
Foreign exchange currencyoptions contracts - Sold and bought			359.00	508.77
Unhedged foreign exchange exposures:
Trade and other receivables			767.81	310.95
Cash and cash equivalents			8.56	144.25
Trade and otherpayables			(541.09)	(596.29)

Note: The Company uses foreign exchange forward and currency options contracts/derivatives for hedging purposes.

• (ii) Foreign currency risk from financial instruments as of:

						Hin Crores
Particulars			31st March, 2025
	USD	EUR	GBP	ZAR	Other Currency	Total
Trade and other receivables	504.81	63.66	60.94	68.98	69.42	767.81
Cash and cash equivalents	7.58	0.51	0.29	-	0.18	8.56
Trade and otherpayables	(390.62)	(109.73)	(22.98)	-	(17.76)	(541.09)
Net assets/(liabilities)	121.77	(45.56)	38.25	68.98	51.84	235.28
						Hin Crores
Particulars			31st March, 2024
	USD	EUR	GBP	ZAR	Other Currency	Total
Trade and other receivables	284.74	17.80	1.76	- 36.91 (7.15)	6.65	310.95
Cash and cash equivalents	81.98	10.60	-		14.76	144.25
Trade and otherpayables	(349.75)	(132.34)	(53.95)		(53.10)	(596.29)
Net assets/(liabilities)	16.97	(103.94)	(52.19)	29.76	(31.69)	(141.09)

Cipla Limited | Annual Report 2024-25

Caring For Life

Notes to the Standalone Financial Statements

Note 45: Financial instruments (Contd..)

(iii) Sensitivity analysis

For the years ended 31[st] March, 2025 and 31[st] March, 2024, 5% strengthening of the Indian rupee (INR) against foreign currencies for the above mentioned financial assets/liabilities would (decrease)/increase the equity and profit or loss by the amounts shown below. A 5% weakening of the Indian rupee (INR) and the respective currencies would lead to an equal but opposite effect. This analysis assumes that all other variables remain constant.

		Hin Crores
Particulars	For the year ended 31st March, 2025	For the year ended 31st March, 2024
Movement in exchange rate (Strengthening of INR)
USD - INR	5%	5%
EUR - INR	5%	5%
GBP - INR	5%	5%
ZAR - INR	5%	5%
Other currency	5%	5%
Impact onprofit/loss
USD - INR	6.09	0.85
EUR - INR	2.28	5.20
GBP - INR	1.91	2.61
ZAR - INR	3.45	1.49
Other currency	2.59	1.58

(b) Other Price risk

The Company is mainly exposed to the other price risk due to its investment in mutual funds. The price risk arises due to uncertainties about the future market values of these investments. At 31[st] March, 2025, the investments in mutual funds amounts to H 6,849.31 crore (31[st] March, 2024: H 4,383.59 crore). These are exposed to price risk. The Company has laid policies and guidelines which it adheres to in order to minimise price risk arising from investments in mutual funds. A 1% increase/(decrease) in prices would increase/(decrease) the equity and profit or loss by the amounts shown below.

The Company is not an active investor in equity markets; it holds certain investments in equity for long term value accretion which are accordingly measured at fair value through Other Comprehensive Income. The value of investments in such equity instruments as at 31[st] March, 2025 is H 54.38 Crores (31[st] March, 2024: H 36.05 Crores). Accordingly, fair value fluctuations arising from market volatility is recognised in Other Comprehensive Income.

Note 45: Financial instruments (Contd..)

		Hin Crores
Particulars	As at 31st March, 2025	As at 31st March, 2024
Impact on other comprehensive income/loss
Increase by1%	5.43	3.60
Decrease by1%	(5.43)	(3.60)

(c) Interest rate risk

Interest rate risk can be either fair value interest rate risk or cash flow interest rate risk. Fair value interest rate risk is the risk of changes in fair values of fixed interest bearing financial assets or borrowings because of fluctuations in the interest rates if such assets/borrowings are measured at fair value through profit or loss. Cash flow interest rate risk is the risk that the future cash flows of floating interest bearing borrowings will fluctuate because of fluctuations in the interest rates.

The Company does not have any borrowings and therefore not exposed to interest rate risk. Considering the short-term nature, there is no significant interest rate risk pertaining to short-term deposits.

The Company also invests in debt mutual fund schemes of leading fund houses. Such investments are susceptible to market price risks that arise mainly from changes in interest rate which may impact the return and value of such investments. However, given the relatively short tenure of underlying portfolio of the debt mutual fund schemes in which the Company has invested, such price risk is not significant.

Credit risk

or counterparty to a financial instrument fails to meet its contractual obligations, and arises principally from the Company’s receivables from customers and investment securities. The Company establishes an allowance for credit losses and impairment that represents its estimate of expected losses in respect of trade and other receivables, cash and cash equivalents and investments.

The carrying value of financial assets represents the maximum credit risk. The maximum exposure to credit risk was H 16,089.78 Crores and H 14,923.76 Crores, as at 31[st] March, 2025 and 31[st] March, 2024 respectively, being the total carrying value of trade receivables, balances with bank, bank deposits, derivative assets and other financial assets.

Trade and other Receivables

Sensitivity Analysis of 1% change in price.

Sensitivity Analysis of 1% change in price.
		Hin Crores
Particulars	As at 31st March, 2025	As at 31st March, 2024
Impact onprofit/loss	68.49	43.84
Increase by1%	(68.49)	(43.84)
Decrease by 1%

individual characteristics of each customer. The demographics of the customer, including the default risk of the industry and country in which the customer operates, also has an influence on credit risk assessment. Credit risk is managed through credit approvals, establishing credit limits and continuously monitoring the creditworthiness of customers to which the Company grants credit terms in the normal course of business.

Corporate Overview & Integrated Report Statutory Reports

Notes to the Standalone Financial Statements

Note 45: Financial instruments (Contd..)

Cash and cash equivalents and investments:

Credit risk on cash and cash equivalents is limited as the Company generally invest in deposits with banks and financial institutions with high credit ratings assigned by international and domestic credit rating agencies. The Company limits its exposure to credit risk by generally investing in liquid securities and only with counterparties that have a good credit rating.

The Company does not expect any losses from non-performance by these counterparties, and does not have any significant concentration of exposures to specific industry sectors or specific country risks.

None of the Company’s cash equivalents, including term deposits (i.e., certificates of deposit) with banks, were past due or impaired as at 31[st] March, 2025 (as at 31[st] March, 2024: nil).

Note 45: Financial instruments (Contd..)

For ageing analysis of the receivable (gross of provision) - refer note 12.

Expected credit loss:

In accordance with Ind AS 109- Financial Instruments, the Company uses the expected credit loss (“ECL”) model for measurement and recognition of impairment loss on its trade receivables or any contractual right to receive cash or another financial asset that result from transactions that are within the scope of Ind AS 115- Revenue from contracts with customers. For this purpose, the Company uses a provision matrix to compute the expected credit loss amount for trade receivables. The provision matrix takes into account external and internal credit risk factors and historical data of credit losses from various customers. The default in collection as a percentage to total receivable is low and overall expected credit loss is not material to these financial statements.

The details of changes in allowance for credit losses during the year ended 31[st] March, 2025 and 31[st] March, 2024 for trade receivables are as follows:

as follows:
			Hin Crores
Particulars	Other Receivable		Trade Receivable
	For the year ended 31st March, 2025	For the year ended 31st March, 2024	For the year ended 31st March, 2025	For the year ended 31st March, 2024
Opening balance	3.22	4.13	105.56	101.24
Provided duringtheyear	0.61	2.76	20.21	29.57
Reversal ofprovision duringtheyear	-	-	(22.10)	(20.35)
Written off/back duringtheyear	(2.37)	(3.67)	(33.42)	(5.74)
Effect of changes in the foreign exchange rates	-	-	(6.53)	0.84
	1.46	3.22	63.72	105.56

Liquidity risk

Liquidity risk is the risk that the Company will face in meeting its obligations associated with its financial liabilities. The Company’s approach in managing liquidity is to ensure that it will have sufficient funds to meet its liabilities when due without incurring unacceptable losses. In doing this, management considers both normal and stressed conditions. The Company maintained a cautious liquidity strategy, with a positive cash balance throughout the year ended 31[st] March, 2025 and 31[st] March, 2024. Cash flow from operating activities provides the funds to service the financial liabilities on a day-to-day basis. The Company regularly monitors the rolling forecasts to ensure it has sufficient cash on an on-going basis to meet operational needs. Any short-term surplus cash generated, over and above the amount required for working capital management and other operational requirements, is retained as cash and cash equivalents (to the extent required) and any excess is invested in interest bearing term deposits and other highly marketable debt investments with appropriate maturities to optimise the cash returns on investments while ensuring sufficient liquidity to meet its liabilities.

The table below provides details regarding the contractual maturities of significant financial liabilities on undiscounted basis as of 31[st] March, 2025:

31stMarch, 2025:
				Hin Crores
Particulars	Less than 1 year	1-5 years	Above 5 years	Total
Non derivative:
Tradepayables	1,883.71	-	-	1,883.71
Other financial liabilities	206.52	4.72	-	211.24
Lease liabilities Derivative:	32.40	95.43	20.69	148.52
Derivative designated as hedge	0.16	-	-	0.16
Derivative not designated as hedge	28.43	30.81	-	59.24
	2,151.22	130.96	20.69	2,302.87

Cipla Limited | Annual Report 2024-25

Caring For Life

Notes to the Standalone Financial Statements

Note 45: Financial instruments (Contd..)

The table below provides details regarding the contractual maturities of significant financial liabilities on undiscounted basis as of 31[st] March, 2024:

31stMarch, 2024:
				Hin Crores
Particulars	Less than 1 year	1-5 years	Above 5 years	Total
Non derivative:
Tradepayables	1,684.64	-	-	1,684.64
Other financial liabilities	221.16	5.08	-	226.24
Lease liabilities	16.85	34.26	7.56	58.67
Derivative:
Derivative designated as hedge	-	1.81	-	1.81
Derivative not designated as hedge	-	-	-	-
	1,922.65	41.15	7.56	1,971.36

(d) Impact of hedging activities

The Company uses foreign exchange forward and currency option contracts to hedge against the foreign currency risk of highly probable USD, AUD, EUR and ZAR sales. Such derivative financial instruments are governed by the Company’s policies approved by the Board of Directors, which provide written principles on the use of such instruments consistent with the Company’s risk management strategy. As the value of the derivative instrument generally changes in response to the value of the hedged item, the economic relationship is established.

a) Disclosure of effects of hedge accounting in the Company's balance sheet

						Hin Crores
Type of hedge and risks	Carrying amount			Maturity date	Hedge ratio*	Weighted average strike price/rate
	Nominal amount	Assets	Liabilities
31st March, 2025
Cash flow hedge
Foreign exchange risk
i) Foreign exchange forward contracts (refer note 7, 16 & 24 )	3,960.31	-	17.91	April 2025- September 2026	1:1	AUD 1 =H56.77 USD 1 =H86.55 ZAR 1 =H4.51
ii) Foreign exchange currency options contracts - sold(refer note 7 & 24)	359.00	-	3.17	May 2025- July2026	1:1	USD 1 =H87.92
iii) Foreign exchange currency options contracts - bought(refer note 7 & 24)	359.00	5.33	-	May 2025- July2026	1:1	USD 1 =H86.72
Fair value hedge
Foreign exchange risk
i) Foreign exchange forward contracts (refer note 7 & 16)	1,573.09	4.35	-	April 2025- March 2028	1:1	USD 1=H87.67 ZAR 1=H4.35 AUD 1=H54.96
ii) Foreign exchange currency Swap contracts (refer note 20)	470.75		30.81	March 2029- October 2029	1:1	ZAR 1=H4.43

						Hin Crores
Type of hedge and risks	Carrying amount			Maturity date	Hedge ratio*	Weighted average strike price/rate
	Nominal amount	Assets	Liabilities
31st March, 2024
Cash flow hedge
Foreign exchange risk
i) Foreign exchange forward contracts (refer note 16 & 20 )	3,723.38	21.56	-	April 2024- September 2025	1:1	AUD 1 =H57.03 USD 1 =H84.57 ZAR 1 =H4.45
ii) Foreign exchange currency options contracts - sold(refer note 16 & 20)	508.77	-	3.65	April 2024- July2025	1:1	USD 1 =H85.34
iii) Foreign exchange currency options contracts - bought(refer note 16 & 20)	508.77	4.33	-	April 2024- July2025	1:1	USD 1 =H83.94

Corporate Overview & Integrated Report

Statutory Reports

Notes to the Standalone Financial Statements

Note 45: Financial instruments (Contd..)

						Hin Crores
Type of hedge and risks	Carrying amount			Maturity date	Hedge ratio*	Weighted average strike price/rate
	Nominal amount	Assets	Liabilities
Fair value hedge
Foreign exchange risk
i) Foreign exchange forward contracts (refer note 7 & 16)	2,550.04	6.22	-	April 2024- March 2028	1:1	USD 1=H83.93 ZAR 1= H4.23
ii) Foreign exchange currency Swap contracts (refer note 7 & 16 )	437.00	2.39	-	March 2029- October 2029	1:1	ZAR 1=H4.43

*The foreign currency forward and currency options contracts are denominated in the same currency as the highly probable future sales, therefore hedge ratio of 1:1.

b) Disclosure of effects of hedge accounting in the Company's profit or loss and other comprehensive income

				Hin Crores
Type of hedge	Change in the value of the hedging instrument recognised in other comprehensive income	Hedge ineffectiveness recognised in profit or loss	Amount reclassified from cash flow hedging reserve to profit or loss (recognised as component of revenue)	Amount recognised in profit or loss
31st March, 2025				-
Foreign exchange risk
(i)Cash flowhedge	(46.53)	-	50.00
				Hin Crores
Type of hedge	Change in the value of the hedging instrument recognised in other comprehensive income	Hedge ineffectiveness recognised in profit or loss	Amount reclassified from cash flow hedging reserve to profit or loss (recognised as component of revenue)	Amount recognised in profit or loss
31st March, 2024	38.92			-
Foreign exchange risk
(i)Cash flowhedge		-	(36.12)

Hedge effectiveness is determined at the inception of hedge relationship, and through periodic prospective effectiveness assessment to ensure that an economic relationship exists between the hedged item and hedging instruments. It is calculated by comparing changes in fair value of the hedged item, with the changes in fair value of the hedging instrument.

If the hedge ratio for risk management purposes is no longer optimal but the risk management objective remains unchanged and the hedge continues to qualify for hedge accounting, the hedge relationship will be rebalanced by adjusting either the volume of the hedging instrument or the volume of the hedged item so that the hedge ratio aligns with the ratio used for risk management purposes. Any hedge ineffectiveness is calculated and accounted for in profit or loss at the time of the hedge relationship rebalancing.

		Hin Crores
Cash flow hedging reserve	As at 31st March, 2025	As at 31st March, 2024
Opening balance	7.18	5.09
Add: Changes in fair value	(46.53)	38.92
Less: Amount reclassified toprofit or loss	50.00	(36.12)
Less: Deferred tax relatingto above	(0.87)	(0.71)
Closing balance	9.78	7.18

Note 46: Corporate social responsibility (CSR) expenditure

The Company meets the criteria specified under Section 135 of the Companies Act, 2013 and has formed a Corporate Social Responsibility (CSR) Committee to monitor the CSR activities implemented as per the CSR Policy of the Company. The Company spends in each financial year at least 2% of its average net profit for the immediately preceding three financial years as per provisions of Section 135 of the Act and in compliance of its CSR policy. The funds allocated are utilized through the year on the activities which are specified in Schedule VII of the Act. Key focus areas for CSR activities include Health, Education, Skilling, Environmental Sustainability, Disaster Response, Rural development projects, Research and Development and any other activity permissible under Schedule VII of the Act.

under Schedule VII of the Act.
		Hin Crores
Particulars	For the year ended 31st March, 2025	For the year ended 31st March, 2024
A) Amount required to be spent by the companyduringtheyear#	80.06	69.61
B) Amount of expenditure incurred on construction/acquisition of assets	5.53	8.40

Cipla Limited | Annual Report 2024-25

Caring For Life

Notes to the Standalone Financial Statements

Note 46: Corporate social responsibility (CSR) expenditure (Contd..)

expenditure (Contd..)
		Hin Crores
Particulars	For the year ended 31st March, 2025	For the year ended 31st March, 2024
C) Amount of expenditure incurred/ unspent amount deposited to separate bank account on purposes other than (B) above#&**	74.54	61.11
D) Shortfall at the end of the year	-	-
E)Details of related party transactions*	67.48	58.21
F) Balance carried forward:
Opening balance	0.68	0.78
Addition during the year**	80.07	69.51
Utilised during the year (including excess provided of previous year)	(80.06)	(69.61)
Closing balance	0.69	0.68

*This includes contribution to Cipla Foundation, which is a trust, with focus on Health, Education, Skilling, Environmental Sustainability etc.

includes the surplus of H 0.49 Crores (31st March, 2024: H 0.27 Crores) arising out of the CSR Projects.

The Company will be setting off the excess spent of H 0.69 Crores (2023-24: H 0.68 Crores) during the year 2024-25 against the next year’s CSR obligation. **Addition during the year includes CSR amount of H 4.75 Crores towards an ongoing project which has been deposited in a special account designated as “Unspent Corporate Social Responsibility” Account. There is an ongoing project as at 31[st] March, 2025 while there were no ongoing project as at 31[st] March, 2024.

Note 47: Capital management

A. Risk Management

The Company’s objectives when managing capital are to safeguard their ability to continue as a going concern so that they can continue to provide returns for shareholders and benefits for other stakeholders, and maintain an optimal structure to reduce the cost of capital. In order to maintain or adjust the capital structure, the Company may adjust the amounts of dividends paid to shareholders, return capital to shareholders, issue new shares or sell new assets to reduce debt. Consistent with others in Industry, the Company monitors capital on the basis of the following gearing ratio: (net debt divided by total 'equity')

Net debt = Total borrowings (including lease liabilities) less [Cash and cash equivalents + Bank balance other than cash and cash equivalents (excluding balance earmarked for unclaimed dividend) + Current investments + Fixed deposits]

Note 47: Capital management (Contd..)

B. Dividend on equity share

B. Dividend on equity share
		Hin Crores
Particulars	For the year ended 31st March, 2025	For the year ended 31st March, 2024
(a) Dividend on equity shares paid during theyear	1,049.83 1,049.83	686.17
Final dividend for the year [FY 2023-24 :H13 per equity share ofH2.00 each] [FY 2022-23 :H8.50 per equity share ofH2.00 each]"
Total		686.17
(b) Proposed dividend on equity share not recognised as liability	1,292.19	1,049.58

The Board of Directors of the Company at its meeting held on 13[th] May, 2025 has recommended a final dividend of H 13.00 per equity share and a special dividend of H 3.00 per equity share on the occasion of completing 90 years of the Company, taking the total dividend to H 16.00 per equity share (face value of H 2.00 each) which is subject to approval at the ensuing Annual General Meeting of the Company and hence is not recognised as a liability.

Note 48: Earnings Per Share (EPS)

Basic earnings per share is calculated by dividing the net profit or loss for the period attributable to equity shareholders by the weighted average number of equity shares outstanding during the year.

For the purpose of calculating diluted earnings per share, the net profit attributable to equity shareholders and the weighted average number of shares outstanding are adjusted for the effect of all dilutive potential equity shares which includes all stock options granted to employees. The number of equity shares is the aggregate of the weighted average number of equity shares and the weighted average number of equity shares which are to be issued in the conversion of all dilutive potential equity shares into equity shares.

Dilutive potential equity shares are deemed to have been converted at the beginning of the period, unless issued at a later date. Dilutive potential equity shares are determined independently for each period presented.

Total ‘equity’ is as shown in the balance sheet.

Total ‘equity’ is as shown in the balance	sheet.
		Hin Crores
Particulars	As at 31st March, 2025	As at 31st March, 2024
Total debt	117.38	45.55
Less: Cash and cash equivalents (including current investments and bank deposits)	9,836.11	7,297.16
Net debt(A)	(9,718.73)	(7,251.61)
Total equity (B)	32,099.24	27,973.92
Net debt to equity ratio(A/B)	(0.30)	(0.26)

Disclosure as required by Indian Accounting Standard (Ind AS) 33 - Earnings per share:

Particulars	For the year ended 31st March, 2025	For the year ended 31st March, 2024
Basic Earnings per share Profit for the year from continuing operations(Hin Crores)
	5,157.65	3,714.19

Corporate Overview & Integrated Report Statutory Reports

Notes to the Standalone Financial Statements

Note 48: Earnings Per Share (EPS) (Contd..)

Note 48: Earnings Per Share (EPS) (Contd..)

		For the		For the			For the		For the
Particulars		year ended 31st March,		year ended 31st March,	Particulars		year ended 31st March,		year ended 31st March,
		2025		2024			2025		2024
Profit for the year from discontinuing/ restructuringoperations(Hin Crores)		-		363.06	Dilutive Earnings per share Basic weighted average number of		80,75,52,253		80,72,91,686
Profit for theyear(Jin Crore)		5,157.65		4,077.25	equityshares outstanding
Basic weighted average number of		80,75,52,253		80,72,91,686	Add- Dilutive impact of employee		6,42,705		7,07,295
equityshares outstanding					stock options
Basic earnings per share of par					Diluted weighted average number of		80,81,94,958		80,79,98,981
valueJ2/-per share					equityshares outstanding
from continuing operations		H63.87		H46.01	Diluted earnings per share of par
from discontinuing/restructuring		-		H4.50	valueJ2/-per share
operations					from continuing operations		H63.82		H45.97
Total basic earnings per share		J63.87		J50.51	from discontinuing/restructuring		-		H4.49
					operations
					Total diluted earnings per share		J63.82		J50.46

Note 49: Information about Subsidiaries and Associates

==> picture [503 x 256] intentionally omitted <==

----- Start of picture text -----

H in Crores
Proportion (%) of equity interest
Country of
Name of company As at As at
Incorporation
31 [st] March, 2025 31 [st] March, 2024
I. Investments in Subsidiaries
Goldencross Pharma Limited [1] India 100% 100%
Cipla Pharmaceuticals Limited [1] India 100% 100%
Meditab Specialities Limited [1] India 100% 100%
Cipla (EU) Limited [1] United Kingdom 100% 100%
Cipla Medpro South Africa (Pty) Limited [1] South Africa 100% 100%
Cipla Holding B.V. [1] Netherlands 100% 100%
Cipla Pharma and Life Sciences Limited [1] India 100% 100%
Saba Investment Limited [] UAE - -
Jay Precision Pharmaceuticals Private Limited [1] India 60% 60%
Cipla Health Limited [1] India 100% 100%
Cipla Digital Health Limited [1] India 100% 100%
Cipla USA Inc [1] USA 0.00% 0.00%
II. Investments in associate
GoApptiv Private Limited [1] India 22.99% 22.99%
Achira Labs Private Limited [1] India 21.05% 21.05%
AMPSolar Power Systems Private Limited [2] India 26.00% 26.00%
AMP Energy Green Eleven Private Limited [2] India 32.49% 32.49%
Clean Max Auriga Power LLP [2] India 33.00% 33.00%
----- End of picture text -----*

*Ceased to be subsidiaries w.e.f. 29th September, 2023

1. The principle business activities of the entities is pharmaceutical business.

2. The principle business activities of the entities is renewable power generation

Note 50: Reclassification note

The figures for the corresponding previous year have been regrouped/reclassified wherever necessary to make them comparable. The impact of such reclassification/regrouping is not material to the standalone financial statements.

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Notes to the Standalone Financial Statements

Note 51: Subsequent events

There are no other subsequent events that occurred after the reporting date.

Note 52: Unforeseeable losses

The Company has a process whereby periodically all long-term contracts (including derivative contracts) are assessed for material foreseeable losses. At the year end, the Company did not have any long-term contracts (including derivative contracts) for which there were any material foreseeable losses.

Note 53: Impact of Code on Social Security, 2020

The Code on Social Security, 2020 (‘Code’) relating to employee benefits during employment and post-employment benefits received Presidential assent in September 2020. The Code has been published in the Gazette of India. However, the date on which the Code will come into effect has not been notified. The Company will assess the impact of the Code when it comes into effect and will record any related impact in the period the Code becomes effective.

Note 54: Authorisation of financial statements

The standalone financial statements for the year ended 31[st] March, 2025 were approved by the Board of Directors on 13[th] May, 2025 .

As per our report of even date attached

For and on behalf of the Board of Directors

For Walker Chandiok & Co LLP

Chartered Accountants Firm Reg. No. 001076N/N500013

Umang Vohra

Managing Director and Global Chief Executive Officer DIN: 02296740

Kamil Hamied

Non-Executive Director DIN: 00024292

Adi P. Sethna

Partner Membership No. 108840

Ashish Adukia

Global Chief Financial Officer

Rajendra Chopra

Company Secretary

Mumbai, 13[th] May, 2025

Mumbai, 13[th] May, 2025

Corporate Overview & Integrated Report Statutory Reports

Independent Auditor’s Report

To the Members of Cipla Limited

Report on the Audit of the Consolidated Financial Statements

consolidated cash flows and the consolidated changes in equity for the year ended on that date

Basis for Opinion

Opinion

1. We have audited the accompanying consolidated financial statements of Cipla Limited (‘the Holding Company’) and its subsidiaries (the Holding Company and its subsidiaries together referred to as ‘the Group’) and its associates, as listed in Annexure I, which comprise the Consolidated Balance Sheet as at 31 March 2025, the Consolidated Statement of Profit and Loss (including Other Comprehensive Income), the Consolidated Cash Flow Statement and the Consolidated Statement of Changes in Equity for the year then ended, and notes to the consolidated financial statements, including material accounting policy information and other explanatory information.

2. In our opinion and to the best of our information and according to the explanations given to us and based on the consideration of the reports of the other auditors on separate financial statements and on the other financial information of the subsidiaries and associates, the aforesaid consolidated financial statements give the information required by the Companies Act, 2013 (‘the Act’) in the manner so required and give a true and fair view in conformity with the Indian Accounting Standards (‘Ind AS’) specified under section 133 of the Act, read with the Companies (Indian Accounting Standards) Rules, 2015, and other accounting principles generally accepted in India of the consolidated state of affairs of the Group and its associates, as at 31 March 2025, and their consolidated profit (including other comprehensive income),

3. We conducted our audit in accordance with the Standards on Auditing specified under section 143(10) of the Act. Our responsibilities under those standards are further described in the Auditor’s Responsibilities for the Audit of the Consolidated Financial Statements section of our report. We are independent of the Group, its associates in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India (‘ICAI’) together with the ethical requirements that are relevant to our audit of the consolidated financial statements under the provisions of the Act and the rules thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the Code of Ethics. We believe that the audit evidence we have obtained together with the audit evidence obtained by the other auditors in terms of their reports referred to in paragraph 15 of the Other Matter section below, is sufficient and appropriate to provide a basis for our opinion.

Key Audit Matter

1. Key audit matters are those matters that, in our professional judgment and based on the consideration of the reports of the other auditors on separate financial statements of the subsidiaries and associates, were of most significance in our audit of the consolidated financial statements of the current period. These matters were addressed in the context of our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

2. We have determined the matter described below to be the Key Audit Matter to be communicated in our report.

Key audit matter DPCO matters (Refer note 11, 18 and 45B to the Consolidated Financial Statements)

The Holding Company and its certain Indian subsidiaries had received several demand notices/ communications from the National Pharmaceutical Pricing Authority (“NPPA”) commencing from the year 1998 seeking recovery of alleged overcharging regarding scheduled drugs under the Drugs (Prices Control) Orders-1995 (“DPCO”).

Based on Hon’ble Supreme Court (“SC”) judgement, during the financial year ended 31 March 2003, the Holding Company deposited H 175.08 Crores with NPPA under protest, representing 50% of the alleged overcharged amounts in respect of demand notices raised by NPPA till 2003 and got the stay on the Hon’ble Bombay High Court order for recovery of overcharged amount.

How our audit addressed the key audit matter Our audit of DPCO matters included, but was not limited to, the following procedures:

• a) Obtained an understanding of the management’s process for updating the status of the matters and assessed the appropriateness of the Group’s accounting policies related to provisions and contingent liabilities in accordance with Ind AS 37;

• b) Evaluated the design and tested the operating effectiveness of key controls around above process;

• c) Inspected correspondence with the Holding Company’s external legal counsel in order to corroborate our understanding of these matters, accompanied by discussions with both internal and external legal counsels. Tested the objectivity and competence of such management experts involved;

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Key audit matter

Post 2003, the Holding Company and its certain Indian subsidiaries continued to receive demands (“Subsequent demands”) alleging overcharging which included several duplicate notices/ communications.

The Holding Company has reviewed all the notices/ communications received which are attributable to the Holding Company and its certain Indian subsidiaries and are under litigation. After removing duplications, the amount covered by the notices/communications aggregates to H 2,011 Crores with the principal of H 863 Crores and interest of H 1,148 Crores, wherein based on facts and legal advice, the Group has carried a total provision of H 156.37 crores (including interest) as at 31 March 2025.

The amounts involved are material and the application of accounting principles as given under Ind AS 37, Provisions, Contingent Liabilities and Contingent Assets (‘Ind AS 37’), in order to determine the amounts to be recognised as liability or to be disclosed as a contingent liability or not, is inherently subjective and needs careful evaluation and significant judgement to be applied by the management.

How our audit addressed the key audit matter

• d) Obtained direct confirmation from the external legal counsel handling DPCO matters with respect to the legal determination of the liability arising from such matters, conclusion of the matters in accordance with the requirements of Ind AS 37 and disclosures to be made in the financial statements. Evaluated the response received from the external legal counsel to ensure that the conclusions reached are supported by sufficient legal rationale;

• e) Assessed the appropriateness of methods used, and the reliability of underlying data for the calculations made for quantifying the amounts involved. Tested the arithmetical accuracy of such calculations; and

• f) Evaluated the appropriateness and adequacy of disclosures given in the consolidated financial statements, including disclosure of the significant litigations of the Group, in accordance with applicable accounting standards.

Based on the audit procedures performed, the judgements made by the management were reasonable and disclosures made in respect of these matters were appropriate in the context of the Consolidated financial statements taken as a whole.

Considering the materiality and the inherent subjectivity which involves significant management judgment in predicting the outcome of the matter, DPCO matters have been considered to be a key audit matter for the current period audit.

Impairment of goodwill, intangible assets and intangible assets under development: (Refer note 4 and 5 to the Consolidated Financial Statements)

As at 31 March 2025, the Group has goodwill balance of H 3,270.27 crore relating to multiple Cash Generating Units (‘CGUs’). Further, the Group is carrying product-related capitalised intangibles and intangibles under development aggregating to H 1,362.61 crore and H 353.51 crore, respectively. These balances are subject to a test of impairment by the management in accordance with Ind AS 36 “Impairment of Assets” (‘Ind AS 36’). The Group has recorded an impairment charge on intangible assets and intangible assets under development of H 93.57 crore during the year ended 31 March 2025.

The carrying values of goodwill, intangible assets and intangible assets under development will be recovered through future cash flows and there is a risk that the assets will be impaired if these cash flows do not meet the Group’s expectations.

In addition to significance of the amounts, management’s impairment assessment process is complex as it involves significant judgement in determining the assumptions to be used to estimate the recoverable amounts such as forecasting cash flows for each of the CGUs, intangible assets and those under development, principally relating to budgeted revenue, operating margins, short-term and long-term growth rates and the discount rates used.

Considering the materiality of amounts involved together with the inherent subjectivity related to principal assumptions, which are dependent on current and future economic factors and trading conditions varying for different economic and geographical territories, impairment assessment of carrying

Our audit included, but was not limited to, the following procedures:

• a) Obtained an understanding of the management’s process for identification of impairment indicators for goodwill, intangibles and intangibles under development and process for identification of CGUs and impairment testing of such assets, and assessed the appropriateness of the Group’s accounting policy for impairment of non-financial assets in accordance with Ind AS 36;

• b) Evaluated the design and tested the operating effectiveness of key controls over such identification and impairment measurement of identified assets;

• c) Evaluated management’s identification of CGUs;

• d) Obtained the impairment assessment workings prepared by the management and its experts;

• e) Involved auditor’s experts to assess the appropriateness of the valuation methodologies and the reasonableness of the assumptions used by the management’s expert to determine the recoverable amounts;

• f) Reconciled the cash flows to the business plans approved by the Board of Directors of the companies which constitute identified CGUs;

• g) Evaluated and challenged management’s assumptions such as implied growth rates during explicit periods, terminal growth rates and discount rates for their appropriateness based on our understanding of the business of the respective CGUs, past results and external factors such as industry trends and forecasts;

• h) Obtained and evaluated sensitivity analysis performed by the management on key assumptions of implied growth rates during explicit periods, terminal growth rates and discount rates;

Corporate Overview & Integrated Report Statutory Reports

Key audit matter

values of goodwill, intangibles and intangible assets under development is considered to be complex and determined to be a key audit matter for the current period audit.

How our audit addressed the key audit matter

• i) Tested the mathematical accuracy of the management computations;

• j) Performed independent sensitivity analysis of aforesaid key assumptions to assess the effect of reasonably possible variations on the estimated recoverable amounts for respective CGUs to evaluate sufficiency of headroom between recoverable values and carrying amounts; and

• k) Evaluated the appropriateness and adequacy of disclosures given in the consolidated financial statements with respect to goodwill, intangibles and intangible assets under development, including disclosure of significant assumptions, judgements and sensitivity analysis performed, in accordance with applicable accounting standards.

Based on the audit procedures performed, we determined that the management’s assessment that the carrying values of goodwill, intangible assets and intangible assets under development is appropriate in the context of the consolidated financial statements taken as a whole.

Revenue from operations: (refer note 1.3.9 and 30 to the consolidated financial statements)

The Group recognises revenue from sales of pharmaceutical products, when control of the product is transferred. The Group records product sales net of estimated incentives / discounts, right to returns, chargeback, rebates and other price adjustments. The actual point in time when revenue is recognised varies depending on the specific terms and conditions of the sales contracts entered with customers.

Further, the Group has a large number of customers operating in various geographies and sales contracts with customers have different terms relating to the revenue recognition (especially in United States of America (‘US’) contracts have different terms relating to the recognition of revenue leading to material deduction from gross sales which includes chargebacks, rebates, discounts, right to return and other price adjustments (failure to supply, Medicaid reimbursements, shelf stock adjustments, etc.) in accordance with principles of Ind AS 115, “Revenue from Contracts with Customers” (‘Ind AS 115’).

We identified the recognition of revenue from operations as a key audit matter because:

• a) Accrual towards chargebacks, rebates, discounts, right to return and other price adjustments is complex and requires significant judgments and estimates in relation to contractual agreements/commercial terms across various geographies. Any change in these estimates can have a significant financial impact. These estimates are particularly complex in USA Business which involves multi-layered product discounting due to competitive pricing pressure;

• b) The Group considers revenue as key benchmark for evaluating performances and hence, there is risk of revenue being overstated due to pressure to achieve targets, earning expectations or incentive schemes linked to performance for a reporting period.

Our audit included, but was not limited to, the following procedures:

• a) Obtained an understanding of the management’s process for revenue recognition, judgments in estimation and accounting treatment of chargeback, rebates, right to return and other price adjustments (failure to supply, Medicaid, shelf stock adjustments, etc.);

• b) Evaluated the design and tested the operating effectiveness of the key controls, including general IT controls, key IT application controls implemented by the management, over recognition of revenue and measurement of chargeback, rebates, right to return and other price adjustments (failure to supply, Medicaid, shelf stock adjustments, etc.);

• c) Performed substantive testing by selecting samples of revenue transactions pertaining to sale of products during the year and verified the underlying supporting documents including contracts, agreements, sales invoices and dispatch/shipping documents;

• d) Performed substantive testing by selecting samples of revenue transactions pertaining to sale of products during specific periods before and after year end to ensure that the correct amount of revenue is recorded in the correct period;

• e) Obtained management workings for amounts recognised towards chargeback, rebates, right to return and other price adjustments (failure to supply, Medicaid, shelf stock adjustments, etc.). On a sample basis, tested the underlying calculations for amounts recorded as accruals and provisions towards the aforementioned obligations as per the terms of related schemes, contracts and regulations, and traced the underlying data to source documents;

• f) Evaluated historical accuracy of the Group’s estimates of yearend accruals pertaining to aforesaid arrangements made in the previous years to identify any management bias;

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Key audit matter

How our audit addressed the key audit matter

• g) Tested the manual sales-related adjustments made to revenue comprising of variable consideration under Ind AS 115 to ensure the appropriateness of revenue recognition during the year; and

• h) Evaluated the appropriateness and adequacy of disclosures given in the consolidated financial statements in accordance with applicable accounting standards.

Based on audit procedures performed, we determined that the revenue recognition and measurement is appropriate in the context of the consolidated financial statements taken as a whole.

Information other than the Consolidated Financial Statements and Auditor’s Report thereon

1. The Holding Company’s Board of Directors are responsible for the other information. The other information comprises the information included in the Annual Report, but does not include the consolidated financial statements and our auditor’s report thereon.

2. Our opinion on the consolidated financial statements does not cover the other information and we do not express any form of assurance conclusion thereon.

3. In connection with our audit of the consolidated financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the consolidated financial statements, or our knowledge obtained in the audit or otherwise appears to be materially misstated. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Responsibilities of Management and Those Charged with Governance for the Consolidated Financial Statements

1. The accompanying consolidated financial statements have been approved by the Holding Company’s Board of Directors. The Holding Company’s Board of Directors are responsible for the matters stated in section 134(5) of the Act with respect to the preparation and presentation of these consolidated financial statements that give a true and fair view of the consolidated financial position, consolidated financial performance including other comprehensive income, consolidated changes in equity and consolidated cash flows of the Group including its associates in accordance with the Ind AS specified under section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015, and other accounting principles generally accepted in India. The Holding Company’s Board of Directors are also responsible for ensuring accuracy of records including financial information considered necessary for the preparation of consolidated Ind AS financial statements. Further, in terms of the provisions of the Act the respective Board of Directors of the companies included in the Group, and its associate companies covered under the Act are responsible for maintenance of adequate

2. accounting records in accordance with the provisions of the Act for safeguarding the assets of the Group and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error. These financial statements have been used for the purpose of preparation of the consolidated financial statements by the Board of Directors of the Holding Company, as aforesaid.

3. In preparing the consolidated financial statements, the respective Board of Directors of the companies included in the Group and of its associates are responsible for assessing the ability of the Group and of its associates to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the Board of Directors either intend to liquidate the Group or to cease operations, or has no realistic alternative but to do so.

4. Those respective Board of Directors are also responsible for overseeing the financial reporting process of the companies included in the Group and of its associates.

Auditor’s Responsibilities for the Audit of the Consolidated Financial Statements

1. Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with Standards on Auditing will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these consolidated financial statements.

2. As part of an audit in accordance with Standards on Auditing specified under section 143(10) of the Act we exercise

Corporate Overview & Integrated Report

Statutory Reports

professional judgment and maintain professional skepticism throughout the audit. We also:

• Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control;

• Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under section 143(3) (i) of the Act we are also responsible for expressing our opinion on whether the Holding Company has adequate internal financial controls with reference to financial statements in place and the operating effectiveness of such controls.;

• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management;

• Conclude on the appropriateness of Board of Directors’ use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the ability of the Group and its associates and joint ventures to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the consolidated financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the Group and its associates and joint ventures to cease to continue as a going concern;

• Evaluate the overall presentation, structure and content of the consolidated financial statements, including the disclosures, and whether the consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation; and

• Obtain sufficient appropriate audit evidence regarding the financial information/ financial statements of the entities or business activities within the Group, and its associates, to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision and performance of the audit of financial statements of such entities included in the consolidated financial statements, of which we are the independent auditors. For the other entities included in the consolidated financial statements, which have been audited by the other auditors, such other auditors

• remain responsible for the direction, supervision and performance of the audits carried out by them. We remain solely responsible for our audit opinion.

• We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

• We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

• From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the consolidated financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

Other Matter

1. We did not audit the financial statements of 30 subsidiaries, whose financial statements (prior to consolidation adjustments) reflect total assets of H 11,770.79 crores as at 31 March 2025, total revenues of H 4,271.35 crores and net cash inflows amounting to H 55.46 crores for the year ended on that date, as considered in the consolidated financial statements. The consolidated financial statements also include the Group’s share of net loss (including other comprehensive income) of H (2.79) crores for the year ended 31 March 2025 in respect of 2 associates, whose financial statements has not been audited by us. These financial statements have been audited by other auditors whose report has been furnished to us by the management and our opinion on the consolidated financial statements, in so far as it relates to the amounts and disclosures included in respect of these subsidiaries, and associates, and our report in terms of sub-section (3) of section 143 of the Act in so far as it relates to the aforesaid subsidiaries, and associates, are based solely on the reports of the other auditors.

Further, of these subsidiaries and associates, 27 subsidiaries and an associate are located outside India whose financial statements and other financial information have been prepared in accordance with accounting principles generally accepted in their respective countries and which have been audited by other auditors under generally accepted auditing standards applicable in their respective countries. The Holding Company’s management has converted the financial statements of such subsidiaries and an associate located

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outside India from accounting principles generally accepted in their respective countries to accounting principles generally accepted in India. We have audited these conversion adjustments made by the Holding Company’s management. Our opinion on the consolidated financial statements, in so far as it relates to the amounts and disclosures included in respect of such subsidiaries and associates located outside India, is based on the report of other auditors and the conversion adjustments prepared by the management of the Holding Company and audited by us.

Our opinion above on the consolidated financial statements, and our report on other legal and regulatory requirements below, are not modified in respect of the above matters with respect to our reliance on the work done by and the reports of the other auditors.

1. The consolidated financial statements also include the Group’s share of net loss (including other comprehensive income after tax) of H (19.07) crores for the year ended 31 March 2025, as considered in the consolidated financial statements, in respect of 5 associates, whose financial statements has not been audited by us. These financial statements are unaudited and have been furnished to us by the management and our opinion on the consolidated financial statements, in so far as it relates to the amounts and disclosures included in respect of the aforesaid associates, is based solely on such unaudited financial information. In our opinion and according to the information and explanations given to us by the management, these financial information are not material to the Group.

Our opinion above on the consolidated financial statements, and our report on other legal and regulatory requirements below, are not modified in respect of the above matter with respect to our reliance on the financial information certified by the management.

Report on Other Legal and Regulatory Requirements

1. As required by section 197(16) of the Act, based on our audit and on the consideration of the reports of the other auditor, referred to in paragraph 15, on separate financial statements of the subsidiaries and associates, we report that the Holding Company and 5 subsidiaries incorporated in India whose financial statements have been audited under the Act have paid remuneration to their respective directors during the year in accordance with the provisions of and limits laid down under section 197 read with Schedule V to the Act. Further, we report that 5 subsidiaries incorporated in India whose financial statements have been audited under the Act have not paid or provided for any managerial remuneration during the year. Also, we report that provisions of Section 197 read with Schedule V of the Act are not applicable to 8 associate companies covered under the Act, since none of such companies are public companies as defined under Section 2(71) of the Act.

2. As required by clause (xxi) of paragraph 3 of Companies (Auditor’s Report) Order, 2020 (‘the Order’) issued by the Central Government of India in terms of section 143(11) of the

Act based on the consideration of the Order reports issued by us and by the respective other auditors as mentioned in paragraph 15 above, of companies included in the consolidated financial statements and covered under the Act we report that there are no qualifications or adverse remarks reported in the respective Order reports of such companies.

1. As required by section 143(3) of the Act, based on our audit and on the consideration of the report of the other auditors on separate financial statements and other financial information of the subsidiaries and associates incorporated in India whose financial statements have been audited under the Act, we report, to the extent applicable, that:

2. a) We have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purpose of our audit of the aforesaid consolidated financial statements;

3. b) In our opinion, proper books of account as required by law have been kept by the Company so far as it appears from our examination of those books and reports of the other auditors, including the manner prescribed in Rule 3(1) of Companies (Accounts) Rules, 2014, except that the audit trail feature was not enabled at the database level until 7 June 2024 as further stated in paragraph 19(h)(vi) below on reporting under Rule 11(g) of the Companies (Audit and Auditors) Rules, 2014 (as amended) in case of Holding Company and it’s 8 subsidiaries.

4. c) The consolidated financial statements dealt with by this report are in agreement with the relevant books of account maintained for the purpose of preparation of the consolidated financial statements;

5. d) In our opinion, the aforesaid consolidated financial statements comply with Ind AS specified under section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015;

6. e) On the basis of the written representations received from the directors of the Holding Company, its subsidiaries and an associate and taken on record by the Board of Directors of the Holding Company, its subsidiaries and an associate, and the reports of the statutory auditors of its subsidiaries and an associate covered under the Act, none of the directors of the Holding Company, its subsidiaries and an associate, are disqualified as on 31 March 2025 from being appointed as a director in terms of section 164(2) of the Act.

7. f) With respect to the maintenance of accounts and other matters connected therewith refer to our comments in paragraph 19(b) above on reporting under Section 143(3)(b) of the Act and paragraph 19(h)(vi) below on reporting under rule 11(g) of the of the Companies (Audit and Auditors) Rules, 2014 (as amended).

8. g) With respect to the adequacy of the internal financial controls with reference to financial statements of the Holding Company, and its subsidiaries and an associate

Corporate Overview & Integrated Report Statutory Reports

covered under the Act, and the operating effectiveness of such controls, refer to our separate report in ‘Annexure II’ wherein we have expressed an unmodified opinion; and

• h) With respect to the other matters to be included in the Auditor’s Report in accordance with rule 11 of the Companies (Audit and Auditors) Rules, 2014 (as amended), in our opinion and to the best of our information and according to the explanations given to us and based on the consideration of the report of the other auditors on separate financial statements and other financial information of the subsidiaries and associates incorporated in India whose financial statements have been audited under the Act:

• i. The consolidated financial statements disclose the impact of pending litigations on the consolidated financial position of the Group and its associates as detailed in note 45 to the consolidated financial statements;

• ii. As detailed in note 54 to the consolidated financial statements, the Holding Company, its subsidiaries and associate companies did not have any longterm contracts including derivative contracts for which there were any material foreseeable losses as at 31 March 2025.

• iii. There has been no delay in transferring amounts, required to be transferred, to the Investor Education and Protection Fund by the Holding Company during the year ended 31 March 2025. Further, there were no amounts which were required to be transferred to the Investor Education and Protection Fund by the subsidiaries and an associate companies covered under the Act, during the year ended 31 March 2025;

• iv. a. The respective managements of the Holding Company and its subsidiaries and associates incorporated in India whose financial statements have been audited under the Act have represented to us and the other auditors of such subsidiaries and associates respectively that, to the best of their knowledge and belief as disclosed in note 55(j) to the consolidated financial statements, no funds have been advanced or loaned or invested (either from borrowed funds or securities premium or any other sources or kind of funds) by the Holding Company or its subsidiaries and associates to or in any person(s) or entity(ies), including foreign entities (‘the intermediaries’), with the understanding, whether recorded in writing or otherwise, that the intermediary shall, whether, directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Holding Company, or any such subsidiaries

and associates (‘the Ultimate Beneficiaries’) or provide any guarantee, security or the like on behalf the Ultimate Beneficiaries;

• b. The respective managements of the Holding Company and its subsidiaries and associates incorporated in India whose financial statements have been audited under the Act have represented to us and the other auditors of such subsidiaries and associates respectively that, to the best of their knowledge and belief, as disclosed in the note 55(f) to the accompanying consolidated financial statements, no funds have been received by the Holding Company or its subsidiaries and associates from any person(s) or entity(ies), including foreign entities (‘the Funding Parties’), with the understanding, whether recorded in writing or otherwise, that the Holding Company, or any such subsidiaries and associates shall, whether directly or indirectly, lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (‘Ultimate Beneficiaries’) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries; and

• c. Based on such audit procedures performed by us and that performed by the auditors of the subsidiaries and associates, as considered reasonable and appropriate in the circumstances, nothing has come to our or other auditors’ notice that has caused us or the other auditors to believe that the management representations under sub-clauses (a) and (b) above contain any material misstatement.

• v. a. The interim dividend declared and paid by the subsidiaries during the year ended 31 March 2025 and until the date of this audit report is in compliance with section 123 of the Act;

• b. The final dividend paid by the Holding Company during the year ended 31 March 2025 in respect of such dividend declared for the previous year is in accordance with section 123 of the Act to the extent it applies to payment of dividend; and

• c. As stated in note 43(C)(b) to the accompanying consolidated financial statements, the Board of Directors of the Holding Company have proposed final dividend for the year ended 31 March 2025 which is subject to the approval of the members at the ensuing Annual General Meeting. The dividend declared is in accordance with section 123 of the Act to the extent it applies to declaration of dividend.

Cipla Limited | Annual Report 2024-25

Caring For Life

• vi. Based on our examination which included test checks performed by us on the Holding Company, its subsidiaries and by the respective auditors of the other subsidiaries of the Holding Company which are companies incorporated in India and audited under the Act, the Holding Company, its subsidiaries, in respect of financial year commencing on 1 April 2024 have used accounting software for maintaining their books of account which have a feature of recording audit trail (edit log) facility at the application level of the accounting software and the same have been operated throughout the year for all relevant transactions recorded in the software. The audit trail feature (edit log) at the database level for the direct changes was enabled at the Holding Company and its eight subsidiaries from 7 June 2024 with an access management tool. Further, during the course of our audit we and respective auditors of the above referred subsidiaries did not come across any instance of such audit trail features being tampered with where such feature was enabled. Furthermore, the audit trail has been preserved by the Holding

Company and its eight subsidiaries as per the statutory requirements for record retention at application level since commencement of audit trail requirement from 1 April 2023 and at the database level from 7 June 2024 onwards as applicable for seven subsidiaries. For one subsidiary, the audit trail has been preserved from the migration date of 1 March 2024 at the application level and at the database level from 7 June 2024 onwards.

For Walker Chandiok & Co LLP

Chartered Accountants

Firm’s Registration No.: 001076N/N500013

Adi P. Sethna

Partner

Membership No.: 108840

UDIN: 25108840BMNTWT2912

Place: Mumbai Date: 13[th] May, 2025

Corporate Overview & Integrated Report Statutory Reports

Annexure I

List of entities included in the Statement

List of subsidiaries:

1. Goldencross Pharma Limited, India

2. Meditab Specialities Limited, India

3. Cipla Pharma and Life Sciences Limited, India

4. Jay Precision Pharmaceuticals Private Limited, India

5. Cipla Health Limited, India

6. Medispray Laboratories Private Limited, India

7. Sitec Labs Limited, India

8. Cipla Pharmaceuticals Limited, India

9. Cipla Health Employees Stock Option Trust, India

10. Cipla Digital Health Limited, India

11. Cipla Medpro South Africa (Pty) Limited, South Africa

12. Cipla Dibcare (Pty) Limited, South Africa (Dissolved w.e.f. 26 June 2024)

13. Cipla Medpro Manufacturing (Pty) Limited, South Africa

14. Cipla-Medpro (Pty) Limited, South Africa

15. Cipla-Medpro Distribution Centre (Pty) Limited, South Africa

16. Cipla Medpro Botswana (Pty) Limited, Botswana

17. Cipla Kenya Limited, Kenya

18. Cipla Select (Pty) Limited, South Africa

19. Medpro Pharmaceutica (Pty) Limited, South Africa

20. Mirren (Pty) Limited, South Africa

21. The Cipla Empowerment Trust, South Africa

22. Actor Pharma (Pty) Limited, South Africa (w.e.f. 7 February 2024)

23. lnvaGen Pharmaceuticals Inc., United States of America

24. Exelan Pharmaceuticals Inc., United States of America

25. Cipla USA Inc., United States of America

26. Cipla Therapeutics Inc., United States of America

27. Aspergen Inc., United States of America

28. Cipla Employee Stock Option Trust, India (Deregistered)

29. Madison Pharmaceuticals Inc., United States of America (Dissolved w.e.f. 28 April 2023)

30. Cipla Medica Pharmaceutical and Chemical Industries Limited, Yemen (ceased to be a subsidiary w.e.f. 29 September 2023)

31. Cipla Middle East Pharmaceuticals FZ-LLC, United Arab Emirates (ceased to be a subsidiary w.e.f. 29 September 2023)

32. Saba Investment Limited, United Arab Emirates (ceased to be a subsidiary w.e.f. 29 September 2023)

33. Cipla Quality Chemical Industries Limited, Uganda (ceased to be a subsidiary w.e.f.14 November 2023)

34. Cipla Philippines Inc., Philippines (Dissolved with effect from 31 March 2024)

35. Cipla Holding B.V., Netherlands

36. Cipla (EU) Limited, United Kingdom

37. Cipla Australia Pty Limited, Australia

38. Meditab Holdings Limited, Mauritius

39. Cipla Malaysia Sdn. Bhd., Malaysia

40. Cipla Europe NV, Belgium

41. Cipla Brasil lmportadora E Distribuidora De Medicamentos Ltda., Brazil

42. Cipla Algérie, Algeria

43. Breathe Free Lanka (Private) Limited, Sri Lanka

44. Cipla Maroc SA, Morocco

45. Cipla Gulf FZ–LLC, United Arab Emirates

46. Cipla Colombia SAS, Colombia

47. Cipla (China) Pharmaceutical Co., Ltd., China

48. Cipla (Jiangsu) Pharmaceutical Co., Ltd., China

49. Mexicip S.A. de C.V, Mexico (w.e.f. 22 January 2024)

List of Associates:

1. Stempeutics Research Private Limited, India

2. AMP Solar Power Systems Private Limited, India (share of loss/ profit not required to be considered)

3. AMP Energy Green Eleven Private Limited, India (share of loss/ profit not required to be considered)

4. Clean Max Auriga Power LLP, India (share of loss/ profit not required to be considered)

5. GoApptiv Private Limited, India

6. Iconphygital Private Limited, India (Wholly owned subsidiary of GoApptiv Private Limited)

7. MKC Biotherapeutics Inc., United States of America (w.e.f. 27 February 2024)

8. Pactiv Healthcare Private Limited, India (Wholly owned subsidiary of GoApptiv Private Limited)

9. Achira Labs Private Limited, India

10. Brandmed (Pty) Limited, South Africa

Cipla Limited | Annual Report 2024-25

Caring For Life

Annexure II Independent Auditor’s Report on the internal financial controls with reference to consolidated financial statements under Clause (i) of Sub-section 3 of Section 143 of the Companies Act, 2013 (‘the Act’)

1. In conjunction with our audit of the consolidated financial statements of Cipla Limited (‘the Holding Company’) and its subsidiaries (the Holding Company and its subsidiaries together referred to as ‘the Group’), and its associates as at and for the year ended 31 March 2025, we have audited the internal financial controls with reference to financial statements of the Holding Company, its subsidiary companies, and its associate companies, which are companies covered under the Act, as at that date.

Responsibilities of Management and Those Charged with Governance for Internal Financial Controls

1. The respective Board of Directors of the Holding Company, its subsidiary companies and its associate companies, which are companies covered under the Act, are responsible for establishing and maintaining internal financial controls based on internal control financial reporting criteria established by the company considering the essential component of internal control stated in the guidance note on audit of Internal Financial Control over Financial Reporting (“the guidance note”) issued by the Institute of Chartered Accountants of India (ICAI). These responsibilities include the design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly and efficient conduct of the Company’s business, including adherence to the Company’s policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information, as required under the Act.

Auditor’s Responsibility for the Audit of the Internal Financial Controls with Reference to Consolidated Financial Statements

1. The audit of internal financial controls with reference to financial statements of a subsidiary and 4 associates which are companies covered under the Act, and reporting under Section 143(3)(i) is exempted vide MCA notification no. G.S.R. 583(E) dated 13 June 2017 read with corrigendum dated 14 July 2017. Consequently, Our responsibility is to express an opinion on the internal financial controls with reference to financial statements of the Holding Company, its subsidiary companies and its associate companies, as aforesaid, based on our audit. We conducted our audit in accordance with the Standards on Auditing issued by ICAI prescribed under Section 143(10) of the Act, to the extent applicable to an audit of internal financial controls with reference to financial statements, and the Guidance Note issued by the ICAI. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls with reference to financial statements were established and maintained and if such controls operated effectively in all material respects.

2. Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls with reference to financial statements and their operating effectiveness. Our audit of internal financial controls with reference to financial statements includes obtaining an understanding of such internal financial controls, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the auditor’s judgement, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error.

3. We believe that the audit evidence we have obtained and the audit evidence obtained by the other auditors in terms of their reports referred to in the Other Matter paragraph below, is sufficient and appropriate to provide a basis for our audit opinion on the internal financial controls with reference to financial statements of the Holding Company, its subsidiary companies and its associate companies as aforesaid.

Meaning of Internal Financial Controls with Reference to Consolidated Financial Statements

1. A company's internal financial controls with reference to financial statements is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company's internal financial controls with reference to financial statements include those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorisations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorised acquisition, use, or disposition of the company's assets that could have a material effect on the financial statements.

Inherent Limitations of Internal Financial Controls with Reference to Consolidated Financial Statements

1. Because of the inherent limitations of internal financial controls with reference to financial statements, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation of the internal financial controls with reference to financial statements to future periods are subject to the risk that the internal financial controls with reference to financial

Corporate Overview & Integrated Report

Statutory Reports

statements may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Opinion

1. In our opinion and based on the consideration of the reports of the other auditors on internal financial controls with reference to financial statements of the subsidiary companies and associate companies, the Holding Company, its subsidiary companies, its associate companies, which are companies covered under the Act, have in all material respects, adequate internal financial controls with reference to financial statements and such controls were operating effectively as at 31 March 2025, based on internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note issued by the ICAI.

Other Matter

1. We did not audit the internal financial controls with reference to financial statements insofar as it relates to 2 subsidiary companies, which are companies covered under the Act, whose financial statements (prior to consolidation adjustments) reflect total assets of H 226.00 crores and net assets of H 158.65 crores as at, total revenues of H 164.69 crores and net cash inflows amounting to H 7.05 crores for the year ended on that date, as considered in the consolidated financial statements. The internal financial controls with reference to financial statements in so far as it relates to such subsidiary companies have been audited by other auditors whose reports have been furnished to us by the management and our report on the adequacy and operating effectiveness of the internal financial controls with reference to financial statements for the Holding Company, its subsidiary companies, as aforesaid, under Section 143(3)(i) of the Act in so far as it relates to such subsidiary companies, is based solely on the reports of the auditors of such companies. Our opinion is not modified in

respect of this matter with respect to our reliance on the work done by and on the reports of the other auditors.

1. We did not audit the internal financial controls with reference to financial statements in so far as it relates to 4 associate companies, which are companies covered under the Act, in respect of which, the Group’s share of net loss (including other comprehensive income) of H (11.14) crores for the year ended 31 March 2025 has been considered in the consolidated financial statements. The internal financial controls with reference to financial statements of these associate companies, which are companies covered under the Act, are unaudited and our opinion under Section 143(3)(i) of the Act on adequacy and operating effectiveness of the internal financial controls with reference to financial statements insofar as it relates to the aforesaid subsidiaries and associates, which are companies covered under the Act, is solely based on the corresponding internal financial controls with reference to financial statements reports certified by the management of such companies. In our opinion and according to the information and explanations given to us by the management, these financial statements are not material to the Group. Our opinion is not modified in respect of the above matter with respect to our reliance on the internal financial controls with reference to financial statements reports) certified by the management.

For Walker Chandiok & Co LLP

Chartered Accountants

Firm’s Registration No.: 001076N/N500013

Adi P. Sethna

Partner

Membership No.: 108840

UDIN: 25108840BMNTWT2912

Place: Mumbai Date: 13[th] May, 2025

Cipla Limited | Annual Report 2024-25

Caring For Life

Consolidated Balance Sheet

as at 31[st] March, 2025

==> picture [502 x 498] intentionally omitted <==

----- Start of picture text -----

H in Crores
As at As at
Particulars Notes
31 [st] March, 2025 31 [st] March, 2024
Assets
(1) Non-current assets
(a) Property, plant and equipment 2.1 4,813.88 4,641.94
(b) Right-of-use assets 2.2 448.38 427.03
(c) Capital work-in-progress 2.1 1,212.76 864.32
(d) Investment properties 3 111.25 113.61
(e) Goodwill 4 3,270.27 3,112.04
(f) Other Intangible assets 5 1,362.61 1,312.60
(g) Intangible assets under development 5 353.51 288.40
(h) Investment in associates 6 140.47 130.05
(i) Financial assets
(i) Investments 7 499.07 512.16
(ii) Loans 8 32.54 16.98
(iii) Other financial assets 9 283.46 508.56
(j) Income tax assets (net) 10 487.86 463.67
(k) Deferred tax assets (net) 10 644.87 587.80
(l) Other non-current assets 11 437.59 297.25
Total non-current assets 14,098.52 13,276.41
(2) Current assets
(a) Inventories 12 5,642.11 5,237.95
(b) Financial assets
(i) Investments 13 7,293.23 4,807.01
(ii) Trade receivables 14 5,506.37 4,770.66
(iii) Cash and cash equivalents 15 588.69 640.07
(iv) Bank balances other than cash and cash equivalents 16 211.15 234.90
(v) Loans 17 15.64 0.24
(vi) Other financial assets 18 2,936.90 2,801.52
(c) Other current assets 19 1,054.88 900.10
Total current assets 23,248.97 19,392.45
(3) Assets of disposal group classified as held for sale 2.3 39.55 48.96
Total assets 37,387.04 32,717.82
Equity and liabilities
(1) Equity
(a) Equity share capital 20 161.52 161.47
(b) Other equity 21 31,031.93 26,544.96
Equity attributable to owners 31,193.45 26,706.43
(c) Non-controlling interest 22 95.80 95.90
Total equity 31,289.25 26,802.33
(2) Liabilities
Non-current liabilities
(a) Financial liabilities
(i) Borrowings 23 11.98 -
(ii) Lease liabilities 2.2 240.49 225.42
(iii) Other financial liabilities 24 102.39 67.81
(b) Provisions 25 148.69 129.26
(c) Deferred tax liabilities (net) 10 53.53 185.29
(d) Other non-current liabilities 26 56.75 61.94
Total non-current liabilities 613.83 669.72
Current liabilities
(a) Financial liabilities
(i) Borrowings 23 80.12 247.02
(ii) Lease liabilities 2.2 105.60 86.97
(iii) Trade payables 27
- Total outstanding dues of micro enterprises and small enterprises 278.60 253.54
- Total outstanding dues of creditors other than micro enterprises and small 2,558.89 2,220.44
enterprises
(iv) Other financial liabilities 28 374.54 492.14
(b) Other current liabilities 29 292.85 311.87
(c) Provisions 25 1,716.61 1,611.76
(d) Income tax liabilities (net) 10 76.75 22.03
Total current liabilities 5,483.96 5,245.77
Total liabilities 6,097.79 5,915.49
Total equity and liabilities 37,387.04 32,717.82
----- End of picture text -----

The accompanying notes form an integral part of these consolidated financial statements.

1-60

As per our report of even date attached

For and on behalf of the Board of Directors

For Walker Chandiok & Co LLP

Chartered Accountants Firm Reg. No. 001076N/N500013

Umang Vohra

Managing Director and Global Chief Executive Officer DIN: 02296740

Kamil Hamied

Non-Executive Director DIN: 00024292

Adi P. Sethna

Partner Membership No.: 108840

Mumbai, 13[th] May, 2025

Ashish Adukia

Global Chief Financial Officer

Mumbai, 13[th] May, 2025

Rajendra Chopra

Company Secretary

Corporate Overview & Integrated Report

Statutory Reports

Consolidated Statement of Profit and Loss

for the year ended 31[st] March, 2025

==> picture [503 x 497] intentionally omitted <==

----- Start of picture text -----

H in Crores
For the year ended For the year ended
Particulars Notes
31 [st] March, 2025 31 [st] March, 2024
(1) Income
(a) Revenue from operations
(i) Revenue from sale of products 30 27,145.40 25,446.63
(ii) Other operating revenue 31 402.22 327.46
Total revenue from operations 27,547.62 25,774.09
(b) Other income 32 861.87 746.57
(2) Total income (a+b) 28,409.49 26,520.66
(3) Expenses
(a) Cost of materials consumed 33 5,409.60 5,220.51
(b) Purchases of stock-in-trade 34 3,851.49 3,536.03
(c) Changes in inventories of finished goods, work-in-progress and stock-in-trade 35 (332.10) 63.03
(d) Employee benefits expense 36 4,832.83 4,310.04
(e) Finance costs 37 62.01 89.88
(f) Depreciation, impairment and amortisation expense 38 1,106.95 1,051.02
(g) Other expenses 39(a) 6,657.90 6,353.43
Total expenses 21,588.68 20,623.94
(4) Profit before exceptional item, tax and share of associates (2-3) 6,820.81 5,896.72
(5) Exceptional item 39(b) - (194.82)
(6) Profit before tax and share of associates (4+5) 6,820.81 5,701.90
(7) Tax expense/credit (net) 10
(a) Current tax 1,708.35 1,696.84
(b) Deferred tax (178.59) (150.25)
Total tax expense 1,529.76 1,546.59
(8) Net profit after tax before share of profit/(loss) from associates (6-7) 5,291.05 4,155.31
(9) Share of profit/(loss) from associates 6 (21.85) (1.59)
(10) Net profit for the year (8+9) 5,269.20 4,153.72
(11) Other comprehensive income/(loss) 40
(a) (i) Items that will not be reclassified to profit or loss (66.11) (88.61)
(ii) Income tax on item that will not be reclassified to profit or loss 9.94 27.68
(b) (i) Items that will be reclassified to profit or loss 276.16 (58.59)
(ii) Income tax on item that will be reclassified to profit or loss (1.33) (1.06)
Other comprehensive income/(loss) for the year 218.66 (120.58)
(12) Total comprehensive income for the year (10+11) 5,487.86 4,033.14
(13) Profit for the year attributable to
(a) Owners 5,272.52 4,121.55
(b) Non-controlling interest (3.32) 32.17
(14) Other comprehensive income/(loss) attributable to
(a) Owners 216.94 (123.84)
(b) Non-controlling interest 1.72 3.26
(15) Total comprehensive income attributable to
(a) Owners 5,489.46 3,997.71
(b) Non-controlling interest (1.60) 35.43
(16) Earnings per equity share of face value of J 2 each 41
Basic (in H ) 65.29 51.05
Diluted (in H ) 65.24 51.01
----- End of picture text -----

The accompanying notes form an integral part of these consolidated financial statements.

1-60

As per our report of even date attached

For and on behalf of the Board of Directors

For Walker Chandiok & Co LLP Chartered Accountants Firm Reg. No. 001076N/N500013

Umang Vohra

Managing Director and Global Chief Executive Officer DIN: 02296740

Kamil Hamied

Non-Executive Director DIN: 00024292

Adi P. Sethna Partner Membership No.: 108840

Mumbai, 13[th] May, 2025

Ashish Adukia Global Chief Financial Officer

Mumbai, 13[th] May, 2025

Rajendra Chopra Company Secretary

Cipla Limited | Annual Report 2024-25

Caring For Life

Ein Crores Consolidated Statement of Changes in Equity for the year ended 31stMarch, 2025 (a) Equity share capital (refer note 20)	As at 31st March, 2024	161.43	0.04 161.47	0.04 161.47	Ein Crores (b) Other equity (refer note 21)		Total	23,552.11	4,153.72	(120.58)	4,033.14	(722.77)	-	(1.29)	36.43	(235.29)	(67.63)	0.00	46.16 26,640.86	46.16 26,640.86
							Non- controlling interest	305.76	32.17	3.26	35.43	(36.60)	-	-	36.43	(234.28)	(10.84)	-	- 95.90
	As at 31st March, 2025	161.47 0.05 161.52					Attributable to the owners of the Company	23,246.35	4,121.55	(123.84)	3,997.71	(686.17)	-	(1.29)	-	(1.01)	(56.79)	0.00	46.16 26,544.96
						ve income	Effective portion of cash flow hedges	3.47	-	2.38	2.38	-	-	-	-	-	-	-	- 5.85
	Particulars	Balance at the beginning of the year	Changes in equity share capital during the year on exercise of employee stock options (ESOSs & ESARs)	Balance at the end of the year
						her comprehensi	Equity instruments fair value through other comprehensive income	112.87	-	22.21	22.21	-	9.90	-	-	-	-	-	- 144.98
						Items of ot	Foreign currency translation reserve	380.51	-	(65.30)	(65.30)	-	-	-	-	-	-	-	- 315.21
							Retained earnings*	18,057.03	4,121.55	(83.13)	4,038.42	(686.17)	29.50	-	-	-	-	-	- 21,438.78
						rplus	Employee stock options/ ESAR	61.82	-	-	-	-	(0.08)	(21.36)	-	-	-	-	46.16 86.54
						rves and su	General reserve	3,144.92	-	-	-	-	0.08	-	-	-	-	-	- 3,145.00
						Rese	Securities premium	1,652.77	-	-	-	-	-	20.07	-	-	-	-	- 1,672.84
							Capital reserve	(167.04)	-	-	-	-	(39.40)	-	-	(1.01)	(56.79)	-	- (264.24)
							Share application money pending allotment	-	-	-	-	-	-	-	-	-	-	0.00	- 0.00
							Particulars	Balance as at 1st April, 2023	Profit for the year	Other comprehensive income/(loss) (net of tax)	Total comprehensive income for the year	Payment of dividend (refer note 43 C)	Transfers within Other equity	Exercise of employee stock options	Contribution by Non-controlling interest (refer note 22)	Divestment of stake in subsidiaries	Transaction with Non-controlling interest (refer note 22)	Share application money pending allotment#	Share based payments expense (refer note 47)	Balance as at 31st March, 2024

Corporate Overview & Integrated Report Statutory Reports

Ein Crores		Total	5,269.20	218.66	5,487.86	(1,078.80)	-	30.47	0.00	47.34 31,127.73	47.34 31,127.73	As per our report of even date attached For and on behalf of theBoard of Directors ForWalker Chandiok & Co LLP Umang Vohra Kamil Hamied Chartered Accountants Managing Director and Non-Executive Director Firm Reg. No. 001076N/N500013 Global Chief Executive Officer DIN: 00024292 DIN: 02296740 Adi P. Sethna Ashish Adukia Rajendra Chopra Partner Global Chief Financial Officer Company Secretary Membership No.: 108840 Mumbai, 13thMay, 2025 Mumbai, 13thMay, 2025 #represent share application money pending allotment ofH9,144 for 4,572 number of shares (31stMarch, 2024:H30,196 for 15,098 number of shares) *Remeasurement gain/(losses) net of taxes on defined benefit plans during the year is recognised as part of retained earnings. There are no prior period errors, and hence disclosure with respect to the restatement of the opening balance of “Equity share capital” and “Other equity” is not applicable. The accompanying notes form an integral part of these consolidated financial statements. (Note 1-60)
		Non- controlling interest	(3.32)	1.72	(1.60)	(28.97)	-	30.47	-	- 95.80
		Attributable to the owners of the Company	5,272.52	216.94	5,489.46	(1,049.83)	-	-	0.00	47.34 31,031.93
	ve income	Effective portion of cash flow hedges	-	3.84	3.84	-	-	-	-	- 9.69
	her comprehensi	Equity instruments fair value through other comprehensive income	-	(38.53)	(38.53)	-	-	-	-	- 106.45
	Items of ot	Foreign currency translation reserve	-	268.82	268.82	-	-	-	-	- 584.03
		Retained earnings*	5,272.52	(17.19)	5,255.33	(1,049.83)	-	-	-	- 25,644.28
	rplus	Employee stock options/ ESAR	-	-	-	-	(19.76)	-	-	47.34 114.12
	rves and su	General reserve	-	-	-	-	-	-	-	- 3,145.00
	Rese	Securities premium	-	-	-	-	19.76	-	-	- 1,692.60
		Capital reserve	-	-	-	-	-	-	-	- (264.24)
		Share application money pending allotment	-	-	-	-	-	-	0.00	- 0.00
		Particulars	Profit for the year	Other comprehensive income/(loss) (net of tax)	Total comprehensive income for the year	Payment of dividend (refer note 43 C)	Exercise of employee stock options	Contribution by Non-controlling interest (refer note 22)	Share application money pending allotment#	Share based payments expense (refer note 47)	Balance as at 31st March, 2025

Cipla Limited | Annual Report 2024-25

Caring For Life

Consolidated Statement of Cash Flows

for year ended 31[st] March, 2025

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H in Crores
For the year ended For the year ended
Particulars
31 [st] March, 2025 31 [st] March, 2024
Cash flow from operating activities
Profit before exceptional items and tax 6,820.81 5,896.72
Adjustments for:
Depreciation, impairment and amortisation expense 1,106.95 1,051.02
Finance costs 62.01 89.88
Unrealised foreign exchange gain (net) (13.85) (22.81)
Share based payment expense 47.34 46.16
Allowances for credit loss (net) 8.93 23.51
Interest income on income tax refund (9.98) (11.29)
Interest income on bank deposits and others (254.42) (208.30)
Sundry balances written back (net) (10.94) (18.83)
Net gain on sale of current investment carried at fair value through profit or loss (174.27) (69.22)
Net fair value gain on financial instruments at fair value through profit or loss (234.55) (221.96)
Net loss/(gain) on sale/disposal of property, plant and equipment 5.06 (3.49)
Gain on divestment of subsidiaries - (0.93)
Rent income (14.54) (12.97)
Operating profit before working capital changes 7,338.55 6,537.49
Adjustments for working capital:
Increase in inventories (322.54) (61.86)
Increase in trade and other assets (801.87) (906.95)
Increase in trade payables and other liabilities 458.94 162.71
Cash generated from operations 6,673.08 5,731.39
Income tax paid (net of refunds) (1,668.10) (1,597.48)
Net cash flows generated from operating activities (a) 5,004.98 4,133.91
Cash flow from investing activities
Purchase of property, plant and equipment {refer note (ii) below} (1,162.16) (1,098.25)
Purchase of intangible assets (including intangible asset under development) (386.04) (251.05)
Proceeds from sale of property, plant and equipment {refer note (ii) below} 24.85 34.17
Proceeds from sale of intangible assets 8.55 -
Purchase consideration for acquisition of business (130.00) -
Receipts of asset-related government grant - 33.63
Proceeds from sale of investments in subsidiaries (net of cash disposed off) (refer note 58) - 120.40
Deferred /Purchase consideration for acquisition of subsidiary (net of cash acquired) (75.09) (300.89)
(refer note 57)
Investment in associates (refer note 6) (30.63) (42.00)
Purchase of non-current investments (17.83) (6.03)
Proceeds from sale of non-current investments - 0.60
Purchase of current investments (net) (2,077.40) (1,425.97)
Advance received against assets held for sale 11.09 -
Change in bank balances other than cash and cash equivalents (104.41) (265.10)
Interest received 260.20 208.23
Loan given to associate and others (26.81) (8.74)
Rent received 14.54 12.97
Net cash used in investing activities (b) (3,691.14) (2,988.03)
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Corporate Overview & Integrated Report Statutory Reports

Consolidated Statement of Cash Flows

for year ended 31[st] March, 2025

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H in Crores
For the year ended For the year ended
Particulars
31 [st] March, 2025 31 [st] March, 2024
Cash flow from financing activities
Proceeds from issue of equity shares (ESOSs & ESARs) 0.05 0.04
Transaction with non-controlling interest (net) 2.79 (71.99)
Consideration paid for settlement of option liability (43.14) -
Repayment from current borrowings (net) (98.01) (300.46)
Proceeds from Non-current borrowings 11.96 -
Principal payment of lease liabilities (80.23) (77.02)
Interest paid (including interest on lease liability of H 23.02 Crores (31 [st] March, 2024: (36.38) (64.83)
H 21.11 Crores)
Dividend paid (1,049.83) (686.17)
Net cash used in financing activities (c) (1,292.79) (1,200.43)
Net increase/(decrease) in cash and cash equivalents (a+b+c) 21.05 (54.55)
Cash and cash equivalents at the beginning of the year 512.34 561.33
Exchange difference on translation of foreign currency cash and cash equivalents 9.26 5.56
Cash and cash equivalents at the end of the year (refer note 15) 542.65 512.34
Components of cash and cash equivalents:
Cash and cash equivalents as per Consolidated Balance Sheet (refer note 15) 588.69 640.07
Less: Bank overdraft (refer note 23) (46.04) (127.73)
Cash and cash equivalents for Consolidated Statement of Cash Flows 542.65 512.34
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Note:

(i) The above statement of cash flow from operating activities has been prepared under the "Indirect method" as set out in Indian Accounting Standard (Ind AS) 7- Statement of Cash Flows.

(ii) Purchase and sale of property, plant and equipment represents additions and deletions to property, plant and equipment and investment property adjusted for movement of capital work in progress, capital advances and capital creditors during the year.

(iii) For reconciliation of borrowings, refer note 23

The accompanying notes form an integral part of these consolidated financial statements (Note 1-60).

As per our report of even date attached

For and on behalf of the Board of Directors

For Walker Chandiok & Co LLP Chartered Accountants Firm Reg. No. 001076N/N500013

Umang Vohra Managing Director and Global Chief Executive Officer DIN: 02296740

Kamil Hamied

Non-Executive Director DIN: 00024292

Adi P. Sethna

Partner Membership No.: 108840

Ashish Adukia

Global Chief Financial Officer

Rajendra Chopra

Company Secretary

Mumbai, 13[th] May, 2025

Mumbai, 13[th] May, 2025

Cipla Limited | Annual Report 2024-25

Caring For Life

Notes to the Consolidated Financial Statements

Group Information

Cipla Limited (Corporate identity number: L24239MH1935PLC002380) ("Cipla" or “the Company”) having a registered office at Cipla house, Peninsula Business Park, Ganpatrao Kadam Marg, Lower Parel, Mumbai - 400013, is a public company incorporated and domiciled in India. The Company is in the business of manufacturing, developing, and marketing a wide range of branded and generic formulations and Active Pharmaceutical Ingredients (APIs). The Group has a wide network of manufacturing, trading, and other incidental operations in India and International markets. Equity shares of the Company are listed on the Bombay Stock Exchange Limited and the National Stock Exchange of India Limited. Global Depository Receipts are listed on the Luxembourg Stock Exchange.

The consolidated financial statements comprise financial statements of Cipla Limited (‘the Company’) and its subsidiaries (the Company and its subsidiaries together referred to as ‘the Group’), and its associates (refer to “Annexure A” to Note 1 for the list of subsidiaries and associates).

Note 1: Basis of Preparation, Measurement, Key accounting estimates and judgements and Material accounting policies information

1.1 Basis of Preparation and Measurement

• (i) Compliance with Indian Accounting Standards (Ind AS)

• The consolidated financial statements of the Group as at and for the year ended 31[st] March, 2025 have been prepared and presented in accordance with Indian Accounting Standards (“Ind AS”) notified under Section 133 of the Companies Act, 2013 (“the Act”) [Companies (Indian Accounting Standards) Rules, 2015], and presentation requirements of Division II of Schedule III to the Companies Act, 2013 as amended from time to time, and other relevant provisions of the Act and accounting principles generally accepted in India. These financial statements have been prepared on a going concern basis.

(ii) Consistency of accounting policy

The accounting policies are applied consistently to all the periods presented in the consolidated financial statements.

(iii) Functional currency and rounding of amounts

The consolidated financial statements are presented in Indian Rupee ( H ) which is also the functional currency of the parent company. All amounts disclosed in the consolidated financial statements and notes have been rounded-off to the nearest crore or decimal thereof as per the requirement of Schedule III, unless otherwise stated. Amount less than H 50,000/- is presented as H 0.00 Crore. Items included in the consolidated financial statements of each of the Group’s entities are measured

using the currency of the primary economic environment in which the entity operates (‘the functional currency’) unless the use of a different currency is appropriate.

(iv) Basis of measurement

The consolidated financial statements have been prepared on a historical cost basis and on accrual basis, except for the following:

• Financial assets and liabilities are measured at fair value or at amortised cost depending on classification;

• Derivative financial instruments and contingent consideration is measured at fair value;

• Assets held for sale – measured at fair value less cost to sell;

• Defined benefit plans – plan assets measured at fair value;

• Lease liability and Right-of-use assets – measured at fair value;

• Share based payments – measured at fair value;

• Investment in associates are accounted for using equity method; and

• Asset and liabilities assumed as part of business combination – measured at fair value.

All assets and liabilities have been classified as current and non-current as per the Group’s normal operating cycle and other criteria set out in the Schedule III of the Act and Ind AS 1 - Presentation of Financial Statements.

Based on the nature of products and the time between acquisition of assets for processing and their realisation in cash and cash equivalents, the Group has ascertained its operating cycle as 12 months for the purpose of current or non-current classification of assets and liabilities. Deferred tax assets and liabilities are always disclosed as non-current.

(v) Basis of consolidation

The consolidated financial statements relate to Cipla Limited, its subsidiaries and associates. The financial statements of the subsidiaries and associates used for the purpose of consolidation are drawn up to the same reporting date as that of the Group.

The consolidated financial statements have been prepared using uniform accounting policies for like transactions and other events in similar circumstances and are presented to the extent possible, in the same manner, as the Company’s separate financial statements. The consolidated financial statements have been prepared on the following basis:

Corporate Overview & Integrated Report Statutory Reports

Notes to the Consolidated Financial Statements

Investment in subsidiaries

Subsidiaries are entities controlled by the Group. The Group controls an entity when it is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power over the entity. The net assets and results of acquired businesses are included in the consolidated financial statements from their respective dates of acquisition, being the date on which the Group obtains control. The results of disposed businesses are included in the consolidated financial statements up to their date of disposal, being the date control ceases. The financial statements of subsidiaries are included in these consolidated financial statements from the date that control commences until the date that control ceases.

The excess of cost to the Group of its investment in subsidiaries, on the acquisition dates over and above the Group’s share of equity in the subsidiaries, is recognised as ‘Goodwill on Consolidation’ in the consolidated financial statements. The said Goodwill is not amortised, however, it is tested for impairment at each Balance Sheet date and the impairment loss, if any, is provided for. On the other hand, where the share of equity in subsidiaries as on the date of investment is in excess of cost of investments of the Group, it is recognised as ‘Capital Reserve’ and shown under the head ‘Other Equity’ in the consolidated financial statements.

Non-controlling interests represent that part of the total comprehensive income and net assets of subsidiaries attributable to the interest which is not owned, directly or indirectly, by the Parent Company.

Non-controlling interests in the net assets of consolidated subsidiaries is identified and presented in the consolidated Balance Sheet separately within equity. Non-controlling interests are valued based on the proportion of net assets of the acquired company at the date of acquisition.

Non-controlling interests in the net assets of consolidated subsidiaries consists of:

• (a) The amount of equity attributable to noncontrolling interests at the date on which investment in a subsidiary is made; and

• (b) The non- controlling interests share of movements in equity since the date parent subsidiary relationship came into existence.

The consolidated financial statements of the Group have been combined on a line-by-line basis by adding together the book values of like items of assets, liabilities, income and expenses, after fully eliminating intra-group

balances and intra-group transactions and resulting unrealised profits. Unrealised losses resulting from intra-group transactions are eliminated unless cost cannot be recovered.

The Group treats transactions with non-controlling interests that do not result in a loss of control as transactions with equity owners of the Group. A change in ownership interest results in an adjustment between the carrying amounts of the controlling and non-controlling interests to reflect their relative interests in the subsidiary. Any difference between the amount of the adjustment to non-controlling interests and any consideration paid or received is recognised within equity.

The profit and other comprehensive income attributable to non-controlling interest of subsidiaries are shown separately in the consolidated statement of profit and loss and consolidated statement of changes in equity.

Upon loss of control, the Group de-recognises the assets and liabilities of the subsidiary, any non-controlling interests and the other components of equity related to the subsidiary. Any surplus or deficit arising on the loss of control is recognised in the consolidated profit or loss. If the Group retains any interest in the previous subsidiary, then such interest is measured at fair value at the date that control is lost. Subsequently, it is accounted for as an equityaccounted investee or as a FVTOCI or FVTPL financial asset, depending on the level of influence retained.

Investment in Associates

Investments in associates are accounted for using the equity method unless otherwise stated. Under the equity method of accounting, on initial recognition the investment in an associate is recognised at cost. The carrying amount of the investment in associates is increased or decreased to recognise the Group’s share of the profit or loss after the date of acquisition, unless the share purchase agreement specify otherwise. When necessary, adjustments are made to bring the accounting policies in line with those of the Group. Unrealised gains and losses on transactions between the Group and its associates are eliminated to the extent of the Group’s interest in those entities. Where unrealised losses are eliminated, the underlying asset is also tested for impairment.

If an entity’s share of losses of an associate equal or exceeds its interest in the associate, the entity discontinues recognising its share of further losses. Additional losses are recognised only to the extent that the Group has incurred legal or constructive obligations or made payments on behalf of the associate. If the associate subsequently reports profits, the entity resumes recognising its share of those profits only after its share of the profits equals the share of losses not recognised.

Cipla Limited | Annual Report 2024-25

Caring For Life

Notes to the Consolidated Financial Statements

1.2 Key accounting estimates and Judgements

The preparation of consolidated financial statements requires management of the Group to make judgements, estimates and assumptions that affect the reported assets and liabilities, revenue and expenses and disclosures relating to contingent liabilities. Management believes that the estimates used in the preparation of the consolidated financial statements are prudent and reasonable. Estimates and underlying assumptions are reviewed by management at each reporting date. Actual results could differ from these estimates. Any revision of these estimates is recognised prospectively in the current and future periods.

Following are the critical judgements and estimates:

1.2.1. Judgements

(i) Leases

Ind AS 116 - Leases requires lessees to determine the lease term as the non-cancellable period of a lease adjusted with any option to extend or terminate the lease, if the use of such option is reasonably certain. The Group makes an assessment on the expected lease term on a lease-by-lease basis and thereby assesses whether it is reasonably certain that any options to extend or terminate the contract will be exercised. In evaluating the lease term, the Group considers factors such as any significant leasehold improvements undertaken over the lease term, costs relating to the termination of the lease and the importance of the underlying asset to Group’s operations taking into account the location of the underlying asset and the availability of suitable alternatives. The lease term in future periods is reassessed to ensure that the lease term reflects the current economic circumstances.

(ii) Income taxes

The major tax jurisdictions for the Group are India, US and South Africa, though the Group companies also files tax returns in other foreign jurisdictions. Significant judgements are involved in determining the provision for income taxes including judgement on whether tax positions are probable of being sustained in tax assessments. A tax assessment can involve complex issues, which can only be resolved over extended time periods. The recognition of taxes that are subject to certain legal or economic limits or uncertainties is assessed individually by management based on the specific facts and circumstances.

In assessing the realisability of deferred tax assets, management considers whether some portion or all of the deferred tax assets will not be realised. The ultimate realisation of deferred tax assets is

dependent upon the generation of future taxable income during the periods in which the temporary differences become deductible. Management considers the scheduled reversals of deferred income tax liabilities, projected future taxable income and tax planning strategies in making this assessment. Based on the level of historical taxable income and projections for future taxable income over the periods in which the deferred income tax assets are deductible, management believes that the Group will realise the benefits of those deductible differences. The amount of the deferred income tax assets considered realisable, however, could be reduced in the near term if estimates of future taxable income during the carry forward period are reduced.

(iii) Research and development costs

Research and development (R&D) expenses are fully charged to “Other expenses” in the consolidated statement of profit and loss in the period in which they are incurred. The Group considers that regulatory and other uncertainties inherent in the development of new products preclude the capitalization of internal development expenses as an intangible asset until marketing approval from a regulatory authority is obtained in a major market.

Payments made to third parties, such as contract research and development organizations in compensation for subcontracted R&D, that are deemed not to transfer intellectual property to Group are expensed as R&D expenses in the period in which they are incurred. Such payments are only capitalized if they meet the criteria for recognition of an internally generated intangible asset, usually when marketing approval has been received from a regulatory authority in a major market.

Payments made to third parties to in-license or acquire intellectual property rights, compounds and products, including initial upfront and subsequent milestone payments, are capitalized, as are payments for other assets, such as technologies to be used in R&D activities. If additional payments are made to the originator company to continue performing R&D activities, an evaluation is made as to the nature of the payments. Such additional payments will be expensed if they are deemed to be compensation for subcontracted R&D services not resulting in an additional transfer of intellectual property rights to Group. Such additional payments will be capitalized if they are deemed to be compensation for the transfer of additional

Corporate Overview & Integrated Report Statutory Reports

Notes to the Consolidated Financial Statements

intellectual property developed at the risk of the originator company. Subsequent internal R&D costs in relation to IPR&D and other assets are expensed, since the technical feasibility of the internal R&D activity can only be demonstrated by the receipt of marketing approval for a related product from a regulatory authority in a major market.

useful lives and residual values of Group's assets are determined by the management at the time the asset is acquired and reviewed periodically, including at each financial year end. The lives are based on historical experience with similar assets as well as anticipation of future events, which may impact their life, such as changes in technology.

(iv) Provisions and contingent liabilities

The Group exercises judgement in determining if a particular matter is possible, probable or remote. The Group also exercises judgement in measuring and recognising provisions and the exposures to contingent liabilities related to pending litigation or other outstanding claims subject to negotiated settlement, mediation, government regulation, as well as other contingent liabilities. Judgement is necessary in assessing the likelihood that a pending claim will succeed, or a liability will arise, and to quantify the possible range of the financial settlement. Because of the inherent uncertainty in this evaluation process, actual losses may be different from the originally estimated provision. Provisions are reviewed at each balance sheet date and adjusted to reflect the current best estimate. If it is no longer probable that the outflow of resources would be required to settle the obligation, the provision is reversed.

(v) Business combinations

The Group uses the acquisition method of accounting to account for business combinations. The acquisition date is the date on which control is transferred to the acquirer. Judgement is applied in determining the acquisition date, determining whether control is transferred from one party to another and whether acquisition constitute a business or asset acquisition. Control exists when the Group is exposed to, or has rights to variable returns from its involvement with the entity and has the ability to affect those returns through power over the entity. In assessing control, potential voting rights are considered only if the rights are substantive.

1.2.2 Estimates

(i) Useful lives of property, plant and equipment, and intangible assets

Property, plant and equipment, and intangibles assets represent a significant proportion of the asset base of the Group. The charge in respect of periodic depreciation is derived after determining an estimate of an asset’s expected useful life and the expected residual value at the end of its life. The

(ii)

Refund liabilities

The Group accounts for sales returns accrual by recording refund liabilities concurrent with the recognition of revenue at the time of a product sale. This liability is based on the Group's estimate of expected sales returns. The Group deals in various products and operates in various markets. Accordingly, the estimate of sales returns is determined primarily by the Group’s historical experience in the markets in which the Group operates. With respect to established products, the Group considers its historical experience of sales returns, levels of inventory in the distribution channel, estimated shelf life, product discontinuances, price changes of competitive products, and the introduction of competitive new products, to the extent each of these factors impact the Group’s business and markets.

At the time of recognising the refund liability, the Group also recognises an asset, (i.e., the right to the returned goods to the extent goods are saleable in market) which is included in inventories for the products expected to be returned and sold. The Group initially measures this asset at the former carrying amount of the inventory, less any expected costs to recover the goods, including any potential decreases in the value of the returned goods. Along with re-measuring the refund liability at the end of each reporting period, the Group updates the measurement of the asset recorded for any revisions to its expected level of returns, as well as any additional decreases in the value of the returned products.

(iii) Provision for chargeback, rebates and discounts

Provisions for chargeback, rebates, discounts, other deductions and medicaid payments are estimated and provided for in the year of sales and recorded as reduction of revenue. A chargeback claim is a claim made by the wholesaler for the difference between the price at which the product is initially invoiced to the wholesaler and the net price at which it is agreed to be procured from the Group. Provisions for such chargebacks, rebates and discounts are accrued and estimated based on historical average rate actually claimed

Cipla Limited | Annual Report 2024-25

Caring For Life

Notes to the Consolidated Financial Statements

over a period of time, current contract prices with wholesalers/other customers and estimated inventory holding by the wholesaler.

(iv) Shelf stock adjustments

Shelf stock adjustments are credits issued to customers to reflect decreases in the selling price of products sold by the Group, and are accrued when the prices of certain products decline as a result of increased competition upon the expiration of limited competition or exclusivity periods. These credits are customary in the pharmaceutical industry and are intended to reduce the customer inventory cost to better reflect the current market prices. The determination to grant a shelf stock adjustment to a customer is based on the terms of the applicable contract, which may or may not specifically limit the age of the stock on which a credit would be offered.

(v) Inventories obsolescence

The factors that the Group considers in determining the provision for slow moving, obsolete and other non-saleable inventory include estimated shelf life, planned product discontinuances, price changes, ageing of inventory and introduction of competitive new products, to the extent each of these factors impact the Group’s business and markets. The Group considers all these factors and adjusts the inventory obsolescence to reflect its actual experience on a periodic basis.

(vi) Expected credit loss

In accordance with Ind AS 109 - Financial Instruments, the Group applies ECL model for measurement and recognition of impairment loss on the trade receivables or any contractual right to receive cash or another financial asset that result from transactions that are within the scope of Ind AS 115 - Revenue from Contracts with Customers.

For this purpose, the Group follows ‘simplified approach’ for recognition of impairment loss allowance on the trade receivable balances, contract assets and lease receivables. The application of simplified approach requires expected lifetime losses to be recognised from initial recognition of the receivables based on lifetime ECLs at each reporting date.

As a practical expedient, the Group uses a provision matrix to determine impairment loss allowance on portfolio of its trade receivables. The provision

matrix is based on its historically observed default rates over the expected life of the trade receivables and is adjusted for forward-looking estimates. At every reporting date, the historical observed default rates are updated and changes in the forward-looking estimates are analysed.

In case of other assets, the Group determines if there has been a significant increase in credit risk of the financial asset since initial recognition. If the credit risk of such assets has not increased significantly, an amount equal to twelve months ECL is measured and recognised as loss allowance. However, if credit risk has increased significantly, an amount equal to lifetime ECL is measured and recognised as loss allowance.

(vii) Accounting for defined benefit plans

In accounting for post-retirement benefits, several statistical and other factors that attempt to anticipate future events are used to calculate plan expenses and liabilities. These factors include expected return on plan assets, discount rate assumptions and rate of future compensation increases. To estimate these factors, actuarial consultants also use estimates such as withdrawal, turnover, and mortality rates which require significant judgement. The actuarial assumptions used by the Group may differ materially from actual results in future periods due to changing market and economic conditions, regulatory events, judicial rulings, higher or lower withdrawal rates, or longer or shorter participant life spans.

(viii) Impairment of non-financial assets

An impairment loss is recognised for the amount by which an asset’s or cash-generating unit’s carrying amount exceeds its recoverable amount. To determine the recoverable amount, management estimates expected future cash flows from each asset or cash-generating unit and determines a suitable interest rate in order to calculate the present value of those cash flows. In the process of measuring expected future cash flows, management makes assumptions about future operating results. These assumptions relate to future events and circumstances. The actual results may vary and may cause significant adjustments to the Group’s assets.

In most cases, determining the applicable discount rate involves estimating the appropriate adjustment to market risk and the appropriate adjustment to asset-specific risk factors.

Corporate Overview & Integrated Report

Statutory Reports

Notes to the Consolidated Financial Statements

(ix) Fair value of financial instruments

Management uses valuation techniques in measuring the fair value of financial instruments where active market quotes are not available. Details of the assumptions used are given in the notes regarding financial assets and liabilities. In applying the valuation techniques, management makes maximum use of market inputs and uses estimates and assumptions that are, as far as possible, consistent with observable data that market participants would use in pricing the instrument. Where applicable data is not observable, management uses its best estimate about the assumptions that market participants would make. These estimates may vary from the actual prices that would be achieved in an arm’s length transaction at the reporting date.

1.3 Material Accounting Policies

• 1.3.1 Property, plant and equipment and Capital work-inprogress

(i) Recognition and measurement

Property, plant and equipment, is stated at acquisition cost net of accumulated depreciation and accumulated impairment losses, if any. Cost of acquisition or construction of property, plant and equipment comprises its purchase price including import duties and non-refundable purchase taxes net of trade discounts, rebates and any directly attributable cost of bringing the item to its working condition for its intended use.

Freehold land has an unlimited useful life and therefore is not depreciated.

Property, plant and equipment acquired in a business combination, other than common control combination, are recognised at fair value at the acquisition date. Property, plant and equipment acquired under common control combination are recognised at carrying value at the acquisition date.

Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the Group and the cost of the item can be measured reliably. All other repairs and maintenance cost are charged to the consolidated statement of profit and loss during the period in which they are incurred.

Property, plant and equipment which are not ready for intended use as on the date of Balance Sheet are disclosed as ‘Capital work-in-progress’. Advances paid towards the acquisition of property,

plant and equipment outstanding at each balance sheet date is classified as capital advances under ‘Other Non-Current Assets’.

Software for internal use, which is primarily acquired from third-party vendors, and which is an integral part of a tangible asset, including consultancy charges for implementing the software, is capitalised as part of the related tangible asset. Subsequent costs associated with maintaining such software are recognised as expense as incurred. The capitalised costs are amortised over the estimated useful life of the software or the remaining useful life of the tangible fixed asset, whichever is lower.

The carrying values of property, plant and equipment are reviewed for impairment when events or changes in circumstances indicate that the carrying value may not be recoverable.

Capital work-in-progress included in non-current assets comprises of direct costs, related incidental expenses and attributable interest. Capital work-inprogress are not depreciated as these assets are not yet available for use.

(ii) Depreciation

Depreciation on property, plant, and equipment (other than freehold land) is calculated on pro-rata on the straight line method based on the useful life of the assets as indicated under Part C of Schedule II of the Companies Act 2013 except for certain assets where management believes and based on the technical evaluation and assessment that the useful lives adopted by it best represent the period over which an asset is expected to be available for use.

The residual values, useful lives and methods of depreciation of property, plant and equipment are reviewed at each financial year end and, if expectations differ from previous estimates, the changes are accounted for as a change in an accounting estimate and adjusted prospectively.

The estimated useful lives are as follows:

The estimated useful lives are a	s follows:
Property, plant and equipment	Useful Life
Buildings – Factory and Administrative Buildings	25 to 40 years
Buildings – Ancillarystructures	3 to 10years
Plant and equipment	2 to 20years
Furniture, fixtures and office equipment	3 to 10 years
Vehicles	4 to 8years
Computers	3years

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Notes to the Consolidated Financial Statements

(iii) De-recognition

An item of property, plant and equipment, is derecognised upon disposal or when no future economic benefits are expected from its use or disposal. Any gain or loss arising on de-recognition of the asset (calculated as the difference between the net disposal proceeds and the carrying amount of the asset) is included in the consolidated statement of profit and loss.

1.3.2 Intangible assets

(i) Recognition and measurement

Intangible assets comprises of marketing intangibles, trademarks, technical know-how, brands, customer relationship, computer software, product related intangibles, distribution network and non – compete rights acquired separately are measured on initial recognition at cost. Further, payments to third parties for in-licensed products, generally take the form of up-front and milestones payments and are capitalised following a cost accumulation approach to variable payments (milestones) when receipt of economic benefits out of the separately purchased transaction is considered to be probable. Following initial recognition, intangible assets are carried at cost less accumulated amortisation and accumulated impairment loss, if any. Subsequent expenditures are capitalised only when they increase the future economic benefits embodied in the specific asset to which they relate.

(ii) Goodwill

Goodwill represents the excess of consideration transferred, together with the amount of noncontrolling interest in the acquiree, over the fair value of the identifiable net assets acquired. Goodwill is measured at cost less accumulated impairment losses. In respect of equity accounted investees, the carrying amount of goodwill is included in the carrying amount of the investment, and any impairment loss on such an investment is not allocated to any asset, including goodwill, that forms part of the carrying value of the equity accounted investee.

(iii) In-Process Research and Development assets (“IPR&D”) or Intangible assets under development

Acquired research and development intangible assets that are under development are recognised as In-Process Research and Development assets (“IPR&D”) or Intangible assets under development. IPR&D assets are not amortised but evaluated for

potential impairment on an annual basis or when there are indications that the carrying value may not be recoverable. Subsequent expenditure on an In-Process Research or Development project acquired separately or in a business combination and recognised as an intangible asset is:

• recognised as an expense when incurred, if it is research expenditure;

• capitalised if the cost can be reliably measured, the product or process is technically and commercially feasible and the Group has sufficient resources to complete the development and to use and sell the asset.

(iv) Expenditure on regulatory approval

Expenditure for obtaining regulatory approvals and registration of products for overseas markets is charged to the consolidated statement of profit and loss.

(v) Amortisation

The Group amortises intangible assets with a finite useful life using the straight-line method over the following useful lives:

Intangible assets	Useful Lives
Marketingintangibles	2 to 25years
Trademarks	2 to 15years
Technical Know-how	2 to 15years
Brands	2 to 15years
Computer software	2 to 6years
Non-compete rights	5years
Customer Relationships	4years

The amortisation period and the amortisation method for intangible assets with a finite useful life are reviewed at each reporting date and adjusted prospectively, if appropriate.

The amortisation expense on intangible assets with finite life is recognised in the consolidated statement of profit and loss under the head depreciation, impairment and amortisation expense.

(vi) De-recognition of intangible assets

Intangible assets are de-recognised either on their disposal or where no future economic benefits are expected from their use. Losses arising on such de-recognition are recorded in the consolidated profit or loss, and are measured as the difference between the net disposal proceeds, if any, and the carrying amount of respective intangible assets as on the date of de-recognition.

Corporate Overview & Integrated Report Statutory Reports

Notes to the Consolidated Financial Statements

1.3.3 Investment properties

Property that is held for long-term rental yields or for capital appreciation or both, and that is not occupied by the Group, is classified as investment properties. Investment property is measured initially at its cost, including related transaction costs and borrowing costs where applicable. Subsequent expenditure is capitalised to the asset’s carrying amount only when it is probable that future economic benefits associated with the expenditure will flow to the Group and the cost of the item can be measured reliably.

Investment properties are depreciated using the straightline method over their estimated useful lives.

Investment properties generally have a useful life of 5-60 years. The useful life has been determined based on technical evaluation performed by the management’s expert.

1.3.4 Discontinued operations and Assets classified as held for sale

A discontinued operation is a component of the entity that has been disposed of or is classified as held for sale and:

• represents a separate major line of business or geographical area of operations; and

• is part of a single co-ordinated plan to dispose of such a line of business or area of operations.

The results of discontinued operations are presented separately as a single amount as profit or loss after tax from discontinued operational in the consolidated statement of profit and loss.

Assets are classified as held for sale if their carrying amount will be recovered principally through a sale transaction rather than through continuing use and a sale is considered highly probable. They are measured at the lower of their carrying amount and fair value less costs to sell.

An impairment loss is recognised for any initial or subsequent write-down of the asset to fair value less costs to sell. A gain is recognised for any subsequent increases in fair value less costs to sell of an asset, but not in excess of any cumulative impairment loss previously recognised. A gain or loss not previously recognised by the date of the sale of the asset is recognised at the date of de-recognition.

Assets are not depreciated or amortised while they are classified as held for sale. Interest and other expenses attributable to the liabilities of a disposal group classified as held for sale continue to be recognised.

Assets classified as held for sale are presented separately from the other assets in the Balance Sheet. The liabilities of a disposal group classified as held for sale are presented separately from other liabilities in the Consolidated Balance Sheet.

1.3.5 Impairment of non-financial assets

The carrying amounts of the Group’s non-financial assets, other than inventories and deferred tax assets are reviewed at each reporting date to determine whether there is any indication of impairment. If any indication exists, or when annual impairment testing for an asset is required, the Group estimates the asset’s recoverable amount. For goodwill and intangible assets that have indefinite lives or that are not yet available for use, an impairment test is performed each year at 31[st] March.

An asset’s recoverable amount is the higher of an asset’s or cash-generating unit’s (CGU) fair value less costs of disposal and its value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset or the cash-generating unit. In determining fair value less costs of disposal, recent market transactions are taken into account. If no such transactions can be identified, an appropriate valuation model is used. These calculations are corroborated by valuation multiples or other available fair value indicators.

For the purpose of impairment testing, assets are grouped together into the smallest group of assets that generate cash inflows from continuing use that are largely independent of the cash inflows of other assets or groups of assets (the “cash-generating unit”).

The goodwill acquired in a business combination is, for the purpose of impairment testing, allocated to cashgenerating units that are expected to benefit from the synergies of the combination.

An impairment loss is recognised in the consolidated statement of profit and loss if the estimated recoverable amount of an asset or its cash-generating unit is lower than its carrying amount. Impairment losses recognised in respect of cash-generating units are allocated first to reduce the carrying amount of any goodwill allocated to the units and then to reduce the carrying amount of the other assets in the unit on a pro-rata basis.

An impairment loss in respect of goodwill is not reversed. In respect of other assets, impairment losses recognised in prior periods are assessed at each reporting date for any indications that the loss has decreased or no longer exists. An impairment loss is reversed if there has been a

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favourable change in the estimates used to determine the recoverable amount. An impairment loss is reversed only to the extent that the asset’s carrying amount does not exceed its recoverable amount, nor exceed the carrying amount that would have been determined, net of depreciation or amortisation, if no impairment loss had been recognised.

Goodwill that forms part of the carrying amount of an investment in an associate is not recognised separately, and therefore is not tested for impairment separately. Instead, the entire amount of the investment in an associate is tested for impairment as a single asset when there is objective evidence that the investment in an associate may be impaired.

1.3.6 Foreign currency translation

All resulting exchange differences are recognised in other comprehensive income.

On disposal of a foreign operation, the related cumulative translation differences recognised in equity are re-classified to consolidated statement of profit and loss and are recognised as part of the gain or loss on disposal.

1.3.7 Inventories

Inventories consists of raw materials and packing materials, stores, spares and consumables, work-inprogress, stock-in-trade and finished goods and are measured at the lower of cost and net realizable value. Net realizable value is the estimated selling price in the ordinary course of business, less the estimated costs of completion and costs necessary to make the sale.

Foreign currency transactions and balances

Transactions in foreign currencies are translated into respective functional currencies of Group Companies at exchange rates at the dates of the transactions. Monetary assets and liabilities denominated in foreign currencies are translated into the functional currency at the exchange rate at the reporting date. Non-monetary items are measured at historical cost (translated using the exchange rates at the transaction date), except for non-monetary items measured at fair value which are translated using the exchange rates at the date when fair value was determined. Foreign exchange gains and losses resulting from the translation are recognised in the consolidated statement of profit and loss except for foreign currency exchange differences arising from the translation of the qualifying cash flow hedges to the extent that the hedges are effective.

Group Companies

The financial statements of foreign operations (none of which has the currency of a hyperinflationary economy) that have a functional currency different from the presentation currency are translated as follows:

• Assets and liabilities are translated at the closing rate prevailing on the reporting date;

• Goodwill and fair value adjustments arising on the acquisition of a foreign operation are treated as assets and liabilities of the foreign operation and translated at the closing rate;

• Income and expenses are translated at average exchange rates (unless this is not a reasonable approximation of the cumulative effect of the rates prevailing on the transaction dates, in which case income and expenses are translated at the dates of the transactions); and

Cost of inventories is determined on a weighted average basis.

Cost includes expenditures incurred in acquiring the inventories, production or conversion costs and other costs incurred in bringing them to their existing location and condition. In the case of finished goods and workin-progress, cost includes an appropriate share of overheads based on normal operating capacity.

Raw materials and packing materials are considered at replacement cost if the finished products, in which they will be used, are expected to be sold at or above cost.

Stores and spares are inventories that do not qualify to be recognised as property, plant and equipment and consists of consumables, engineering spares (such as machinery spare parts), which are used in operating machines or consumed as indirect materials in the manufacturing process.

1.3.8 Government grants

Government grants are recognised where there is reasonable assurance that the grant will be received and all attached conditions will be complied with. When the grant relates to an expense item, it is recognised as income on a systematic basis over the periods that the related costs, for which it is intended to compensate, are expensed. When the grant relates to an asset, it is initially recognised as deferred income at fair value and subsequently are recognised in consolidated statement of profit and loss as other income on a systematic basis over the expected useful life of the related asset.

Export entitlement from government authority are recognised in the consolidated statement of profit and loss as other operating revenue when the right to receive is established as per the terms of the scheme in

Corporate Overview & Integrated Report Statutory Reports

Notes to the Consolidated Financial Statements

respect of the exports made by the Group with no future related cost and where there is no significant uncertainty regarding the ultimate collection of the relevant export proceeds.

1.3.9 Revenue recognition

(i) Sale of products

Revenues are recorded in the amount of consideration to which the Group expects to be entitled in exchange for performance obligations upon transfer of control to the customer and is measured at the amount of transaction price allocated to that performance obligation. The transaction price of goods sold and services rendered is net of estimated incentives, returns, chargeback, rebates, sales tax and applicable trade discounts, allowances, Goods and Services Tax (GST) and amounts collected on behalf of third parties.

The Group recognises revenue from product sales when control of the product transfers, generally upon shipment or delivery, to the customer, or in certain cases, upon the corresponding sales by customer to a third party. Variable consideration are estimated and accounted in the same period the related sales occur. The methodology and assumptions used to estimate rebates and returns are monitored and adjusted regularly in the light of contractual and legal obligations, historical trends, past experience and projected market conditions. The revenue for such variable consideration is included in the Group’s estimate of the transaction price only if it is highly probable that a significant reversal of revenue will not occur once any uncertainty is resolved. The Group estimates the amount of variable consideration using the expected value method or historical record of performance of similar contracts.

inception of the license and subsequent payments dependent on achieving certain milestones in accordance with the terms prescribed in the agreement. In cases where the transaction has two or more components, the Group accounts for the delivered item (for example, the transfer of title to the intangible asset) as a separate unit of accounting and record revenue upon delivery of that component, provided that the Group can make a reasonable estimate of the fair value of the undelivered component. Otherwise, non-refundable up-front license fees received in connection with product out-licensing agreements are deferred and recognised over the balance period in which the Group has pending performance obligations.

Milestone payments which are contingent on achieving certain clinical milestones are recognised as revenues either on achievement of such milestones, over the performance period depending on the terms of the contract. If milestone payments are creditable against future royalty payments, the milestones are deferred and released over the period in which the royalties are anticipated to be paid.

Royalty revenue is recognised on an accrual basis in accordance with the substance of the relevant agreement (provided that it is probable that economic benefits will flow to the Group and the amount of revenue can be measured reliably). Royalty arrangements that are based on production, sales and other measures are recognised by reference to the underlying arrangement.

The Group estimates variable consideration in the form of sales-based milestones by using the expected value or most likely amount method, depending upon which method the Group expects to better predict the amount of consideration to which it will be entitled.

(ii) Sales by clearing and forwarding agents

Revenue from sales of generic products in India is recognised upon delivery of products to distributors by clearing and forwarding agents of the Group. Control in respect of ownership of generic products are transferred by the Group when the goods are delivered to distributors from clearing and forwarding agents. Clearing and forwarding agents are generally compensated on a commission basis as a percentage of sales made by them.

(iv) Service fee

Revenue from services rendered is recognised in the consolidated statement of profit and loss as the underlying services are performed. Upfront non-refundable payments received under these arrangements are deferred and recognised as revenue over the expected period over which the related services are expected to be performed.

(v) Profit sharing revenues

(iii) Out-licensing arrangements

Revenues include amounts derived from product out-licensing agreements. These arrangements typically consist of an initial up-front payment on

The Group from time to time enters into marketing arrangements with certain business partners for the sale of its products in certain markets. Under such arrangements, the Group sells its products to

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Notes to the Consolidated Financial Statements

the business partners at a non-refundable base purchase price agreed upon in the arrangement and is also entitled to a profit share which is over and above the base purchase price. The profit share is typically dependent on the business partner’s ultimate net sale proceeds or net profits, subject to any reductions or adjustments that are required by the terms of the arrangement. Such arrangements typically require the business partner to provide confirmation of units sold and net sales or net profit computations for the products covered under the arrangement.

Revenue in an amount equal to the base sale price is recognised in these transactions upon delivery of products to the business partners. An additional amount representing the profit share component is recognised as revenue only to the extent that it is highly probable that a significant reversal will not occur.

(vi) Contract balances

Contract assets - A Contract asset is the right to consideration in exchange for goods or services transferred to the customer. If the Company performs by transferring goods or services to a customer before the customer pays consideration or before payment is due, a contract asset is recognised for the earned consideration that is conditional.

(ii) Dividends

Dividend income from investments is recognised when the right to receive payment has been established, provided that it is probable that the economic benefits will flow to the Group and the amount of income can be measured reliably.

(iii) Others (other than interest and dividend income)

Other Income consists of rent income, insurance claim, vendor settlement income and miscellaneous income and is recognised when it is probable that the economic benefits will flow to the Group and amount of income can be measured reliably.

1.3.11 Employee benefits

(i) Short-term employee benefits

All employee benefits payable wholly within twelve months of rendering the service are classified as short-term employee benefits and are measured on undiscounted basis. Benefits such as salaries, wages, etc. and the expected cost of ex-gratia are recognised in the period in which the employee renders the related service. A liability is recognised for the amount expected to be paid if the Group has a present legal or constructive obligation to pay this amount as a result of past service provided by the employee and the obligation can be estimated reliably.

(ii) Defined contribution plans

Contract liabilities- A contract liability is the obligation to transfer goods or services to a customer for which the Company has received consideration (or an amount of consideration is due) from the customer. If a customer pays consideration before the Company transfers goods or services to the customer, a contract liability is recognised when the payment is made or the payment is due (whichever is earlier). Contract liabilities are recognised as revenue when the Company performs under the contract.

1.3.10 Other income (interest income, Dividend and Others)

(i) Interest income

Interest income from a financial asset is recognised when it is probable that the economic benefits will flow to the Group and the amount of income can be measured reliably. Interest income is accrued on a time basis, by reference to the principal outstanding and at the effective interest rate applicable, which is the rate that discounts estimated future cash receipts through the expected life of the financial asset to that asset’s net carrying amount on initial recognition.

Post-retirement contribution plans such as Employees’ Pension scheme, Labour Welfare Fund, Employee State Insurance Corporation (ESIC) are charged to the consolidated statement of profit and loss for the year when the contributions to the respective funds accrue. The Group does not have any obligation other than the contribution made.

In respect of Indian subsidiaries, eligible employees receive benefits from a provident fund, which is a defined contribution plan. Both the eligible employee and respective companies make monthly contributions to this provident fund plan equal to a specified percentage of the covered employee’s salary. Amounts collected under provident fund plan are deposited in a government - administered provident fund. Indian subsidiaries have no further obligation to plan beyond its monthly contributions.

In respect of USA subsidiaries, there is a 401(k) plan that provides defined contribution retirement benefits for all the employees. Participants may contribute a portion of their compensation to the plan, subject to the limitations under the

Corporate Overview & Integrated Report Statutory Reports

Notes to the Consolidated Financial Statements

Internal Revenue Code. The USA subsidiaries contributions to the plan are at the discretion of the Board. Obligations for contributions to 401(k) plan are recognised as an employee benefits expense in consolidated statement of profit and loss as incurred.

For other foreign subsidiaries, contributions to defined contribution plans are charged to the consolidated profit or loss as and when the services are received from the employees.

(iii) Defined benefit plans

a) Employee’s provident fund

In accordance with the Employees’ Provident Fund and Miscellaneous Provision Act, 1952, all eligible employees of the Holding Company are entitled to receive benefits under the provident fund plan in which both the employee and employer (at a determined rate) contribute monthly to “Cipla Limited Employee’s Provident Fund Trust”, a Trust set up by the Holding Company to manage the investments and distribute the amounts to employees at the time of separation from the Holding Company or retirement, whichever is earlier. This plan is a defined benefit obligation plan as the Company is obligated to provide its members a rate of return which should, at a minimum, meet the interest rate declared by the governmentadministered provident fund. A part of the Holding Company’s contribution is transferred to the government-administered pension fund. The contributions made by the Holding Company and the shortfall of interest, if any, on the basis of an actuarial valuation are recognised as an expense in the consolidated statement of profit and loss under “Employee benefits expense”.

b) Gratuity obligations

Post-retirement benefit plans such as gratuity for eligible employees of the Company and its Indian subsidiaries are calculated using projected unit credit method on the basis of actuarial valuation made by an independent actuary as at the reporting date. Remeasurement, comprising actuarial gains and losses, the effect of the changes to the asset ceiling (if applicable), and the return on plan assets (excluding net interest), is recognised in other comprehensive income in the period in which they occur. Re-measurement recognised in other comprehensive income is included in retained earnings and will not be reclassified to the consolidated statement of profit and loss.

The present value of the defined benefit obligation is determined by discounting the estimated future cash outflows by reference to market yields at the end of the reporting period on government bonds that have terms approximating to the terms of the related obligation.

The net interest cost is calculated by applying the discount rate to the net balance of the defined benefit obligation and the fair value of plan assets. This cost is included in employee benefit expense in the consolidated statement of profit and loss.

Changes in the present value of the defined benefit obligation resulting from plan amendments or curtailments are recognised immediately in the consolidated statement of profit and loss as past service cost.

(iv) Other benefit plans

Liability in respect of compensated absences becoming due or expected to be availed within one year from the reporting date is recognised on the basis of undiscounted value of estimated amount required to be paid or estimated value of benefit expected to be availed by the employees. Liability in respect of compensated absences becoming due or expected to be availed more than one year after the reporting date is estimated on the basis of an actuarial valuation performed by an independent actuary using the projected unit credit method at the year-end. Actuarial gains/losses are immediately taken to the consolidated statement of profit and loss and are not deferred.

(v) Termination benefits

Termination benefits are recognised in the consolidated statement of profit and loss at the earlier of the following dates:

• (a) when the Group can no longer withdraw the offer of those benefits; or

• (b) when the Group recognises costs for a restructuring that is within the scope of Ind AS 37: Provisions, Contingent Liabilities and Contingent Assets and involves the payment of termination benefits.

Benefits falling due more than 12 months after the end of the reporting period are discounted to their present value consolidated statement of profit and loss.

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(vi) Other long-term employee benefits

The Group’s net obligation in respect of other longterm employee benefits is the amount of future benefit that employees have earned in return for their service in the current and previous periods. That benefit is discounted to determine its present value.

1.3.12 Share-based payments

a) Equity settled share-based payment transactions

The Group operates equity-settled share-based remuneration plans for its employees.

The Group recognises compensation expense relating to share based payments in accordance with Ind AS 102-Share based Payment. For share entitlement granted by the Group to its employees, the estimated fair value as determined on the date of grant, is charged to the Consolidated Statement of Profit and Loss on a straight-line basis over the vesting period and assessment of performance conditions if any, with a corresponding increase in equity.

Upon exercise of share options, the proceeds received, net of any directly attributable transaction costs, are allocated to share capital up to the nominal (or par) value of the shares issued with any excess being recorded as share premium

b) Cash settled share-based payment transactions

The fair value of the amount payable to employees in respect of share-based payment transactions which are settled in cash is recognised as an expense, with a corresponding increase in liabilities, over the period during which the employees become unconditionally entitled to payment. The liability is re-measured at each reporting date and at the settlement date based on the fair value of the share-based payment transaction. Any changes in the liability are recognised in the consolidated statement of profit and loss.

income tax law of the respective jurisdiction. The current tax is calculated using tax rates that have been enacted or substantively enacted, at the reporting date and any adjustment to tax payable in respect of previous years. Current tax assets and tax liabilities are offset where the entity has a legally enforceable right to offset and intends either to settle on a net basis, or to realise the asset and settle the liability simultaneously.

(ii) Deferred tax

Deferred tax is recognised using the Balance Sheet approach on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts.

Deferred tax assets are recognised to the extent that it is probable that taxable profit will be available against which the deductible temporary differences, and the carry forward of unused tax credits and unused tax losses can be utilised, except when the deferred tax asset relating to the deductible temporary difference arises from the initial recognition of an asset or liability in a transaction that is not a business combination and, at the time of the transaction, affects neither the accounting profit nor taxable profit or loss.

The carrying amount of deferred tax assets is reviewed at each reporting date and reduced to the extent that it is no longer probable that sufficient taxable profit will be available to allow all or part of the deferred tax asset to be utilised.

The Group recognises a deferred tax asset arising from unused tax losses or tax credits only to the extent that the respective group company has sufficient taxable temporary differences or there is convincing other evidence that sufficient taxable profit will be available against which the unused tax losses or unused tax credits can be utilised by the respective group company.

1.3.13 Taxes

Income tax expense comprises of current tax expense and deferred tax expense/benefit. Current and deferred taxes are recognised in the consolidated statement of profit and loss, except when they relate to items that are recognised in other comprehensive income or directly in equity, in which case, the current and deferred tax are also recognised in other comprehensive income or directly in equity.

(i) Current income tax

Current tax is the amount of tax payable on the taxable income for the year as determined in accordance with the provisions of the applicable

Unrecognised deferred tax assets are re-assessed at each reporting date and are recognised to the extent that it has become probable that future taxable profits will allow the deferred tax asset to be recovered.

Deferred tax assets and liabilities are measured using substantively enacted tax rates expected to apply to taxable income in the years in which the temporary differences are expected to be recovered or settled.

Minimum Alternate Tax (MAT) credit is recognised as an asset only when and to the extent it is reasonably certain that the Group will pay normal income tax during the specified period. Such asset

Corporate Overview & Integrated Report Statutory Reports

Notes to the Consolidated Financial Statements

is reviewed at each reporting date and the carrying amount of the MAT credit asset is written down to the extent there is no longer convincing evidence to the effect that the Group will pay normal income tax during the specified period.

The Group recognises deferred tax liability for all taxable temporary differences associated with investments in subsidiaries and associates, except to the extent that both of the following conditions are satisfied:

• When the Group is able to control the timing of the reversal of the temporary difference; and

• It is probable that the temporary difference will not reverse in the foreseeable future.

Deferred tax assets and liabilities are offset when there is a legally enforceable right to offset current tax assets and liabilities.

Withholding tax arising out of payment of dividends to shareholders under the Indian Income tax regulations is not considered as tax expense for the Company and all such taxes are recognised in the consolidated statement of changes in equity as part of the associated dividend payment.

(iii) Uncertain tax positions

Accruals for uncertain tax positions require management to make judgements of potential exposures. Accruals for uncertain tax positions are measured using either the most likely amount or the expected value amount depending on which method the entity expects to better predict the resolution of the uncertainty. Tax benefits are not recognised unless the tax positions will probably be accepted by the tax authorities. This is based upon management’s interpretation of applicable laws and regulations and the expectation of how the tax authority will resolve the matter. Once considered probable of not being accepted, management reviews each material tax benefit and reflects the effect of the uncertainty in determining the related taxable amounts.

1.3.14 Leases

The Group’s lease asset classes primarily consist of leases for land, Plant and equipment, buildings and flats, vehicles and computers. The Group assesses whether a contract is or contains a lease, at the inception of a contract. A contract is, or contains, a lease if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration. To assess whether a contract conveys the right to control the use of an identified asset, the Group assesses whether:

• (i) the contract involves the use of an identified asset;

• (ii) the Group has substantially all of the economic benefits from use of the asset through the period of the lease; and

• (iii) the Group has the right to direct the use of the asset.

The right-of-use asset is a lessee’s right to use an asset over the life of a lease. At the date of commencement of the lease, the Group recognises a right-of-use asset (‘ROU’) and a corresponding lease liability for all lease arrangements in which it is a lessee, except for leases of low value assets. For these leases of low value assets, the Group recognises the lease payments as an operating expense on a straight-line basis over the term of the lease. The right-of-use assets are initially recognised at cost, which comprises the initial amount of the lease liability adjusted for any lease payments made at or prior to the commencement date of the lease plus any initial direct costs less any lease incentives. They are subsequently measured at cost less accumulated depreciation and impairment losses, if any. Right-of-use assets are depreciated from the commencement date on a straight-line basis over the shorter of the lease term and useful life of the underlying asset.

Lease liability is initially measured at the present value of future lease payments. Lease payments are discounted using the interest rate implicit in the lease or, if not readily determinable, using the incremental borrowing rates. Lease liability is subsequently remeasured by increasing the carrying amount to reflect interest on the lease liability and reducing the carrying amount to reflect the lease payments made. A lease liability is remeasured upon the occurrence of certain events such as a change in the lease term or a change in an index or rate used to determine lease payments. The remeasurement normally also adjusts the leased assets.

Lease liability and ROU asset have been separately presented in the Balance Sheet and lease payments have been classified as financing cash flows.

1.3.15 Cash and cash equivalents

Cash and cash equivalents comprise cash on hand and cash at bank including fixed deposit with original maturity period of three months or less and short-term highly liquid investments with an original maturity of three months or less.

1.3.16 Provisions

Provisions are recognised when the Group has a present obligation (legal or constructive) as a result of a past event, it is probable that an outflow of resources

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Notes to the Consolidated Financial Statements

embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation.

Provisions are measured at the best estimate of the expenditure required to settle the present obligation at the Balance Sheet date. If the effect of the time value of money is material, provisions are discounted to reflect its present value using a current pre-tax rate that reflects the current market assessment of the time value of money and the risks specific to the obligation. When discounting is used, the increase in the provision due to the passage of time is recognised as a finance cost.

Provision for onerous contracts

A provision for onerous contracts is recognised in the consolidated statement of profit and loss when the expected benefits to be derived by the Group from a contract are lower than the unavoidable cost of meeting its obligations under the contract. The provision is measured at the present value of the lower of the expected cost of terminating the contract and the expected net cost of continuing with the contract. Before a provision is established, the Group recognises any impairment loss on the assets associated with that contract.

recorded at fair value through profit or loss, transaction costs that are attributable to the acquisition of the financial asset. Purchases or sales of financial assets that require delivery of assets within a time frame established by regulation or convention in the market place (regular way trades) are recognised on the date the Group commits to purchase or sell the financial assets.

Trade receivables are recognised initially at the amount of consideration that is unconditional unless they contain significant financing components, in which case they are recognised at fair value. The Group’s trade receivables do not contain any significant financing component and hence are measured at the transaction price measured under Ind AS 115 “Revenue from Contracts with Customers”.

(b) Subsequent measurement

For subsequent measurement, the Group classifies a financial asset in accordance with the below criteria:

1.3.17 Contingent liabilities and assets

Contingent liabilities are disclosed when there is a possible obligation arising from past events, the existence of which will be confirmed only by the occurrence or non-occurrence of one or more uncertain future events not wholly within the control of the Group or a present obligation that arises from past events where it is either not probable that an outflow of resources will be required to settle the obligation or a reliable estimate of the amount cannot be made. The Group does recognise a contingent liability but discloses its existence in the consolidated financial statements.

Contingent assets are not recognised in the consolidated financial statements. However, contingent assets are assessed continually and if it is virtually certain that an inflow of economic benefits will arise, the asset and related income are recognised in the period in which the change occurs.

1.3.18 Financial instruments

A financial instrument is any contract that gives rise to a financial asset of one entity and a financial liability or equity instrument of another entity.

(i) Financial assets

(a) Initial recognition and measurement

All financial assets (excluding trade receivables) are recognised initially at fair value plus, in the case of financial assets not

• The Group’s business model for managing the financial asset; and

• The contractual cash flow characteristics of the financial asset.

Based on the above criteria, the Group classifies its financial assets into the following categories:

• a) Debt instruments at amortised cost;

• b) Debt instruments at FVTOCI;

• c) Debt instruments, derivatives and equity instruments at FVTPL; and

• d) Equity instruments measured at FVTOCI.

(i) Debt instruments at amortised cost

A ‘debt instrument’ is subsequently measured at the amortised cost using the effective interest rate (EIR) method. Amortised cost is calculated by taking into account any discount or premium on acquisition and fees or costs that are an integral part of the EIR. The EIR amortisation is included in Other Income in the profit or loss. The losses arising from impairment are recognised in the consolidated statement of profit and loss.

Corporate Overview & Integrated Report Statutory Reports

Notes to the Consolidated Financial Statements

(ii) Debt instrument at fair value through other comprehensive income (FVTOCI)

Debt instruments included within the FVTOCI category are measured initially as well as at each reporting date at fair value. Fair value movements are recognised in the other comprehensive income (OCI). However, the Group recognises interest income, impairment losses and reversals and foreign exchange gain or loss in the profit or loss. On de-recognition of the asset, cumulative gain or loss previously recognised in OCI is reclassified from the equity to profit or loss. Interest earned whilst holding FVTOCI debt instrument is reported as interest income using the EIR method.

(iii) Debt instrument at fair value through profit or loss (FVTPL)

FVTPL is a residual category for debt instruments. Any debt instrument, which does not meet the criteria for categorisation as at amortised cost or as FVTOCI, is classified as at FVTPL. In addition, the Group may elect to designate a debt instrument, which otherwise meets amortised cost or FVTOCI criteria, as at FVTPL. However, such election is allowed only if doing so reduces or eliminates a measurement or recognition inconsistency (referred to as ‘accounting mismatch’). Debt instruments included within the FVTPL category are measured at fair value with all the changes in the consolidated statement of profit and loss.

(iv) Equity instruments

All equity instruments in scope of Ind AS 109 are measured at fair value. Equity instruments which are held for trading are classified as at FVTPL. For all other equity instruments, the Group may make an irrevocable election to present subsequent changes in the fair value in OCI. The Group makes such election on an instrument-by-instrument basis. The classification is made on initial recognition and is irrevocable. If the Group decides to classify an equity instrument as at FVTOCI, then all fair value changes on the instrument,

including foreign exchange gain or loss and excluding dividends, are recognised in the OCI. There is no recycling of the amounts from OCI to profit or loss, even on sale of investment. However, the Group may transfer the cumulative gain or loss within equity. Equity instruments included within the FVTPL category are measured at fair value with all changes recognised in the consolidated statement of profit and loss.

(c) De-recognition

A financial asset is primarily derecognised (i.e. removed from the Group’s consolidated balance sheet) when:

• a) The contractual rights to receive cash flows from the asset have expired, or

• b) The Group has transferred its rights to receive contractual cash flows from the asset or has assumed an obligation to pay the received cash flows in full without material delay to a third party under a ‘pass-through’ arrangement; and either (a) the Group has transferred substantially all the risks and rewards of the asset, or (b) the Group has neither transferred nor retained substantially all the risks and rewards of the asset, but has transferred control of the asset.

When the Group has transferred its rights to receive cash flows from an asset or has entered into a pass-through arrangement, it evaluates if and to what extent it has retained the risks and rewards of ownership. When it has neither transferred nor retained substantially all of the risks and rewards of the asset, nor transferred control of the asset, the Group continues to recognise the transferred asset to the extent of the Group’s continuing involvement. In that case, the Group also recognises an associated liability. The transferred asset and the associated liability are measured on a basis that reflects the rights and obligations that the Group has retained.

On de-recognition of a financial asset in its entirety, the difference between the asset’s carrying amount and the sum of the consideration received and receivable and the cumulative gain or loss that had been recognised in OCI and accumulated in

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Notes to the Consolidated Financial Statements

equity is recognised in profit or loss if such gain or loss would have otherwise been recognised in profit or loss on disposal of that financial asset.

• (d) Impairment of financial assets (trade receivables and other financial assets)

In accordance with Ind AS 109, the Group applies expected credit loss (ECL) model for measurement and recognition of impairment loss on the trade receivables or any contractual right to receive cash or another financial asset that result from transactions that are within the scope of Ind AS 115. The Group follows ‘simplified approach’ for recognition of impairment loss allowance on trade receivables or any contractual right to receive cash or another financial asset. Rather, it recognises impairment loss allowance based on lifetime ECLs at each reporting date, right from its initial recognition. As a practical expedient, the Group uses a provision matrix to determine impairment loss allowance on portfolio of its trade receivables. The provision matrix is based on its historically observed default rates over the expected life of the trade receivables and is adjusted for forward-looking estimates. At every reporting date, the historical observed default rates are updated and changes in the forward-looking estimates are analysed.

(ii) Financial liabilities

• (a) Initial recognition and measurement

Financial liabilities are classified, at initial recognition, as financial liabilities at FVTPL, loans and borrowings, payables, or as derivatives designated as hedging instruments in an effective hedge, as appropriate. All financial liabilities are recognised initially at fair value and, in the case of loans and borrowings and payables, net of directly attributable transaction costs. The Group’s financial liabilities include trade and other payables, loans and borrowings including bank overdrafts and derivative financial instruments.

(b) Subsequent measurement

All financial liabilities are subsequently measured at amortised cost using the effective interest method or at FVTPL.

(c) Financial liabilities at fair value through profit or loss

Financial liabilities are classified as at FVTPL when the financial liability is held for trading or is designated upon initial recognition as at fair value through profit or loss. Financial liabilities are classified as held for trading if they are incurred principally for the purpose of repurchasing in the near term or on initial recognition it is part of a portfolio of identified financial instruments that the Group manages together and has a recent actual pattern of short-term profit-taking. This category also includes derivative financial instruments that are not designated as hedging instruments in hedge relationships as defined by Ind AS 109. Gains or losses on liabilities held for trading are recognised in the profit or loss.

Financial liabilities designated upon initial recognition at fair value through profit or loss are designated as such at the initial date of recognition, and only if the criteria in Ind AS 109 are satisfied. For instruments not held-fortrading financial liabilities designated as at FVTPL, fair value gains/ losses attributable to changes in own credit risk are recognised in OCI, unless the recognition of the effects of changes in the liability’s credit risk in OCI would create or enlarge an accounting mismatch in profit or loss, in which case these effects of changes in credit risk are recognised in profit or loss. These gains/loss are not subsequently transferred to profit or loss. All other changes in fair value of such liability are recognised in the consolidated statement of profit and loss.

(d) Financial liabilities subsequently measured at amortised cost

Financial liabilities that are not held-fortrading and are not designated as at FVTPL are measured at amortised cost in subsequent accounting periods. The carrying amounts of financial liabilities that are subsequently measured at amortised cost are determined based on the effective interest rate (EIR) method. Interest expense that is not capitalised as part of costs of an asset is included in the ‘Finance costs’ line item in the consolidated statement of profit and loss. After initial recognition, such financial liabilities are subsequently measured at amortised cost using the EIR

Corporate Overview & Integrated Report Statutory Reports

Notes to the Consolidated Financial Statements

method. Amortised cost is calculated by taking into account any discount or premium on acquisition and fees or costs that are an integral part of the EIR. The EIR amortisation is included as finance costs in the consolidated statement of profit and loss.

(e) De-recognition

A financial liability is de-recognised when the obligation under the liability is discharged or cancelled or expires. When an existing financial liability is replaced by another from the same lender on substantially different terms, or the terms of an existing liability are substantially modified, such an exchange or modification is treated as the de-recognition of the original liability and the recognition of a new liability. The difference in the respective carrying amounts is recognised in the consolidated statement of profit and loss.

(iii) Derivative financial instruments

For the purpose of hedge accounting, hedges are classified as:

• Fair value hedges when hedging the exposure to changes in the fair value of a recognised asset or liability or an unrecognised firm commitment.

• Cash flow hedges when hedging the exposure to variability in cash flows that is either attributable to a particular risk associated with a recognised asset or liability or a highly probable forecast transaction or the foreign currency risk in an unrecognised firm commitment.

Fair value hedges:

The Group uses derivative forward contracts to hedge its foreign currency risks. Such derivative financial instruments are initially recognised at fair value on the date on which derivative contract is entered into and are subsequently re-measured at fair value at the end of each reporting period. Derivatives are carried as financial assets when the fair value is positive and as financial liabilities when the fair value is negative. Any gains or losses arising from changes in the fair value of derivatives are taken directly to consolidated statement of profit and loss.

Hedge accounting is discontinued when the group revokes the hedge relationship, the hedging instrument or hedged item expire or sold, terminated, or exercised or no longer meets the criteria for hedge accounting.

Cash flow hedge:

The Group classifies its foreign exchange forward and currency options contracts and interest rate swaps that hedge foreign currency risk associated with highly probable forecasted as cash flow hedges and measures them at fair value. The effective portion of changes in the fair value of derivatives that are designated and qualify as cash flow hedges is recognised in other comprehensive income and accumulated under hedging reserve. The gain or loss relating to the ineffective portion is recognised immediately in the consolidated statement of profit and loss and is included in the ‘Other income/expenses’ line item. Amounts previously recognised in other comprehensive income and accumulated in equity relating to effective portion (as described above) are reclassified to the consolidated statement of profit and loss in the periods when the hedged item affects consolidated statement of profit and loss, in the same line as the recognised hedged item.

When the hedging instrument expires or is sold or terminated or when a hedge no longer meets the criteria for hedge accounting, any cumulative deferred gain/loss at that time remains in equity until the forecast transaction occurs. When the forecast transaction is no longer expected to occur, the cumulative gain/loss that was reported in equity are immediately reclassified to consolidated statement of profit and loss.

(iv) Financial guarantee contracts

Financial guarantee contracts are recognised as a financial liability at the time the guarantee is issued. The liability is initially measured at fair value and subsequently at the higher of:

• the amount determined in accordance with the expected credit loss model as per Ind AS 109 – Financial Instruments; and

• the amount initially recognised less, where appropriate, cumulative amount of income recognised in accordance with the principles of Ind AS 115 – Revenue from Contracts with Customers.

The fair value of financial guarantees is determined based on the present value of the difference in cash flows between the contractual payments required under the debt instrument and the payments that would be required without the guarantee, or the estimated amount that would be payable to a third party for assuming the obligations. Where

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Notes to the Consolidated Financial Statements

guarantees in relation to loans or other payables of associates are provided for no compensation, the fair values are accounted for as contributions and recognised as part of the cost of the investment.

(v) Put option

The potential cash payments related to put options issued by the Group over the equity of subsidiary companies are accounted for as financial liabilities when such options may only be settled by exchange of a fixed amount of cash or another financial asset for a fixed number of shares in the subsidiary.

In the absence of specific guidance under Ind AS 32 – Financial Instruments: Presentation on accounting of such put option (NCI Put Option), initially, the Group recognises the amount that may become payable under the option on exercise at fair value as financial liability. Subsequently, the Group recognises the change in fair value of the option, with a corresponding charge directly to equity. The Group recognises the cost of writing put options, determined as the excess of the fair value of the options over any consideration received, as a finance cost.

Put option liabilities have been valued based on either:

• Discounted cash flow valuation models; or

• Observable market transactions (e.g., funding rounds and non-controlling interest buy-outs).

In the event that the option expires unexercised, the liability is de-recognised with a corresponding adjustment to equity.

activities and assets include an input and a substantive process that together significantly contribute to the ability to create outputs. The Group has an option to apply a ‘concentration test’ that permits a simplified assessment of whether an acquired set of activities and assets is not a business. The optional concentration test is met if substantially all the fair value of the gross assets acquired is concentrated in a single identifiable assets or group of similar identifiable assets. Control exists when the Group is exposed to, or has rights to variable returns from its involvement with the entity and has the ability to affect those returns through power over the entity. In assessing control, potential voting rights are considered only if the rights are substantive. The Group measures goodwill as of the applicable acquisition date at the fair value of the consideration transferred, less the net recognised amount of the identifiable assets acquired and liabilities assumed.

and liabilities assumed exceeds the consideration transferred, a bargain purchase gain is recognised immediately in the OCI and accumulates the same in equity as capital reserve where there exists clear evidence of the underlying reasons for classifying the business combination as a bargain purchase else the gain is directly recognised in equity as capital reserve. Consideration transferred includes the fair values of the assets transferred, liabilities incurred by the Group to the previous owners of the acquiree, and equity interests issued by the Group. Consideration transferred also includes the fair value of any contingent consideration. Consideration transferred does not include amounts related to the settlement of pre-existing relationships and employee service-related payments. Any goodwill that arises on account of such business combination is tested annually for impairment.

(vi) Offsetting financial instruments

Financial assets and liabilities are offset and the net amount is reported in the balance sheet where there is a legally enforceable right to offset the recognised amounts and there is an intention to settle on a net basis or realise the asset and settle the liability simultaneously. The legally enforceable right must not be contingent on future events and must be enforceable in the normal course of business and in the event of default, insolvency or bankruptcy of the Group or the counterparty.

1.3.19 Business combinations

The Group accounts for business combinations using acquisition method when the acquired set of activities and assets meets the definition of a business and control is transferred to the Group. The Group determines that it has acquired a business when the acquired set of

If the business combination is achieved in stages, the acquisition date carrying value of the acquirer’s previously held equity interest in the acquiree is remeasured to fair value at the acquisition date. Any gains or losses arising from such re-measurement are recognised in the consolidated statement of profit and loss or OCI, as appropriate.

Any contingent consideration is measured at fair value at the date of acquisition. The discount rate used is the entity’s incremental borrowing rate, being the rate at which a similar borrowing could be obtained from an independent financier under comparable terms and conditions. If an obligation to pay contingent consideration that meets the definition of a financial instrument is classified as equity, then it is not re-measured, and the settlement is accounted for within equity. Otherwise, other contingent consideration is re-measured at fair value at each

Corporate Overview & Integrated Report Statutory Reports

Notes to the Consolidated Financial Statements

reporting date and subsequent changes in the fair value of the contingent consideration are recorded in the consolidated profit and loss.

the acquisition date that, if known, would have affected the amounts recognised at that date.

1.3.20 Exceptional Items

A contingent liability of the acquiree is assumed in a business combination only if such a liability represents a present obligation and arises from a past event, and its fair value can be measured reliably.

On an acquisition-by-acquisition basis, the Group recognises any non-controlling interest in the acquiree either at fair value or at the non-controlling interest’s proportionate share of the acquiree’s identifiable net assets.

Transaction costs that the Group incurs in connection with a business combination are expensed as incurred.

Business Combination involving entities or businesses under common control is accounted for using the pooling of interest method.

If the initial accounting for a business combination is incomplete by the end of the reporting period in which the combination occurs, the group reports provisional amounts for the items for which the accounting is incomplete. Those provisional amounts are adjusted during the measurement period, or additional assets or liabilities are recognised, to reflect new information obtained about facts and circumstances that existed at

An item of income or expense which by its size, type or incidence requires disclosure in order to improve an understanding of the performance of the Group is treated as an exceptional item and the same is disclosed in consolidated statement of profit and loss and in the notes forming part of the consolidated financial statements.

1.3.21 Recent accounting pronouncement

Ministry of Corporate Affairs (“MCA”) notifies new standards or amendments to the existing standards under Companies (Indian Accounting Standards) Rules as issued from time to time. For the year ended 31[st] March, 2025, MCA has notified Ind AS – 117 Insurance Contracts and amendments to Ind AS 116 – Leases, relating to sale and leaseback transactions, applicable to the Company w.e.f. 1[st] April, 2024. The Group has reviewed the new pronouncements and based on its evaluation has determined that it does not have any significant impact in its Consolidated financial statements.

1.3.22 New and amended standards issued but not effective:

There are no new and amended standards that are issued, but not yet effective as of 31[st] March, 2025.

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Notes to the Consolidated Financial Statements

Annexure ‘A’ to Note 1: List of Subsidiaries and Associates

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% Ownership Interest
Sr. Country of With effect
Name of the Entity As at As at
No. Incorporation from
31 [st] March, 2025 31 [st] March, 2024
a. Subsidiaries (held directly)
1 Goldencross Pharma Limited India 100% 100% 14/05/2010
2 Meditab Specialities Limited India 100% 100% 01/10/2010
3 Cipla Medpro South Africa (Pty) Limited South Africa 100% 100% 15/07/2013
4 Cipla Holding B.V. Netherlands 100% 100% 28/08/2013
5 Cipla Pharma and Life Sciences Limited India 100% 100% 24/07/2014
6 Cipla (EU) Limited United Kingdom 100% 100% 27/01/2011
7 Saba Investment Limited [1] UAE - - 02/10/2014
8 Jay Precision Pharmaceuticals Private Limited India 60% 60% 26/02/2015
9 Cipla Health Limited India 100% 100% 27/08/2015
10 Cipla Pharmaceuticals Limited India 100% 100% 19/11/2019
11 Cipla Digital Health Limited India 100% 100% 25/02/2022
b. Subsidiaries (held indirectly)
12 Cipla Australia Pty Limited Australia 100% 100% 04/03/2011
13 Medispray Laboratories Private Limited India 100% 100% 01/10/2010
14 Sitec Labs Limited India 100% 100% 01/10/2010
15 Meditab Holdings Limited Mauritius 100% 100% 01/10/2010
16 Cipla USA Inc. USA 100% 100% 12/09/2012
17 Cipla Kenya Limited Kenya 100% 100% 08/10/2012
18 Cipla Malaysia Sdn. Bhd. Malaysia 100% 100% 20/03/2013
19 Cipla Europe NV Belgium 100% 100% 30/09/2013
20 Cipla Quality Chemical Industries Limited [2] Uganda - - 20/11/2013
21 Actor Pharma (Pty) Limited [3] South Africa 100% 100% 07/02/2024
22 Mexicip S.A. de C.V. [4] Mexico 100% 100% 22/01/2024
23 Cipla Dibcare (Pty) Limited [5] South Africa - 100% 15/07/2013
24 Cipla Medpro Manufacturing (Pty) Limited South Africa 100% 100% 15/07/2013
25 Cipla Medpro (Pty) Limited South Africa 100% 100% 15/07/2013
26 Cipla Medpro Distribution Centre (Pty) Limited South Africa 100% 100% 15/07/2013
27 Cipla Medpro Botswana (Pty) Limited Botswana 100% 100% 15/07/2013
28 Cipla Select (Pty) Limited South Africa 100% 100% 15/07/2013
29 Medpro Pharmaceutica (Pty) Limited South Africa 100% 100% 15/07/2013
30 Breathe Free Lanka (Private) Limited Sri Lanka 100% 100% 16/06/2014
31 Cipla Medica Pharmaceutical and Chemical Industries Yemen - - 02/10/2014
Limited [1]
32 Cipla Brasil Importadora E Distribuidora de Medicamentos Brazil 100% 100% 11/05/2015
Ltda.
33 Cipla Maroc SA [6] Morocco 75.1% 75.1% 08/05/2015
34 Cipla Middle East Pharmaceuticals FZ-LLC [1] UAE - - 31/05/2015
35 Cipla Philippines Inc. [7] Philippines - 100% 06/01/2016
36 InvaGen Pharmaceuticals Inc. USA 100% 100% 17/02/2016
37 Exelan Pharmaceuticals Inc. USA 100% 100% 17/02/2016
38 Cipla Algérie Algeria 40% 40% 06/06/2016
39 Cipla Technologies LLC [8] USA - - 13/11/2017
40 Cipla Gulf FZ-LLC UAE 100% 100% 10/10/2018
41 Mirren (Pty) Limited South Africa 100% 100% 22/10/2018
42 Madison Pharmaceuticals Inc. [9] USA - - 26/10/2018
43 Cipla Colombia SAS Colombia 100% 100% 25/04/2019
44 Cipla (China) Pharmaceutical Co., Ltd. China 100% 100% 20/05/2019
45 Cipla (Jiangsu) Pharmaceutical Co., Ltd. [10] China 100% 93.10% 08/08/2019
46 Cipla Therapeutics Inc. USA 100% 100% 15/05/2020
47 Aspergen Inc. USA 60% 60% 30/08/2022
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Corporate Overview & Integrated Report Statutory Reports

Notes to the Consolidated Financial Statements

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% Ownership Interest
Sr. Country of With effect
Name of the Entity As at As at
No. Incorporation from
31 [st] March, 2025 31 [st] March, 2024
c. Associates (held directly)
48 AMP Solar Power Systems Private Limited India 26% 26% 12/06/2019
49 GoApptiv Private Limited [11] India 22.99% 22.99% 27/07/2020
50 AMP Energy Green Eleven Private Limited India 32.49% 32.49% 08/02/2022
51 Clean Max Auriga Power LLP India 33% 33% 14/12/2021
52 Achira Labs Private Limited India 21.05% 21.05% 17/08/2022
d. Associates (held indirectly)
53 Stempeutics Research Private Limited India 34.36% 33.18% 01/10/2010
54 Brandmed (Pty) Limited South Africa 30% 30% 24/04/2019
55 Iconphygital Private Limited India 22.99% 22.99% 03/05/2021
56 Pactiv Healthcare Private Limited [12] India 22.99% 22.99% 26/07/2023
57 MKC Biotherapeutics Inc. [13] USA 34.40% 35.20% 27/02/2024
e. Other consolidating entities
58 Cipla Employee Stock Option Trust (Deregistered) India - - 09/10/2015
59 Cipla Health Employee Stock Option Trust India 100% 100% 14/03/2016
60 The Cipla Empowerment Trust South Africa 100% 100% 30/06/2022
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1. Ceased to be subsidiaries w.e.f. 29[th] September, 2023

2. Ceased to be a subsidiary w.e.f. 14[th] November, 2023

3. Equity stake acquired w.e.f. 07[th] February, 2024

4. Wholly owned subsidiary incorporated w.e.f. 22[nd] January, 2024

5. Dissolved w.e.f 26[th] June, 2024

6. Additional stake of 15.1% acquired by Cipla (EU) Ltd w.e.f. from 23[rd] November, 2023

7. Dissolved retrospectively w.e.f 31[st] March, 2024

8. Entity has been merged with Cipla USA Inc. w.e.f. 31[st] March, 2024

9. Dissolved w.e.f. 28[th] April, 2023

10. Additional equity stake of 6.91% acquired by Cipla (EU) Ltd w.e.f. 25[th] October, 2024 and additional capital infusion in Cipla (Jiangsu) Pharmaceutical Co., Ltd. through loan conversion w.e.f. 29[th] December, 2023

11. Stake increased from 22.02% to 22.99% w.e.f. 31[st] January, 2024

12. Wholly owned subsidiary of GoApptiv Private Limited w.e.f. 26[th] July, 2023

13. Stake changed from 35.20% to 34.40% w.e.f. 27[th] September, 2024. Incorporated w.e.f. 27[th] February, 2024

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Notes to the Consolidated Financial Statements

Note 2.1: (a) Property, plant and equipment

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H in Crores
Leasehold Furniture
Freehold Buildings Plant and Office
Particulars building and Vehicles Total
land [iv] and flats [i & iv] Equipment Equipment
improvements fixtures
Gross carrying value
As at 1 [st] April, 2023 89.66 272.02 2,598.41 5,930.11 159.33 109.27 9.50 9,168.30
Additions through business combination - - - 0.39 1.25 0.18 0.12 1.94
(refer note 57)
Additions for the year - - 92.57 754.15 14.17 21.36 1.53 883.78
Transfer to assets of disposal group classified as - - (0.09) (177.92) (1.62) (1.30) - (180.93)
held for sale {refer note 2.3}
Transfer to Investment property (refer note 3) - - (64.49) (0.77) (0.92) (1.22) - (67.40)
Deletions and adjustments during the year - - (6.24) (101.99) (4.91) 2.73 (0.54) (110.95)
Divestment of subsidiaries (refer note 58) (8.09) - (82.37) (92.34) (3.74) (0.37) (0.73) (187.64)
Foreign currency translations adjustments 0.17 (2.68) (2.44) (6.99) 0.23 0.45 (0.08) (11.34)
As at 31 [st] March, 2024 81.74 269.34 2,535.35 6,304.64 163.79 131.10 9.80 9,495.76
Additions through business combination - - - - - 0.03 - 0.03
(refer note 57)
Additions for the year 5.36 - 55.81 697.11 13.34 29.86 1.21 802.69
Transfer from assets of disposal group classified - - 0.09 40.01 0.68 0.18 - 40.96
as held for sale {refer note 2.3}
Transfer from Investment property (refer note 3) - - 0.34 - - - - 0.34
Deletions and adjustments during the year - - (3.45) (127.11) (3.22) (7.18) (0.36) (141.32)
Foreign currency translations adjustments 0.34 11.57 12.18 38.99 0.92 (0.95) 0.12 63.17
As at 31 [st] March, 2025 87.44 280.91 2600.32 6,953.64 175.51 153.04 10.77 10,261.63
Accumulated depreciation and impairment
As at 1 [st] April, 2023 - 172.86 604.16 3,616.61 102.82 82.29 5.96 4,584.70
Depreciation charge for the year - 15.54 82.83 495.39 11.53 8.87 1.92 616.08
Impairment charge for the year - - 0.50 39.22 0.50 0.12 - 40.34
Additions through business combination - - - 0.35 1.23 0.16 0.12 1.86
(refer note 57)
Transfer to assets of disposal group classified as - - (0.06) (131.98) (1.19) (1.18) - (134.41)
held for sale {refer note 2.3}
Transfer to Investment property (refer note 3) - - (8.56) (0.65) (0.75) (1.15) - (11.11)
Deletions and adjustments during the year - - 2.88 (78.95) (3.59) (0.15) (0.50) (80.31)
Divestment of subsidiaries (refer note 58) - - (50.08) (91.08) (3.44) (0.32) (0.73) (145.65)
Foreign currency translations adjustments - (3.01) (0.68) (13.96) 0.01 1.07 (1.11) (17.68)
As at 31 [st] March, 2024 - 185.39 630.99 3,834.95 107.12 89.71 5.66 4,853.82
Depreciation charge for the year - 13.83 79.39 517.71 11.66 12.81 0.90 636.30
Impairment charge for the year - - 0.48 3.20 - - - 3.68
Transfer from assets of disposal group classified - - 0.06 34.23 0.45 0.16 - 34.90
as held for sale {refer note 2.3}
Transfer from Investment property (refer note 3) - - 0.07 - - - - 0.07
Deletions and adjustments during the year - - (2.16) (101.85) (2.95) (6.67) (0.33) (113.96)
Foreign currency translations adjustments - 7.94 3.24 21.91 0.32 (0.57) 0.10 32.94
As at 31 [st] March, 2025 - 207.16 712.07 4,310.15 116.60 95.44 6.33 5,447.75
Net carrying value as at 31 [st] March, 2025 87.44 73.75 1,888.25 2,643.49 58.91 57.60 4.44 4,813.88
Net carrying value as at 31 [st] March, 2024 81.74 83.95 1,904.36 2,469.69 56.67 41.39 4.14 4,641.94
----- End of picture text -----

• i. The gross value of buildings and flats includes the cost of shares in co-operative housing societies.

ii. The above additions to Property, plant and equipments during the year includes H 32.63 Crores (31[st] March, 2024: H 40.89 Crores) used for research and development.

iii. The impairment charge for the year H 3.68 Crores (31[st] March, 2024: H 40.34 Crores), includes impairment charge on certain assets that has been assessed as non-usable by the management and has been recorded at scrap value less cost to sell.

iv. The title deeds of the immovable properties are held in the name of entities included in group, covered under the Act.

v. The Group has not revalued its property, plant and equipment.

vi. A notarial bond over all movable assets of H 611.98 Crores (31[st] March, 2024: H 568.10 Crores) has been held as security for short-term borrowings of Cipla Medpro South Africa (Pty) Limited of H Nil (31[st] March, 2024: H 91.77 crores)

Corporate Overview & Integrated Report Statutory Reports

Notes to the Consolidated Financial Statements

Note 2.1: (b) Details of Capital work-in-progress (CWIP)

Note 2.1: (b) Details of Capital work-in-progress (CWIP)
		Hin Crores
Particulars	As at 31st March, 2025	As at 31st March, 2024
Opening balance	864.32	689.17
Additions duringtheyear	1,167.71	1,017.45
Deletions duringtheyear	(10.48)	-
Capitalised duringtheyear	(802.69)	(820.21)
Impairment duringtheyeari	(10.92)	(13.34)
Transfer from/(to)assets of disposalgroupclassified as held for sale{refer note 2.3}	0.02	(2.44)
Foreign currencytranslations adjustments	4.80	(6.31)
Closing balance	1,212.76	864.32

i. The impairment loss relates to certain capital work-in-progress that has been assessed as non-usable by the management and has been recorded at the scrap value less cost to sell.

ii. Capital work-in-progress Ageing schedule :

The table below provides details regarding the capital work-in-progress ageing schedule as of 31[st] March, 2025:

					Hin Crores
Particulars		Amount in CWIP for a period of			Total
	Less than 1 year	1-2 years	2-3 years	More than 3 years
Projects inprogress	813.66	296.20	89.70	13.20	1,212.76
Projects temporarilysuspended	-	-	-	-	-
Total	813.66	296.20	89.70	13.20	1,212.76

The table below provides details regarding the capital work-in-progress ageing schedule as of 31[st] March, 2024:

					Hin Crores
Particulars		Amount in CWIP for a period of			Total
	Less than 1 year	1-2 years	2-3 years	More than 3 years
Projects inprogress	585.62	217.43	21.52	39.75	864.32
Projects temporarilysuspended	-	-	-	-	-
Total	585.62	217.43	21.52	39.75	864.32

iii. Capital work-in-progress completion schedule

There are no capital work-in-progress, whose completion is either overdue or has exceeded its cost compared to its original plan as on 31[st] March, 2025 and 31[st] March, 2024.

iv. Capital work-in-progress includes :

H 40.76 Crores (31[st] March, 2024: H 8.88 Crores) capitalised for the expenses incurred directly attributable to projects.

• v. For projects which are under legal proceedings as at 31[st] March, 2025 and 31[st] March, 2024 - Refer note 45

Cipla Limited | Annual Report 2024-25

Caring For Life

Notes to the Consolidated Financial Statements

Note 2.2: Right-of-use assets

Where Group is lessee:

Following are the changes in the carrying value of right-of-use assets:

					Hin Crores
Particulars		Category of ROU asset
	Land	Buildings and Flats	Computers	Plant and Equipment	Total
Balance recognised as at 1st April, 2023	160.91	245.74	0.13	0.40	407.18
Additions duringtheyear	0.19	109.07	-	-	109.26
Deletions, modifications and adjustments duringtheyear	-	(1.29)	-	-	(1.29)
Depreciation charge for theyear	(4.53)	(80.45)	(0.13)	(0.04)	(85.15)
Translation difference	(0.64)	(2.33)	-	-	(2.97)
Balance as at 31st March, 2024	155.93	270.74	-	0.36	427.03
Additions duringtheyear	-	102.49	-	-	102.49
Deletions, modifications and adjustments duringtheyear	0.04	(0.50)	-	-	(0.46)
Depreciation charge for theyear	(4.31)	(86.28)	-	(0.04)	(90.63)
Translation difference	0.44	9.51	-	-	9.95
Balance as at 31st March, 2025	152.10	295.96	-	0.32	448.38

• i. The lease agreements for immovable properties where the entities included in group is the lessee, are duly executed in favour of entities included in group, covered under the Act.

• ii. The Group has not revalued its Right-of-use assets.

• iii. The weighted average incremental borrowing rate applied to lease liabilities is in the range of 4% to 12.45% (31[st] March, 2024: 3.5% to 12.45%).

Note 2.2: Right-of-use assets (Contd..)

The following is the break-up of current and non-current lease liabilities:

liabilities:
		Hin Crores
Particulars	As at 31st March, 2025	As at 31st March, 2024
Current lease liabilities	105.60	86.97
Non-current lease liabilities	240.49	225.42
Total	346.09	312.39

The following is the movement in lease liabilities:

		Hin Crores
Particulars	As at 31st March, 2025	As at 31st March, 2024
Opening balance	312.39	282.76
Additions duringtheyear	102.49	109.07
Deletions, modifications and adjustments duringtheyear	(0.61)	(1.33)
Finance cost accrued during the year (refer note 37)	23.02	21.11
Payment of lease liabilities(outflow)	(103.25)	(97.94)
Translation difference	12.05	(1.28)
Closing balance	346.09	312.39

Note 2.2: Right-of-use assets (Contd..)

The table below provides details regarding the contractual maturities of lease liabilities on an undiscounted basis:

		Hin Crores
Particulars	As at 31st March, 2025	As at 31st March, 2024
Less than oneyear	116.06	96.28 215.39 103.96 415.63 (103.24)
One to fiveyears	267.79
More than fiveyears	75.55
Sub-total	459.40
Less: Financial component	(113.31)
Total	346.09	312.39

Right-of-use assets	Range of remaining term	Range of remaining term
	As at 31st March, 2025	As at 31st March, 2024
Land	5 to 94 years	5 to 95 years 0 to 10 years 9years
Buildings and Flats	0 to 10 years
Plant and Equipments	8years

The above movement in lease liability is also the reconciliation of borrowings as per Indian Accounting Standard (Ind AS) 7- Statement of Cash Flows.

Corporate Overview & Integrated Report Statutory Reports

Notes to the Consolidated Financial Statements

Note 2.2: Right-of-use assets (Contd..)

Rental expense recorded for short-term and low-value leases was H 111.84 crores for the year ended 31[st] March, 2025 (31[st] March, 2024: H 92.65 crores).

The aggregate depreciation on Right-of-use assets has been included under depreciation and amortisation expense in the Consolidated Statement of Profit and Loss.

Where Group is lessor -

The Group has given certain premises under operating lease or leave and license agreement. The Group retains substantially all risks and benefits of ownership of the leased asset and hence classified as operating lease. Lease income on such operating lease is recognised in profit or loss under ‘Rent’ in Note 32 - Other income.

Note 2.3: Assets of disposal group classified as held for sale

H in Crores

Particulars	As at 31st March, 2025	As at 31st March, 2024
Property,plant and equipment*	37.32	46.52
Capital work-in-progress	2.23	2.44
Total	39.55	48.96

*Net of accumulated depreciation, amortisation and movement during the year

Note 3: Investment properties (Contd..)

		Hin Crores
Particulars	As at 31st March, 2025	As at 31st March, 2024
Disposals and other adjustment during theyear	(0.42)	-
Closing balance	138.47	139.23
Accumulated depreciation
Opening balance	25.62	12.00
Transfer (to)/from property, plant and equipment(refer note 2.1{a})	(0.07)	11.11
Depreciation for theyear(refer note 38)	2.07	2.51
Disposals duringtheperiod	(0.40)	-
Closing balance	27.22	25.62
Net carrying value	111.25	113.61
FairValue	187.80	179.20

Rental income recognised in profit or loss for investment properties aggregates to H 14.21 Crores (31[st] March, 2024: H 12.97 Crores).

Details of total direct operating expenses on investment property:

		Hin Crores
Particulars	As at 31st March, 2025	As at 31st March, 2024
Income-generating property	0.69	0.69
Vacantproperty	-	-
Total	0.69	0.69

Movement of Asset Classified as held for Sale

		Hin Crores
Particulars	As at 31st March, 2025	As at 31st March, 2024
Openingbalance	48.96	469.89
Transfer (to)/ from property, plant and equipment	(6.06)	46.52
Transfer(to)/ from capital work-in-progress	(0.02)	2.44
Disposalgroupsold duringtheyear	-	(469.89)
Impairment duringtheyear(refer note 38)	(3.33)	-
Closing balance	39.55	48.96

During previous year, the Holding company committed to plan to sell part of manufacturing facility at Goa. Accordingly, part of that facility is presented as a disposal group held for sale as of 31[st] March, 2024. In current year, asset sale agreement has been signed and assets will be derecognised in next financial year based on conditions as specified in agreement.

Note 3: Investment properties

Nt 3 Itt ti
oe : nvesmen properes		Hin Crores
Particulars	As at 31st March, 2025	As at 31st March, 2024
Gross carrying value
Opening balance	139.23	71.83
Transfer (to)/from property, plant and equipment(refer note 2.1{a})	(0.34)	67.40

During the previous year, a building was transferred from Property, plant and equipment because it was not used to the full capacity by the Company and it was decided that the building would be leased to third party.

Estimation of fair value

The fair valuation of the assets is based on the perception about the macro and micro economics factors presently governing the construction industry, location of property, existing market conditions, degree of development of infrastructure in the area, demand supply conditions, internal amenities, common amenities, etc.

This value is based on valuation conducted by an external valuation specialist who is registered valuer as defined under rule 2 of Companies (Registered Valuers and Valuation) Rules, 2017.

Minimum lease payments receivable on leases of investment properties are as follows:

properties are as follows:
		Hin Crores
Particulars	As at 31st March, 2025	As at 31st March, 2024
Less than oneyear	5.89	12.52
One to fiveyears	-	57.08
More than fiveyears	-	-
Total	5.89	69.60

Cipla Limited | Annual Report 2024-25

Caring For Life

Notes to the Consolidated Financial Statements

Note 4: Goodwill

Movement in Goodwill during the year ended:

		Hin Crores
Particulars	As at 31st March, 2025	As at 31st March, 2024
Opening balance	3,112.04	2,983.86
Recognised on business combinations (refer note below)	23.62	147.37
Other adjustments*	6.31	-
Foreign currency translation adjustments	128.30	(19.19)
Closing balance	3,270.27	3,112.04

*Adjustment on account of revision in purchase price allocation for acquisition of Actor Pharma (Pty.) Ltd.

For impairment testing, goodwill is allocated to the cash generating units (CGUs) which represents the lowest level within the group at which goodwill is monitored for internal management purposes.

Goodwill acquired in business combination, is allocated to the following CGUs that are expected to benefit from that business combination:

H in Crores

		Hin Crores
Particulars	As at 31st March, 2025	As at 31st March, 2024
United States of America	2,068.18	2,018.10
South Africa(refer note 57)	1,100.29	1,015.54
Others	101.80	78.40
Total	3,270.27	3,112.04

The Group’s goodwill on consolidation is tested for impairment annually or more frequently if there are indications that goodwill might be impaired.

Current year :

Goodwill recognised during the year includes an amount of H 23.62 Crores relates to acquisition of distribution and marketing business undertaking of cosmetics and personal care business from lvia Beaute Private Limited by Cipla Health Limited, a wholly owned subsidiary of the Company (refer note 57).

Previous year :

Goodwill recognized during the previous year amounting to H 147.37 Crores relates to acquisition of Actor Pharma (Pty.) Ltd. by Cipla Medpro South Africa (Pty.) Ltd., a wholly owned subsidiary of the Holding Company (refer note 57).

Note 4: Goodwill (Contd..)

The recoverable amounts of the above cash generating units have been assessed using a value in use model. Value in use is generally calculated as the net present value of the projected post-tax cash flows plus a terminal value of the cash generating unit to which the goodwill is allocated. Initially, a post-tax discount rate is applied to calculate the net present value of the post-tax cash flows.

Key assumptions upon which the Group has based its determinations of value in use includes:

• a) The Group prepares its cash flow forecast for five years based on management’s projections.

• b) A terminal value is arrived at by extrapolating the last forecasted year cashflows to perpetuity, using a constant long-term growth rate ranging from 2% to 7.30% (31[st] March, 2024: 2% to 7.30%)

c)

Growth rates

The growth rates are based on industry growth forecasts. Management determines the budgeted growth rates based on past performance and its expectations of market development. The weighted average growth rates used were consistent with industry reports ranging from 0% to 25% as at 31[st] March, 2025 (31[st] March, 2024: 0% to 30%)

d)

Discount rates

market assessments of the risks specific to the CGU, taking into consideration the time value of money and individual risks of the underlying assets that have not been incorporated in the cash flow estimates. The discount rate calculation is based on the specific circumstances of the Group and its operating segments and is derived from its weighted average cost of capital (WACC) ranging from 12% to 15% as at 31[st] March, 2025 (31[st] March, 2024: 12% to 15.50%).

The Group believes that any reasonably possible change in the key assumptions on which a recoverable amount is based would not cause the aggregate carrying amount to exceed the aggregate recoverable amount of the cash generating units.

e)

Sensitivity

Reasonable sensitivities in key assumptions consequent to the change in estimated growth rate and discount rate is unlikely to cause the carrying amount to exceed the recoverable amount of the cash generating units.

Note 5: Other Intangible assets

									Hin Crores
Particulars	Software	Marketing intangibles	Technical know-how	Trademarks	Licences, Patents and Copyrights	Brands	Non Compete	Customer Relationships / Distribution Network	Total
Gross carrying value
As at 1st April, 2023	271.70	3,377.96	15.10	703.59	20.38	102.30	-	-	4,491.03
Acquisition through business combinations(refer note 57)	-	-	-	-	-	227.76	11.50	43.20	282.46

Corporate Overview & Integrated Report

Statutory Reports

Notes to the Consolidated Financial Statements

Note 5: Other Intangible assets (Contd..)

H in Crores

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Customer
Licences,
Marketing Technical Non Relationships
Particulars Software Trademarks Patents and Brands Total
intangibles know-how Compete / Distribution
Copyrights
Network
Additions for the year 15.36 176.19 - 46.42 - - - - 237.97
(acquired separately)
Deletions and adjustments for 7.22 - - (0.63) (8.79) - - - (2.20)
the year
Foreign currency translations (1.04) 2.17 0.07 (22.24) (0.57) 0.54 - - (21.07)
adjustments
Divestment of Subsidiaries - (63.51) (4.46) - - (36.28) - - (104.25)
(refer note 58)
As at 31 [st] March, 2024 293.24 3,492.81 10.71 727.14 11.02 294.32 11.50 43.20 4,883.94
Acquisition through business - - 9.70 - - 74.50 9.19 9.01 102.40
combinations (refer note 57)
Additions for the year 12.36 201.96 18.03 15.00 - - - - 247.35
(acquired separately)
Deletions and adjustments for (1.83) (42.76) - - - (8.65) - - (53.24)
the year
Foreign currency translations 2.77 112.68 - 34.69 0.78 17.59 0.89 3.34 172.74
adjustments
As at 31 [st] March, 2025 306.54 3,764.69 38.44 776.83 11.80 377.76 21.58 55.55 5,353.19
Accumulated amortisation and
impairment
As at 1 [st] April, 2023 251.49 2,656.01 9.83 372.86 18.03 56.80 - - 3,365.02
Amortisation charge for the year 15.23 152.46 1.21 47.93 2.78 16.57 0.42 1.27 237.87
Impairment charge for the year - 53.23 - - - - - - 53.23
Deletions and adjustments for 7.93 0.07 - 0.51 (9.58) - - - (1.07)
the year
Foreign currency translations (1.60) 22.05 0.07 (14.67) (0.60) 0.29 - (0.01) 5.53
adjustments
Divestment of Subsidiaries - (63.51) (4.46) - - (21.27) - - (89.24)
(refer note 58)
As at 31 [st] March, 2024 273.05 2,820.31 6.65 406.63 10.63 52.39 0.42 1.26 3,571.34
Amortisation charge for the year 11.80 164.97 3.36 49.14 0.20 22.66 4.17 10.15 266.45
Impairment charge for the year - 48.60 - 0.74 - - - - 49.34
(refer note 5.1)
Deletions and adjustments for (0.23) (5.51) - - - - - - (5.74)
the year
Foreign currency translations 2.26 80.30 - 25.37 0.96 0.17 0.03 0.10 109.19
adjustments
As at 31 [st] March, 2025 286.88 3,108.67 10.01 481.88 11.79 75.22 4.62 11.51 3,990.58
Net carrying value as at 31 [st] 19.66 656.02 28.43 294.95 0.01 302.54 16.96 44.04 1,362.61
March, 2025
Net carrying value as at 31 [st] 20.19 672.50 4.06 320.51 0.39 241.93 11.08 41.94 1,312.60
March, 2024
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i. The Group has not revalued its intangible assets.

*Includes adjustment on account of revision in purchase price allocation for acquisition of Actor Pharma (Pty.) Ltd.

Intangible assets under development

Intangible assets under development
		Hin Crores
Particulars	As at 31st March, 2025	As at 31st March, 2024
Opening balance	288.40	404.13
Additions duringtheyear	256.65	268.61
Capitalised duringtheyear	(153.87)	(202.13)
Impairment charge duringtheyear	(44.23)	(2.50)
Exceptional item: refer note 39(b)	-	(183.19)
Foreign currencytranslations adjustments	6.56	3.48
Closing balance	353.51	288.40

Cipla Limited | Annual Report 2024-25

Caring For Life

Notes to the Consolidated Financial Statements

Note 5.1: Impairment charge during the year

Due to change in market conditions and dynamics for certain products, the carrying amount of certain intangible assets and intangible assets under development relating to US generics, Emerging market and Europe business, the Group has recorded an impairment charge of H 93.57 crores (31[st] March, 2024: H 238.92 crores) in consolidated profit and loss. (refer note 39 (b)).

Note 5.2: Acquisition/capitalisation of intangibles

a) Significant acquisitions/capitalisation during current year

Product	Group Entity	Date of agreement/ completion/launch date	Jin Crores	Type of deal
Lanreotide	Cipla USA Inc	23rdMay, 2024	94.10	Capitalisation of Pharmathen SA Lanreotide ANDA
Amoxicillin and Clavulanic acid	Cipla Limited	2ndJuly, 2024	45.98	Acquisition of Amoxicillin from Wockhardt Bio AG

b) Significant acquisitions/capitalisation during previous year

Product	Group Entity	Date of agreement/ completion/launch date	Jin Crores	Type of deal
Galvus	Cipla Limited	10thApril, 2023	77.00	Acquisition of Galvus from Novartis
Lurasidone	InvaGen Pharmaceuticals Inc.	30thSeptember, 2023	45.73	Product launched which was acquired with InvaGen Pharmaceuticals Inc.
Mexohar	Cipla Limited	31stMarch, 2024	32.07	Acquisition of Trademark - Mexohar

The Group has recorded the acquired assets as Intangible assets under Ind AS 38 - Intangible Assets on the assessment that fair value of the gross assets acquired is concentrated in a single identifiable asset or group of similar identifiable assets which is controlled by the group and future economic benefits are probable.

Contingent consideration (on achievement of sale target as per agreement)

As at 31[st] March, 2025 and 31[st] March, 2024, the fair value of the contingent consideration was assessed as H Nil in respect of acquired intangibles as the sales targets are not probable and estimable. Determination of the fair value as at balance sheet date is based on discounted cash flow method. Contingent consideration is arrived at, basis weighted average probability approach of achieving various financial and non-financial performance targets. Basis the future projections and the performance of the products, the contingent consideration is subject to revision on a yearly basis.

Note 5.3: Intangible assets under development ageing

The table below provides details regarding the Intangible assets under development ageing schedule as of 31[st] March, 2025:

					Hin Crores
Particulars	Amount in intangible assets under development			for a period of	Total
	Less than 1 year	1-2 years	2-3 years	More than 3 years
Projects inprogress	120.99	129.48	46.06	56.98	353.51
Projects temporarilysuspended	-	-	-	-	-
Total	120.99	129.48	46.06	56.98	353.51

The table below provides details regarding the Intangible assets under development ageing schedule as of 31[st] March, 2024:

					Hin Crores
Particulars	Amount in intangible assets under development			for a period of	Total
	Less than 1 year	1-2 years	2-3 years	More than 3 years
Projects inprogress	140.08	53.72 -	43.05	51.55	288.40
Projects temporarilysuspended	-		-	-	-
Total	140.08	53.72	43.05	51.55	288.40

There are no intangible assets under development, whose completion is either overdue or has exceeded its cost compared to its original plan as on 31[st] March, 2025 and 31[st] March, 2024.

Corporate Overview & Integrated Report

Statutory Reports

Notes to the Consolidated Financial Statements

Note 6: Investment in associates

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H in Crores
As at As at
As at 31 [st] As at 31 [st]
Particulars 31 [st] March, 31 [st] March,
March, 2025 March, 2024
2025 No.’s/% 2024 No.’s/%
Carrying amount determined using equity method of accounting
A. Investments in unquoted equity instruments
Equity shares of Brandmed (Pty) Limited, fully paid 375 20.20 375 19.83
Equity shares of Stempeutics Research Private Limited of H 10 each, 2,18,58,803 - 2,05,02,525 -
fully paid [%]
Equity shares of GoApptiv Private Limited of H 10 each, fully paid [$] 13,449 19.92 13,449 20.10
Equity shares of Achira Labs Private Limited 1,04,074 0.84 1,04,074 0.86
Equity shares of AMPSolar Power Systems Private Limited of H 10 1,01,800 0.01 1,01,800 0.01
each, fully paid
Equity shares of AMP Energy Green Eleven Private Limited of H 10 7,50,000 0.08 7,50,000 0.08
each, fully paid
B. Investments in compulsory convertible preference shares (CCPS)
CCPS of GoApptiv Private Limited of H 10 each, fully paid [$] 47,121 59.20 47,121 59.85
CCPS of Achira Labs Private Limited of H 10 each, fully paid 10,32,949 21.27 10,32,949 21.51
C. Investments in optionally convertible (redeemable) preference
shares (OCPS)
OCPS of Achira Labs Private Limited of H 10 each, fully paid [&] 60,00,000 4.62 - -
D. Investments in debentures
0.01% Compulsory Convertible Debentures of AMPSolar Power 1,00,742 1.11 1,00,742 0.99
Systems Private Limited of H 1,000 each, fully paid
0.01% Compulsory Convertible Debentures of AMP Energy Green 67,500 0.76 67,500 0.68
Eleven Private Limited of H 1,000 each, fully paid
E. Investment in Limited Liability Partnership (LLP)
Clean Max Auriga Power LLP 33% 5.86 33% 6.14
F. Investment in Others
MKC Biotherapeutics Inc. [@] 34.4% 6.60 - -
140.47 130.05
Aggregate amount of unquoted investments 140.47 130.05
Aggregate amount of impairment in value of investments - -
----- End of picture text -----

Notes for changes in current year:

&On 15th May, 2024, the Holding Company has entered into definitive agreements for further investment of upto H 26 crores in four tranches upon completion of mutually agreed milestones under the definitive agreements. The first tranche of investment amounting to H 6 crores into 60,00,000 Optionally Convertible (redeemable) Preference Shares (OCPS) of face value of H 10 per share has been completed in current year. The OCPS shall carry a preferential cumulative compounded dividend at rate of 0.0001% per annum and the Holding company has right to convert it or redeem as per terms as specified in the agreement.

@Joint venture agreement entered between Cipla (EU) Limited, wholly owned subsidiary of the Company, with Kemwell Biopharma UK Limited and MNI Ventures (“JV Partners”) with effective date of incorporation of 27[th] February 2024. The Group has made an investment of H 14.32 Crores in MKC Biotherapeutics Inc. (Joint venture entity) in current year for a stake of 34.4%.

%Meditab Specialities Limited, a wholly owned subsidiary of the Holding Company, has made an additional investment of H 10.31 crores, leading to its cumulative stake of 34.36% on a fully diluted basis.

Notes for changes in previous year:

$The Holding Company, on 14th December, 2023 has entered into a definitive agreement for acquisition of additional stake in GoApptiv Private Limited for a total consideration of H 42 crores leading to cumulative holding of 22.99% stake on fully diluted basis effective from 2[nd] February, 2024.

Standalone financial information of associates :

Standalone financial informatio	n of associat	s :	s :				Hin Crores	Hin Crores
Particulars	Place of Business	% of Ownership interest		Accounting Method	Quoted fair value		Carrying value
		31st March, 2025	31st March, 2024		31st March, 2025	31st March, 2024	31st March, 2025	31st March, 2024
Material associates :
GoApptivPrivate Limited1	India	22.99%	22.99%	Equity	-*	-*	79.12	79.95
Other immaterial associates (refer note below)							61.35	50.10
							140.47	130.05

*Unlisted entity- no quoted price available.

1 GoApptiv Private Limited is an India based start-up providing end to end business solutions for healthcare companies to commercialise and improve access of healthcare product reach in tier 2-6 geographies through engagement with all stakeholders in the value chain leveraging proprietary technology platforms and physical reach.

Cipla Limited | Annual Report 2024-25

Caring For Life

Notes to the Consolidated Financial Statements

Note 6: Investment in associates (Contd..)

Note 6: Investment in associates (Contd..)

GoApptiv Private Limited

Movement of investment in associates

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H in Crores H in Crores
As at As at As at As at
Particulars 31 [st] March, 31 [st] March, Particulars 31 [st] March, 31 [st] March,
2025 2024 2025 2024
Opening balance 79.95 36.79 Current assets 711.98 494.91
Addition during the year - 42.00 Non-current assets 43.39 22.53
(refer note above) Current liabilities (464.90) (239.34)
(Loss)/Profit for the year (0.83) 1.16 Non-current liabilities (21.45) (7.08)
Aggregate carrying amount (Total) 79.12 79.95 Equity 269.02 271.02
of individually material Group ownership 22.99% 22.99%
associates Equity proportion of the Group 61.85 62.31
Opening balance 50.10 54.11 ownership
Addition/unwinding during 30.55 (0.10) Goodwill 17.27 17.64
the year (refer note above) Carrying amount of the investment 79.12 79.95
Loss for the year (21.02) (2.75)
Translation adjustment arising 1.72 (1.16) H in Crores
out of translation of foreign For the For the
currency balances year ended year ended
Particulars
Aggregate carrying amount (Total) 61.35 50.10 31 [st] March, 31 [st] March,
of individually immaterial 2025 2024
associates
Revenue from operations 1,612.60 1,137.77
Profit/(loss) for the year (3.61) 5.05
Total comprehensive income for the year (3.61) 5.05
Group’s share of profit/(loss) for the year (0.83) 1.16
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Note 6: Investment in associates GoApptiv Private Limited	(Contd..)
		Hin Crores
Particulars	As at 31st March, 2025	As at 31st March, 2024
Current assets Non-current assets Current liabilities Non-current liabilities Equity Groupownership Equity proportion of the Group ownership Goodwill Carryingamount of the investment	711.98	494.91
	43.39	22.53
	(464.90)	(239.34)
	(21.45)	(7.08)
	269.02	271.02
	22.99%	22.99%
	61.85	62.31
	17.27	17.64
	79.12	79.95

Note 7: Non-current financial assets - other investments

							Hin Crores
Particulars	Face value	As at 31st March, 2025 %	As at 31st March, 2024 %	As at 31st March, 2025 Nos.	As at 31st March, 2024 Nos.	As at 31st March, 2025	As at 31st March, 2024
Unquoted investments						307.10 0.05 137.59 0.00 6.88 7.04	341.85 0.05 134.26 0.00 3.66 2.62
I. Equity Investments
A. Investments carried at fair value through OCI
Equity interest in Shanghai Desano Pharmaceuticals Co., Ltd.	¥ 1	16.50%	16.50%	9,55,00,000	9,55,00,000
Equity interest in Swasth Digital Health Foundation	H100	4.00%	4.00%	5,000	5,000
Equityinterest in Ethris GmBH	€ 1	10.35%	10.35%	9,939	9,939
B. Equity investment carried at fair value through profit or loss
Equity shares of Saraswat Co-operative Bank Limited, fully paidH10,000(31stMarch, 2024:H10,000)	H10	-	-	1,000	1,000
II. Other Investments
A. Investment in Venture Funds carried at fair value through OCI
Alkemi Venture Fund#		-	-	-	-
Earlyspringfund#		-	-	-	-

Corporate Overview & Integrated Report Statutory Reports

Notes to the Consolidated Financial Statements

Note 7: Non-current financial assets - other investments (Contd..)

							Hin Crores
Particulars	Face value	As at 31st March, 2025 %	As at 31st March, 2024 %	As at 31st March, 2025 Nos.	As at 31st March, 2024 Nos.	As at 31st March, 2025	As at 31st March, 2024
B. Investments in Limited Liability Partnership at fair value through OCI						40.41 0.00 499.07 499.07 -	29.72 0.00
ABCD Technologies LLP@		6.83%	6.45%
C. Investment in government securities carried at amortised cost
National saving certificatesH41,000 (31stMarch, 2024:H41,000)
							512.16
Aggregate amount of unquoted investments							512.16 -
Aggregate amount of impairment in value of investments

Notes for changes in current year:

@ The Holding Company has made an additional investment of H 10.00 Crores leading to cumulative revise stake of 6.83% in the entity

Notes for changes in previous year:

During the previous year, the Holding Company has entered into a contribution agreement with Alkemi Venture Fund and Early Spring Fund, committing upto lower of H 33.10 Crores or 10% and H 32.88 Crores or 10% of the total capital commitment of the Funds at the final closing date, respectively. The capital commitment need to be paid by the Holding Company upon receiving a drawdown notice from the investment manager. These investments are accounted as fair value through other comprehensive income (FVTOCI) in accordance with Group’s election under ‘lnd AS 109 - Financial Instruments. Further, the holding company has made an additional investment of H 4.62 Crores in Early spring fund and H 3.22 Crores in Alkemi Venture Fund upon receiving a drawdown notice from the investment manager in the current year.

Note 8: Non-current financial assets - loans

Note 9: Non-current financial assets - others

Hin Crores						Hin Crores
As at As at				As at		As at
Particulars 31st March, 31st March,		Particulars		31st March,		31st March,
2025 2024				2025		2024
(Unsecured, considered good, except otherwise stated)		(Carried at amortised cost, except otherwise stated)
(Carried at amortised cost, except otherwise stated)		Margin deposits* Fixed Deposits with banks (having		6.26 171.33		5.86 410.85
Loan to Associate (including interest accrued) (refer note 48) (refer note i below) 4.71 16.98		remaining maturity more than 12 months)
Loan to Others (including interest accrued) (refer note ii below) 27.83 -		Securitydeposit Fair value of derivative designated as		85.63		75.20
32.54 16.98		Hedge - FVOCI
		- Forward contracts		7.99		0.11
(i) Unsecured interest bearing loan at a rate of prime less 1.75%.		- Options		2.77		-
Repayments start after 31stMarch, 2025 and the loan term ends on 31stMarch, 2028. (ii) During the year, persuant to agreement dated 6thJune, 2024 the Cipla (EU) Limited, wholly owned subsidiary, have granted		Fair value of derivative not designated as Hedge - FVTPL - Forward contracts - CurrencySwaps Amount recoverable from supplier		1.00 - 8.48		5.81 2.39 8.34
a convertible loan to Ethris GmbH with a nominal value of				283.46		508.56

• (ii) During the year, persuant to agreement dated 6[th] June, 2024 the Cipla (EU) Limited, wholly owned subsidiary, have granted a convertible loan to Ethris GmbH with a nominal value of EUR 3 million, bearing interest at 8% per annum and maturity date of 2 years from the date of agreement. Under the terms of agreement, both the principal and accrued interest are convertible into equity at the option of Cipla (EU) Limited or upon occurrence of certain future events.

*Amount held as margin money under lien to tax authority and electricity department.

Cipla Limited | Annual Report 2024-25

Caring For Life

Notes to the Consolidated Financial Statements

Note 10: Income taxes

The major components of income tax expense for the years ended 31[st] March, 2025 and 31[st] March, 2024 are:

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H in Crores
As at As at
Particulars
31 [st] March, 2025 31 [st] March, 2024
(A) Profit or loss section
Current income tax charge 1,863.96 1,696.84
MAT credit utilisation/entitlement 0.49 1.33
Adjustment in respect Current/ Deffered Tax charge of previous year 2.36 6.15
Reversal of current tax of earlier years (155.61) -
Deferred tax credit/reversal on account of temporary differences (181.44) (157.73)
1,529.76 1,546.59
Includes tax provision relating to earlier years amounting to H 155.61 Crores, as an outcome of favourable
ITAT order and completion of assessments for past years.
(B) Other comprehensive income section
Income tax relating to re-measurements on defined benefit plans 5.74 28.03
Income tax relating to changes in fair value of equity instruments 4.20 (0.35)
Income tax relating to cash flow hedge (1.33) (1.06)
8.61 26.62
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Reconciliation of tax expense and the profit multiplied by tax rate applicable to respective tax jurisdiction for 31[st] March, 2025 and

31[st ] March, 2024:

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H in Crores
For the year ended 31 [st] March, 2025 For the year ended 31 [st] March, 2024
Particulars
% Amount % Amount
Profit before tax and share of associates 6,820.81 5,701.90
At Income tax rates applicable to respective tax jurisdiction 25.27% 1,723.30 25.64% 1,462.00
Effect for:
Prior year adjustments 0.03% 2.36 0.10% 6.15
Non-deductible expenses for tax purposes 0.80% 54.59 1.65% 93.89
Deferred tax not recognised (net) 0.33% 22.21 0.02% 0.88
Utilisation of previously un-recognised DTA and MAT credit (0.07%) (4.92) (0.05%) (2.51)
Recognition of previously unrecognised capital losses (0.76%) (51.72) - -
Reversal of previously recognised deferred tax asset - - 0.18% 10.00
Reversal of current year tax of earlier years (2.28%) (155.61) - -
- -
Effect of differential tax rate impact on capital gain on (0.58%) (39.31)
current investments
Others (0.31%) (21.14) (0.42%) (23.82)
Effective income tax rate/Income tax expense reported 22.43% 1,529.76 27.12% 1,546.59
in the profit or loss
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There are unused tax losses (including capital losses and MAT Credit) for which no deferred tax asset has been recognised as the Group believes that availability of taxable profit against which such temporary difference can be utilised, is not probable.

		Hin Crores
Particulars	As at 31st March, 2025	As at 31st March, 2024
Unabsorbed depreciation and business loss	597.39	733.94
Capital losses	505.97	937.97
MAT credit not recognised	10.98	11.44
Total	1,114.34	1,683.35

In respect of certain foreign subsidiaries, business losses can be carried forward indefinitely unless there is a substantial change in the ownership. Unrecognised deferred tax assets relate primarily to business losses and tax credit entitlements which do not qualify for recognition as per the applicable accounting standards. These unexpired business losses will expire based on the year of origination as follows:

Details of expiration of unused tax losses as at 31[st] March, 2025

	Hin Crores
Financial Year	Tax Losses
2025-26	-
2026-27	-
2027-28	282.11
2028-29	100.82
2029-30	-
Thereafter	731.41
Total	1,114.34

Corporate Overview & Integrated Report Statutory Reports

Notes to the Consolidated Financial Statements

Note 10: Income taxes (Contd..)

Details of expiration of unused tax losses as at 31[st] March, 2024

	Hin Crores
Financial Year	Tax Losses
2024-25	125.86
2025-26	97.56
2026-27	26.33
2027-28	71.69
2028-29	44.46
Thereafter	1,317.45
Total	1,683.35

Uncertain tax position:

The Group is subject to income taxes in India and numerous foreign jurisdictions including US and South Africa as other major jurisdictions. The Group has ongoing disputes which includes demands, notices and inquiries from income tax authorities in India and in some of the jurisdictions where they operate. The disputes relate to tax treatment of certain expenses claimed as deductions, computation or eligibility of tax incentives or allowances and transfer pricing adjustments.

Note 10: Income taxes (Contd..)

The Group has disclosed amount of H 152.17 Crores (31[st] March, 2024: H 20.22 Crores) as contingent liability, in respect of tax demands which are being contested by it based on the management evaluation and advice of tax consultants as the management believes that the ultimate tax determination is uncertain due to various tax positions taken by adjudicating authorities in the past.

The Group has made provisions for taxes basis its best judgement, considering past resolutions to disputed matters by adjudicating authorities, prior year assessments and advice from external experts, if required. The Group believes that its accruals for tax liabilities are adequate for all open tax years based on its assessment of many factors, including interpretations of tax law and prior experience.

Deferred tax on undistributed earnings:

Deferred income tax liabilities on undistributed earnings of the Group subsidiaries have not been provided as such earnings are deemed to be reinvested in the business and the Group is able to control the timing of the reversals of temporary differences associated with these investments. Accordingly, temporary difference on which deferred tax liability has not been recognised amounts to H 3,458.85 Crores (31[st] March, 2024: H 3,167.49 Crores).

Note 10: Income taxes (Contd..)

Deferred tax:

Movement in deferred tax assets and liabilities during the year ended 31[st] March, 2025:

						Hin Crores
Particulars	As at 1st April, 2024	Recognised in Profit or loss	Recognised in Other Comprehensive Income	Acquired in business combinations (refer note 57)	Foreign currency translation	As at 31st March, 2025
Property, plant and equipment and intangible assets	(484.04)	70.14	-	2.33	(14.62)	(426.19)
Employee benefits expense	120.15	(14.43)	5.74	-	1.78	113.24
Others*	315.05	61.91	2.87	-	5.60	385.43
Allowance for credit loss	33.84	(10.35)	-	-	0.27	23.76
Deferred revenue	8.11	(1.79)	-	-	-	6.32
Provision for right of return,discounts and others	314.82	51.17	-	-	5.57	371.56
Losses available for offsetting against future taxable income(refer note below)	92.89	22.43	-	-	0.70	116.02
MAT credit entitlement/utilised	1.69	(0.49)	-	-	-	1.20
Deferred tax assets/(liabilities) (net)	402.51	178.59	8.61	2.33	(0.70)	591.34
Deferred tax assets	587.80					644.87
Deferred tax liabilities	(185.29)					(53.53)
Total	402.51					591.34

*Others includes unrealised margins, provision for claims – DPCO, Hedge reserve, etc.

Movement in deferred tax assets and liabilities during the year ended 31[st] March, 2024:

						Hin Crores
Particulars	As at 1st April, 2023	Recognised in Profit or loss	Recognised in Other comprehensive income	Acquired in business combinations	Foreign currency translation	As at 31st March, 2024
Property,plant and equipment and intangible assets	(502.29)	113.98	-	(75.59)	(20.14)	(484.04)
Employee benefits expense	78.58	13.78	28.03	-	(0.24)	120.15
Others*	291.69	(1.87)	(1.41)	-	26.64	315.05

Cipla Limited | Annual Report 2024-25

Caring For Life

Notes to the Consolidated Financial Statements

Note 10: Income taxes (Contd..)

Note 10: Income taxes (Contd..)
						Hin Crores
Particulars	As at 1st April, 2023	Recognised in Profit or loss	Recognised in Other comprehensive income	Acquired in business combinations	Foreign currency translation	As at 31st March, 2024
Allowance for credit loss	32.57	1.35	-	-	(0.08) - 2.54 (0.75) -	33.84 8.11 314.82 92.89 1.69 402.51 587.80 (185.29) 402.51
Deferred revenue	9.89	(1.78)	-	-
Provision for right of return, discounts and others	259.55	52.73	-	-
Losses available for offsetting against future taxable income(refer note below)	120.25	(26.61)	-	-
MAT credit entitlement/utilised	3.02	(1.33)	-	-
Deferred tax assets/(liabilities) (net)	293.26	150.25	26.62	(75.59)	7.97
Deferred tax assets	456.54
Deferred tax liabilities	(163.28)
Total	293.26

*Others includes unrealised margins, provision for claims – DPCO, Hedge reserve, etc.

Note:

1. Based on approved plans and budgets, the Cipla Health Limited (CHL) one of the subsidiaries of the Group has estimated that future taxable income will be sufficient to absorb carried forward unabsorbed depreciation and business losses, which management believes is probable, and accordingly CHL has recognised deferred tax assets on aforesaid losses aggregating to E 18.23 Crores as at 31[st] March, 2025 (31[st] March, 2024: H 55.10 Crores)

2. During the year, based on the reasonable evidence available for a year, Goldencross Limited, a wholly owned subsidiary has recognised H Nil (31[st] March, 2024: H 2.51) of unrecognised MAT credit.

3. During the year, the Holding company have created deferred tax assets on unutilised capital losses to the extent of unrealised capital gains recorded in the books.

Note 12: Inventories

Note 10: Income taxes (Contd..)

	Note 12: Inventories
					Hin Crores
			As at		As at
	Particulars		31st March,		31st March,
			2025		2024
	(Lower of cost or net realisable value) Raw materials andpackingmaterials		1,728.66		1,683.34
	Work-in-progress		853.44		815.90
	Finishedgoods		1664.75		1,491.00
	Stock-in-trade		1258.54		1,137.73
	Stores,spares and consumables		136.72 5,642.11		109.98 5,237.95

Tax assets and liabilities :

Note 10: Income taxes (Contd..) Tax assets and liabilities :
		Hin Crores
Particulars	As at 31st March, 2025	As at 31st March, 2024
Income tax assets(net)	487.86	463.67
Income tax liabilities(net)	76.75	22.03

Note 11: Other non-current assets

Note 11: Other non-current asse	t	s					5,642.11			5,237.95
				Hin Crores
		As at		As at
Particulars		31st March,		31st March,						Hin Crores
		2025		2024			As at			As at
(Unsecured, considered good, except					Particulars		31st March,			31st March,
otherwise stated)							2025			2024
Capital advances Secured Unsecured Advances other than Capital advances* Prepaid expenses VAT receivable Deposits$		6.32 224.11 20.00 3.13 184.03		6.37 231.45 22.91 36.52 -	Goods-in-transit included above Raw materials andpackingmaterials Work-in-progress Finishedgoods Stock-in-trade		103.43 30.23 156.37 95.43 385.46			63.87 28.98 229.88 51.24 373.97
		437.59		297.25	The Group recorded inventory write dow	n	(net) ofH37		1	crores (31st

The Group recorded inventory write down (net) of H 376.1 crores (31[st] March, 2024: H 354.80 crores) on account of inventory obsolescence. This is included as part of cost of materials consumed and changes

*Secured against bank guarantees

• $Includes H 175.08 Crores as at 31st March 2025 in respect of DPCO matter explained in note 45B

Corporate Overview & Integrated Report Statutory Reports

Notes to the Consolidated Financial Statements

Note 12: Inventories (Contd..)

trade in profit or loss, as the case may be.

Note 14: Trade receivables (Contd..)

• Trade receivables are interest and non-interest bearing and are generally due upto 180 days.

As indicated in note 23, a notarial bond over all movable assets of H 611.98 crores (31[st] March, 2024: H 568.10 crores) has been held as security for short-term borrowings of Cipla Medpro South Africa (Pty) Limited of H Nil (31[st] March, 2024: H 91.77 crores).

Note 13: Current investments

Note 13: Current investments
		Hin Crores
Particulars	As at 31st March, 2025	As at 31st March, 2024
(Carried at fair value throughprofit or loss)
Investment in mutual funds(quoted)	7,293.23	4,807.01
Aggregate book value of quoted investments	7,293.23	4,807.01
Aggregate market value of quoted investments	7,293.23	4,807.01
Aggregate amount of impairment in value of investments	-	-

Note 14: Trade receivables

Note 14: Trade receivables
		Hin Crores As at 31st March, 2024 4,844.78 65.17 4,909.95 (139.29) 4,770.66 - -
Particulars	As at 31st March, 2025	As at 31st March, 2024
(Carried at amortised cost, except otherwise stated)
Unsecured, consideredgood	5,579.37
Unsecured, credit impaired	28.49
Total	5,607.86
Less: Allowance for expected credit loss (refer note 42)	(101.49)
	5,506.37

• There are no trade receivables (except which are already being provided) having significant increase in credit risk and which are credit impaired.

One of the subsidiary of the Group entered into an arrangement with a bank for sale of trade receivables. Under the arrangement, the Subsidiary sold to the Bank certain of its trade receivables on a non-recourse basis. The receivables sold were mutually agreed with the Bank after considering the credit worthiness of the customers and also other contractual terms with the customer including any gross to net adjustments due to rebates, discounts, etc. from the contracted amounts, such that the receivables sold are generally lower than the net amount receivables from trade receivables. The Subsidiary has transferred substantially all the risks and rewards of ownership of such receivables sold to the Bank and accordingly, the same are de-recognised in the statement of financial position. As on 31[st] March, 2025, the amount of trade receivables de-recognised pursuant to the aforesaid arrangement is Nil (31[st] March, 2024: H 41.70 Crores).

As indicated in note 23, trade receivables of H 866.90 Crores (31[st] March, 2024: H 739.65 Crores) have been ceded to the bank (maximum to the extent of outstanding borrowings) as security for short-term borrowings of Cipla Medpro South Africa (Pty) Limited of H Nil (31[st] March, 2024: H 91.77 crores).

There are no debts due by Directors or other Officers of the Group or any of them either severally or jointly with any other person or debts due by firms or private companies respectively in which any Director is a Partner or a Director or a Member except as disclosed in note 48.

Note 14: Trade receivables (Contd..)

Trade Receivables Ageing Schedule

Ageing for trade receivables from the due date of payment for each of the category is as at 31[st] March, 2025 as follows:

							Hin Crores	Hin Crores
Particulars	Unbilled	Not Due	Outstanding for following periods from due				date of payments
			Less than 6 months	6 months -1 year	1-2 years	2-3 years	More than 3 years	Total
a. Undisputed trade receivables
- consideredgood	-	4,250.17	1,092.99	107.62	40.39	20.74	67.46	5,579.37
- credit impaired	-	-	2.54	0.02	1.13	0.15	8.04	11.88
b. Disputed trade receivables
- consideredgood	-	-	-	-	-	-	-	-
- credit impaired	-	-	-	0.39	0.52	0.83	14.87	16.61
	-	4,250.17	1,095.53	108.03	42.04	21.72	90.37	5,607.86

Cipla Limited | Annual Report 2024-25

Caring For Life

Notes to the Consolidated Financial Statements

Note 14: Trade receivables (Contd..)

Ageing for trade receivables from the due date of payment for each of the category is as at 31[st] March, 2024 as follows:

							Hin Crores	Hin Crores
Particulars	Unbilled	Not due	Outstanding for following periods from due				date of payments
			Less than 6 months	6 months -1 year	1-2 Years	2-3 years	More than 3 years	Total
a. Undisputed Trade Receivables							49.59 10.09 - 47.58	4,844.78 14.54 - 50.63
- consideredgood	-	3,694.35	993.67	49.79	34.10	23.28
- credit impaired	-	-	0.40	1.40	0.34	2.31
b. Disputed trade receivables
- consideredgood	-	-	-	-	-	-
- credit impaired	-	-	0.08	0.09	0.86	2.02
	-	3,694.35	994.15	51.28	35.30	27.61	107.26	4,909.95

Note 15: Cash and cash equivalents

		Hin Crores
Particulars	As at 31st March, 2025	As at 31st March, 2024
Balances with banks
- In Current accounts	567.81	465.94
- In EEFC accounts	1.65	15.93
- In fixed deposits (original maturity less than 3 months)	11.67	26.43
Remittance in transit*	7.02	131.23
Cash on hand	0.54	0.54
Cash and cash equivalents in the balance sheet	588.69	640.07
Less: Bank overdraft used for cash managementpurpose(refer note 23)	(46.04)	(127.73)
Cash and cash equivalents in the statement of cash flow	542.65	512.34

There are no other repatriation restrictions with regards to cash and cash equivalents as at the end of the reporting period.

• Remittance in transit from Group entities.

Note 16: Bank balance other than cash and cash equivalents

equivalents
		Hin Crores
Particulars	As at 31st March, 2025	As at 31st March, 2024
Fixed Deposits with banks (original maturitybetween 3 months and 12 months)	178.74	155.17
Earmarked balances with bank (refer note below)	15.43	66.23
Amount held as margin money to Government authority	2.69	2.56
Balances earmarked for unclaimed dividend*	14.29	10.94
	211.15	234.90

Note 16: Bank balance other than cash and cash equivalents (Contd..)

the acquisition of Actor Proprietary Limited which will be released upon conclusion of the events as set out in the Share Purchase Agreement, to the satisfaction of both parties. An equivalent liability termed as deferred consideration has been created. (refer note 28)

*The above balances are restricted for specific use. There are no amounts due and outstanding to be credited to the Investor Education and Protection Fund as at 31[st] March, 2025 and 31[st] March, 2024.

Note 17: Current financial assets - loans

		Hin Crores
Particulars	As at 31st March, 2025	As at 31st March, 2024
(Unsecured, considered good except otherwise stated) (Carried at amortised cost, except otherwise stated) Loans to employees and others Loan to Associate (including interest accrued) (Refer note 48 and 8)
	0.19	0.24
	15.45	-
	15.64	0.24

Notes -

1. In line with Circular No 04/2015 issued by Ministry of Corporate Affairs dated 10[th] March, 2015, loans given to employees as per the Company’s policy are not considered for the purposes of disclosure under Section 186(4) of the Companies Act, 2013.

2. There are no loans or advances in the nature of loans granted to Promoters, Directors, KMPs and their related parties (as defined under Companies Act, 2013), either severally or jointly with any other person, that are:

3. (a) repayable on demand; or

Earmarked balances with bank

• (b) without specifying any terms or period of repayment

The closing balance of 31[st] March 2025 H 15.43 Crores (31[st] March 2024 H 66.23 Crores) relates to cash deposited in Escrow account for

1. There are no loans which have significant increase in credit risk and which are credit impaired.

Corporate Overview & Integrated Report

Statutory Reports

Notes to the Consolidated Financial Statements

Note 18: Current financial assets - others (Contd..)

Note 18: Current financial assets - others

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H in Crores H in Crores
As at As at As at As at
Particulars 31 [st] March, 31 [st] March, Particulars 31 [st] March, 31 [st] March,
2025 2024
2025 2024
(Unsecured, considered good except Considered impared 1.89 3.65
otherwise stated) Less: Allowance for expected credit loss (1.89) (3.65)
(Carried at amortised cost, except 2,936.90 2,801.52
otherwise stated) Refer note 42 for information about Fair value measurement and effects of
Incentives/benefits receivable from 220.09 297.72
hedge accounting.
SecuritGovernmenty deposits 14.93 14.71 #Includes Includes H 175.08 Crores as at 31st March, 2024 in respect of DPCO matter st March, 2024 in respect of DPCO matter March, 2024 in respect of DPCO matter
Deposits [#] 7.92 191.95 explained in note 45B.
Fair value of Derivatives not designated
as hedges - carried at FVTPL Note 19: Other current assets
Forward contracts 3.35 12.86 H in Crores
Options - 0.19
As at As at
Fair value of Derivative designated as
Particulars 31 [st] March, 31 [st] March,
hedges - carried at FVOCI
2025 2024
Forward contracts 6.20 11.50
Options - 0.88 (Unsecured, considered good except
Advance gratuity 0.08 - otherwise stated)
Fixed deposit interest receivable 37.29 43.26 Advance to suppliers 203.90 211.80
Fixed deposits with banks (having 2,548.62 2,176.75 Prepaid expenses 152.73 132.91
remaining maturity less than 12 months) Balances with statutory/revenue 688.63 535.97
Amount held as margin money to 1.70 2.80
authorities like goods and service tax
Government authority
(GST), excise, customs, service tax and
Receivables for litigation settlement 42.74 -
value added tax, etc.
(refer note 32)
Other receivables (Dues from ex- Other advances 9.62 19.42
1,054.88 900.10
employees, expense reimbursement
receivable, etc.)
Considered good 53.98 48.90
----- End of picture text -----*

*Refer note 42 for information about Fair value measurement and effects of hedge accounting.

Includes Includes H 175.08 Crores as at 31st March, 2024 in respect of DPCO matter st March, 2024 in respect of DPCO matter March, 2024 in respect of DPCO matter explained in note 45B.

Note 20: Equity share capital

Note 20: Equity share capital
				Hin Crores
Particulars	Numbers	As at 31st March, 2025	Numbers	As at 31st March, 2024
Authorised
Equityshares ofH2/- each	87,50,00,000	175.00	87,50,00,000	175.00
		175.00		175.00
Issued
Equityshares ofH2/- each	80,76,17,120	161.52	80,73,67,062	161.47
		161.52		161.47
Subscribed andpaid-up
Equityshares ofH2/- each, fully paid up	80,76,17,120	161.52	80,73,67,062	161.47
		161.52		161.47

Reconciliation of the number of shares outstanding at the beginning and at the end of the reporting period

Particulars	As at 31st March, 2025	As at 31st March, 2024
Number of shares outstandingat the beginningof theperiod	80,73,67,062	80,71,50,593
Add: Allotment of equity shares on exercise of employee stock options (ESOS) and Employee Stock Appreciation Rights(ESAR) (refer note 47)	250,058	216,469
Number of shares outstanding at the end of the reporting period	80,76,17,120	80,73,67,062

Cipla Limited | Annual Report 2024-25

Caring For Life

Notes to the Consolidated Financial Statements

Note 20: Equity share capital (Contd..)

Details of shareholders holding more than 5% shares in the Company

Particulars	As at 31st March, 2025	As at 31st March, 2025	As at 31st March, 2024	As at 31st March, 2024
	Number of shares	% of holdings	Number of shares	% of holdings
Dr Y K Hamied	15,05,21,183	18.64%	15,05,21,183	18.64%
Sophie Ahmed	4,59,82,000	5.69%	4,59,82,000	5.70%
HDFC Trustee CompanyLimited	4,13,06,993	5.11%	3,59,93,491	4.46%

Details of shares held by promoters in the Company

Particulars	As at 31st March, 2025	As at 31st March, 2025	As at 31st March, 2024	As at 31st March, 2024	% Change
	No. of Shares	% of total shares	No. of Shares	% of total shares
Dr Y K Hamied	15,05,21,183	18.64%	15,05,21,183	18.64%	0.00%
M K Hamied	2,78,44,320	3.45%	2,78,44,320	3.45%	0.00%
Sophie Ahmed	4,59,82,000	5.69%	4,59,82,000	5.70%	(0.01%)
Shirin Hamied	-	-	63,63,000	0.79%	(0.79%)
Kamil Hamied	1,09,39,500	1.35%	1,09,39,500	1.36%	(0.01%)
Samina Hamied	-	-	1,79,09,500	2.22%	(2.22%)
Rumana Hamied	-	-	98,86,500	1.22%	(1.22%)
Okasa Pharma Private Limited	-	-	1,89,375	0.02%	(0.02%)
Total	23,52,87,003	29.13%	26,96,35,378	33.40%	(4.27%)

Particulars	As at 31st March, 2024	As at 31st March, 2024	As at 31st March, 2023	As at 31st March, 2023	% Change
	No. of Shares	% of total shares	No. of Shares	% of total shares
Dr Y K Hamied	15,05,21,183	18.64%	15,05,21,183	18.65%	(0.01%)
M K Hamied	2,78,44,320	3.45%	2,78,44,320	3.45%	0.00%
Sophie Ahmed	4,59,82,000	5.70%	4,59,82,000	5.70%	0.00%
Shirin Hamied	63,63,000	0.79%	63,63,000	0.79%	0.00%
Kamil Hamied	1,09,39,500	1.36%	1,09,39,500	1.36%	0.00%
Samina Hamied	1,79,09,500	2.22%	1,79,09,500	2.22%	0.00%
Rumana Hamied	98,86,500	1.22%	98,86,500	1.22%	0.00%
Okasa Pharma Private Limited	1,89,375	0.02%	1,89,375	0.02%	0.00%
Total	26,96,35,378	33.40%	26,96,35,378	33.41%	(0.01%)

Rights, preferences and restrictions attached to equity shares

The Company has only one class of equity shares having a par value of H 2 per share. Each holder of equity share is entitled to one vote per share. The Company declares and pays dividend in Indian Rupees. The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting except in case of interim dividend. In the event of liquidation of the Company, the holders of equity shares will be entitled to receive remaining assets of the Company, after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by the shareholder.

Aggregate number of bonus shares issued, shares issued for consideration other than cash and shares bought back during the period of five years immediately preceding the reporting date.

The Company has not issued any bonus shares, shares for consideration other than cash or bought back any shares during five years immediately preceding the reporting date.

Equity shares reserved for issue under employee stock options and share appreciation rights.

For number of stock options against which equity shares are to be issued by the Company upon vesting and exercise of those stock options and rights by the option/ESAR holders as per the relevant schemes (refer note 47).

Note 21: Other equity*

Note 21: Other equity*
		Hin Crores
Particulars	As at 31st March, 2025	As at 31st March, 2024
Share application money pending allotment#	0.00	0.00
Capital reserve	(264.24)	(264.24)
Securitiespremium	1,692.60	1,672.84
General reserve	3,145.00	3,145.00
Employee stock options/ESAR	114.12	86.54
Retained earnings	25,644.28	21,438.78

Corporate Overview & Integrated Report

Statutory Reports

Notes to the Consolidated Financial Statements

Note 21: Other equity* (Contd..)

Note 21: Other equity* (Contd..)
		Hin Crores
Particulars	As at 31st March, 2025	As at 31st March, 2024
Foreign currencytranslation reserve	584.03	315.21
Equity instruments fair value through other comprehensive income	106.45	144.98
Effectiveportion of cash flow hedges	9.69	5.85
Total Other equity	31,031.93	26,544.96

Note 21: Other equity* (Contd..)

The Company transfers amounts from this reserve to retained earnings when the relevant equity instruments are derecognised/disposed off.

Effective portion of cash flow hedges

The hedging reserve represents the cumulative effective portion of gain or loss arising on changes in fair value of designated portion of hedging instruments (i.e., forward contracts). Upon derecognition, amounts accumulated in other comprehensive income are taken to profit or loss at the same time as the related cash flow.

• For movement in other equity, refer Statement of Changes in Equity

represent share application money pending allotment of H 9,144 for 4,572 number of shares (31[st] March, 2024: H 30,196 for 15,098 number of shares)

Nature and purpose of reserves:-

Note 22: Non-controlling interest (NCI)

Standalone financial information of subsidiaries that have material non-controlling interests is provided below:

Capital reserve

Capital reserve represents gain arising from business combination and loss/(gain) on account of acquisition/divestment of non-controlling interest and profit or loss on sale, issue, purchase or cancellation of the Company's own equity instrument or purchase of ESOPs rights relating to subsidiary.

Securities premium

Securities premium is used to record the premium on issue of shares. In case of equity-settled share based payment transactions, the difference between fair value on grant date and nominal value of share is accounted as securities premium. This reserve is utilised in accordance with the provisions of the Act.

A. Proportion of equity interest held by non-controlling interest:

Name of the subsidiary	As at 31st March, 2025	As at 31st March, 2024
Jay Precision Pharmaceuticals Private Limited	40.00%	40.00%
Cipla Maroc SA*	24.90%	24.90%
Aspergen Inc.@	40.00%	40.00%
Cipla (Jiangsu) Pharmaceutical Co., Ltd# (refer note 24(a))	0.00%	6.91%

General reserve

The general reserve is used from time to time to transfer profit from retained earning for appropriation purpose.

Employee stock options/ESAR

Employee stock options/ESAR is used to record the share based payments, expense under the various ESOS schemes as per SEBI regulations. The reserve is used for the settlement of ESOS (refer note 47).

Retained earnings

Retained earnings are the profits that the Group has earned till date, less any transfers to general reserve, dividends, or other distributions paid to shareholders. It includes impact of remeasurement gain/ (losses) net of taxes on defined benefit plans on account of changes in actuarial assumptions or experience adjustments within the plans.

Foreign currency translation reserve

Foreign currency translation reserve represents the unrealised gains and losses on account of translation of reporting currency for foreign subsidiaries into the Company's presentation currency.

Equity instruments fair value through other comprehensive income

Transactions with non-controlling interest

@During the year, the group has further invested H 30.50 crores in the Aspergen Inc. for its share of stake.

*During the previous year, pursuant to the Share Purchase Agreement dated 26[th] September, 2022 and first amendment to Share Purchase Agreement dated 13[th] November, 2023, executed between the Cipla (EU) Limited, wholly owned subsidiary of the Company (“Cipla EU”), Cipla Maroc SA, Morocco, (“JV Co.”), The Pharmaceutical Institute (“PHI”) and Societe Marocaine De Cooperation Pharmaceutique (“Cooper Pharma”), Cipla EU has completed acquisition of additional 15.10% in the JV Co. from PHI for a consideration of H 67.63 crores (MAD 81.1 million) on 24[th] November, 2023 and the Group had recognised loss of H 56.79 crores directly in equity on account of difference between the amount at which non-controlling interest has been adjusted and the consideration paid.

the consideration paid.
	Hin Crores
Particulars	As at 31st March, 2024
Consideration paid to non-controlling interest	(67.63)
Carryingamount of stake acquired	10.84
Adjustment to capital reserve	(56.79)

For movement in NCI, refer Statement of Changes in Equity.

This reserve represents the cumulative gains and losses arising on the revaluation of equity instrument measured at fair value through other comprehensive income.

Cipla Limited | Annual Report 2024-25

Caring For Life

Notes to the Consolidated Financial Statements

Note 22: Non-controlling interest (NCI) (Contd..)

B. Information regarding non-controlling interest:

==> picture [502 x 238] intentionally omitted <==

----- Start of picture text -----

H in Crores
As at As at
Particulars
31 [st] March, 2025 31 [st] March, 2024
Accumulated balances of material non-controlling interest:
Jay Precision Pharmaceuticals Private Limited 72.02 71.71
Cipla Maroc SA 13.45 16.31
Aspergen Inc. 10.34 7.89
Accumulated balances of immaterial non-controlling interest (0.01) (0.01)
Total 95.80 95.90
H in Crores
For the year ended For the year ended
Particulars
31 [st] March, 2025 31 [st] March, 2024
Profit/(loss) allocated to material non-controlling interest:
Cipla Quality Chemical Industries Limited {refer note 58 (i)} - upto 31 [st] October, 2023 - 17.69
Saba Investment Limited (Group) {refer note 58 (ii)} - upto 29 [th] September, 2023 - 22.95
Jay Precision Pharmaceuticals Private Limited 15.20 18.09
Cipla Maroc SA 9.90 1.69
Aspergen Inc. (28.42) (28.25)
(Loss)/profit allocated to immaterial non-controlling interest (0.00) 0.00
Total (3.32) 32.17
----- End of picture text -----

Summarised profit or loss of material non-controlling interest for the year ended 31[st] March, 2025:

Summarised profit or loss of material n	on-controlling interest fo	r the year ended 31s	t March, 2025:
					Hin Crores
Particulars		Name of	the subsidiary
	Cipla Quality Chemical Industries Limited {refer note 58 (i)}*	Saba Investment Limited (Group) {refer note 58 (ii)}#	Jay Precision Pharmaceuticals Private Limited	Cipla Maroc SA	Aspergen Inc.
Revenue from operations	-	-	150.25	236.51	-
Profit for theyear	-	-	38.17	39.92	(71.06)
Other comprehensive income	-	-	(1.14)	-	-
Total comprehensive income	-	-	37.03	39.92	(71.06)
Dividends to non-controllinginterests	-	-	14.44	14.53	-

• upto 31[st] October, 2023

upto 29th September, 2023

Summarised profit or loss of material non-controlling interest for the year ended 31[st] March, 2024:

					Hin Crores
Particulars		Name of the subsidiary
	Cipla Quality Chemical Industries Limited {refer note 58 (i)}*	Saba Investment Limited (Group) {refer note 58 (ii)}#	Jay Precision Pharmaceuticals Private Limited	Cipla Maroc SA	Aspergen Inc.
Revenue from operations	336.50	29.99	161.36	171.39	-
Profit/(loss)for theyear	29.20	(5.67)	45.43	4.73	(70.66)
Other comprehensive income	-	-	(0.03)	-	-
Total comprehensive income	29.20	(5.67)	45.40	4.73	(70.66)
Dividends to non-controllinginterests	(9.85)	(13.92)	(11.23)	(1.60)	-

• upto 31[st] October, 2023

upto 29th September, 2023

Corporate Overview & Integrated Report Statutory Reports

Notes to the Consolidated Financial Statements

Note 22: Non-controlling interest (NCI) (Contd..)

Summarised balance sheet of material non-controlling interest as at 31[st] March, 2025:

			Hin Crores
Particulars		Name of the subsidiary
	Jay Precision Pharmaceuticals Private Limited	Cipla Maroc SA	Aspergen Inc.
Non-current assets	146.87	29.47	35.51
Non-current liabilities	7.64	-	-
Net non-current assets	139.23	29.47	35.51
Current assets	56.78	162.69	30.23
Current liabilities	14.18	119.31	39.90
Net current assets	42.60	43.38	(9.67)
Total equity	181.83	72.85	25.84

Summarised balance sheet of material non-controlling interest as at 31[st] March, 2024:

Summarised balance sheet of material non-controlling interest as a	t 31st March, 2024:
		Hin Crores
Particulars		Name of the subsidiary
	Jay Precision Pharmaceuticals Private Limited	Cipla Maroc SA	Aspergen Inc.
Non-current assets	124.71	15.28	15.82
Non-current liabilities	6.41	-	-
Net non-current assets	118.30	15.28	15.82
Current assets	74.41	97.43	36.12
Current liabilities	11.82	32.69	32.22
Net current assets	62.59	64.74	3.90
Total equity	180.89	80.02	19.72

Summarised cash flow information of material non-controlling interest as at 31[st] March, 2025:

H in Crores

Particulars	Cipla Quality Chemical Industries Limited {refer note 58 (i)}*	Saba Investment Limited (Group) {refer note 58 (ii)}#	Name of the subsidiary	Name of the subsidiary	Name of the subsidiary
			Jay Precision Pharmaceuticals Private Limited	Cipla Maroc SA	Aspergen Inc.
Operatingactivities	-	-	51.03	32.95	(64.36)
Investingactivities	-	-	(7.91)	(23.78)	(19.41)
Financingactivities	-	-	(36.09)	-	76.93
Net increase/(decrease) in cash and cash equivalents	-	-	7.03	9.17	(6.84)

• upto 31[st] October, 2023

upto 29th September, 2023

Summarised cash flow information of material non-controlling interest as at 31[st] March, 2024:

			Hin Crores	Hin Crores	Hin Crores
Particulars	Cipla Quality Chemical Industries Limited {refer note 58 (i)}*	Saba Investment Limited (Group) {refer note 58 (ii)}#	Name of the subsidiary
			Jay Precision Pharmaceuticals Private Limited	Cipla Maroc SA	Aspergen Inc.
Operatingactivities	147.08	32.54	62.31	(7.60)	(63.93)
Investingactivities	(7.62)	(0.03)	(66.45)	(0.39)	(8.99)
Financingactivities	(31.40)	(55.53)	(28.07)	-	91.75
Net increase/(decrease) in cash and cash equivalents	108.06	(23.02)	(32.21)	(7.99)	18.83

• upto 31[st] October, 2023

upto 29th September, 2023

Cipla Limited | Annual Report 2024-25

Caring For Life

Notes to the Consolidated Financial Statements

Note 23: Financial liabilities: borrowings

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----- Start of picture text -----

H in Crores
As at As at
Particulars
31 [st] March, 2025 31 [st] March, 2024
(a) Non-current
(Carried at amortised cost, except otherwise stated)
Unsecured loans:
Term loan from banks 11.98 -
Total non-current borrowings 11.98 -
(b) Current
(Carried at amortised cost, except otherwise stated)
Secured loans:
Loans repayable on demand
Loan from bank [#] - 91.77
Unsecured loans:
Loans repayable on demand
Bank overdraft [$] 46.04 127.73
Working capital line of credit [##] 21.27 13.53
Import Loan [&] 12.81 13.99
Total current borrowings 80.12 247.02
----- End of picture text -----*

Note: Borrowings obtained during the year have been used for the purpose for which they have been obtained.

*** Term loan from banks (Unsecured)**

Includes loan of H 11.98 Crores taken by Cipla (Jiangsu) Pharmaceutical Co. Ltd from Hong Kong and Shanghai Banking Corporation Limited, China. This loan is repayable after 3 years from the date of loan utilisation and carries an interest at LPR plus 1.25% per annum.

# Loan repayable on demand (Secured)

Previous year includes loan repayable on demand of Nil (31[st] March, 2024: H 91.77 Crores) obtained by Cipla Medpro South Africa (Pty) Limited (Group). This loan carried interest at rates linked to the South Africa Money market. The loan was secured by way of guarantees by Cipla Medpro South Africa Group. There was a cession of trade receivables, receivables insurances and claims of Cipla Medpro South Africa Proprietary Limited and Medpro Pharmaceutica Proprietary Limited. There was no requirement for submission of quarterly returns or statement of current assets to banks for the secured loan.

$ Bank overdraft (Unsecured)

$ Bank overdraft (Unsecure	$ Bank overdraft (Unsecure	d)
					Hin Crores
Bank		Subsidiary	Interest Rate	As at 31st March, 2025	As at 31st March, 2024
HSBC Continental Europe		Cipla Europe NV	Main Refinancing Operations rate published bythe European Central Bank(“ECB”)+ 1.25% Relevant Base Rate + 1.3%per annum	6.78	29.13 98.60
HSBC Bank Plc.		Cipla(EU)Limited		39.26
Total				46.04	127.73
## Working capital line of credit (Unsecured):					Hin Crores
Bank	Subsidiary		Interest Rate	As at 31st March, 2025	As at 31st March, 2024
HSBC Australia	Cipla Australia Pty. Ltd.		3 Month Bank Bill SwapBid Rate(BBSY)+ 1.5%	-	13.53
HSBC China	Cipla (Jiangsu) Pharmaceutical Co., Ltd		LPR plus 0.5% per annum.	21.27	-
Total				21.27	13.53

& Import Loan (Unsecured)

Includes import loan of H 12.81 Crores (31[st] March, 2024: H 13.99 Crores) taken by Breathe Free Lanka (Pvt) Limited from HSBC Sri Lanka. The import loan is repayable on demand and carries an interest at Standard Facility Lending Rate of Central bank +2.5%.

Corporate Overview & Integrated Report Statutory Reports

Notes to the Consolidated Financial Statements

Note 23: Financial liabilities: borrowings (Contd..)

Note 24: Other financial liabilities - non-current (Contd..)

Reconciliation of borrowings

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----- Start of picture text -----

H in Crores During the year, Cipla (EU) Limited, wholly owned subsidiary in
As at As at
UK, has entered into a definitive agreement on 25 [[th]] September,
Particulars 31 [st] March, 31 [st] March,
2024, for purchase of entire 6.91% equity interest of Jiangsu Xidi
2025 2024
Pharmaceuticals Co., Ltd. held in Cipla (Jiangsu) Pharmaceuticals
Opening balance Co., Ltd., China (‘Cipla Jiangsu’), subsidiary at a total consideration
Non-current borrowings - - of H 43.14 Crores. All the condition with respect to acquisition of
Current borrowings 119.29 430.49
119.29 430.49 additional stake has been completed and Cipla Jiangsu is now a
Movement of borrowings wholly owned step-down subsidiary of the Group. Accordingly, the
Proceeds from non-current 11.96 - put option liability has been adjusted against the payment made.
borrowings
Repayments of current borrowings (98.01) (300.46)
Foreign exchange movement 12.82 (10.74) Note 25: Provisions
H in Crores
(73.23) (311.20)
Closing balance As at As at
Non-current borrowings 11.98 - Particulars 31 [st] March, 31 [st] March,
Current borrowings 34.08 119.29 2025 2024
46.06 119.29
Non-current
Add: Bank overdraft 46.04 127.73
Provision for employee benefits 148.69 129.26
Total 92.10 247.02
(refer note 46)
148.69 129.26
Current
Note 24: Other financial liabilities - non-current Provision for employee benefits 498.84 491.74
H in Crores (refer note 46)
As at As at Provision for Claims – DPCO (refer note 156.37 145.73
Particulars 31 [st] March, 31 [st] March, below and note 45B)
Provision for anticipated claims on pricing 9.88 20.75
2025 2024
Provision for right of return/refund 1,043.98 947.56
(Carried at amortised cost, except liabilities/discounts and others
otherwise stated) (refer note below)
Security deposits 63.69 5.92 Provision for amount payable to partner 7.54 5.98
Deferred consideration - carried at FVTPL 7.89 18.06 1,716.61 1,611.76
----- End of picture text -----

During the year, Cipla (EU) Limited, wholly owned subsidiary in UK, has entered into a definitive agreement on 25[[th]] September, 2024, for purchase of entire 6.91% equity interest of Jiangsu Xidi Pharmaceuticals Co., Ltd. held in Cipla (Jiangsu) Pharmaceuticals Co., Ltd., China (‘Cipla Jiangsu’), subsidiary at a total consideration of H 43.14 Crores. All the condition with respect to acquisition of additional stake has been completed and Cipla Jiangsu is now a wholly owned step-down subsidiary of the Group. Accordingly, the put option liability has been adjusted against the payment made.

		Hin Crores
Particulars	As at 31st March, 2025	As at 31st March, 2024
(Carried at amortised cost, except otherwise stated)
Securitydeposits	63.69	5.92
Deferred consideration - carried at FVTPL	7.89	18.06
Fair value of Derivative designated as Hedge (FVOCI)
- Forward contracts	-	1.43
- Options	-	0.38
Fair value of Derivative not designated as Hedge (FVTPL)
- Currencyswap	30.81	-
Put option liability - Fair value through profit or loss(refer note below)	-	42.02
	102.39	67.81

Provision is made for right of return/refund liabilities/discount and others in respect of products sold as per the contractual terms and conditions. These claims are expected to be settled in the next financial year. Management estimates the provision based on historical information and any recent trends that may suggest future claims could differ from historical amounts. The assumptions made in relation to the current period are consistent with those in the prior year.

(a) Cipla (Jiangsu) Pharmaceutical Co., Ltd

Movement of provisions for Claims - DPCO, Provision for anticipated claims on pricing and provision for right of return/ refund liabilities/discounts and others:

Cipla (Jiangsu) Pharmaceutical Co., Ltd (‘Cipla Jiangsu’) was a subsidiary of the Company, owned through majority stake. The investment agreement between Cipla (EU) Limited, Cipla Jiangsu and Non-Controlling Interest (‘NCI’) shareholders of Cipla Jiangsu stipulated that the NCI shareholders of Cipla Jiangsu shall have the right to an exit option after expiry of lock-in-period, at a price as defined in investment agreement. A liability was recognised for this put option issued by the Group over the equity of Cipla Jiangsu at the gross amount payable, aggregating H 42.02 Crores (including H 18.64 Crores for interest accrued) as at 31[st] March, 2024. This amount was recognised under ‘other financial liabilities’. The fair value of such put option was determined using the fair value model methodology enunciated in the investment agreement.

refund liabilities/discounts and others:
		Hin Crores
Particulars	As at 31st March, 2025	As at 31st March, 2024
Provision for Claims – DPCO (refer note 45B)
Balance at the beginning of theyear	145.73	125.38
Provided duringtheyear	10.64	20.35
Utilised/reversed/payout during theyear	-	-
Balance at the end of theyear	156.37	145.73

Cipla Limited | Annual Report 2024-25

Caring For Life

Notes to the Consolidated Financial Statements

Note 25: Provisions (Contd..)

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----- Start of picture text -----

H in Crores
As at As at
Particulars 31 [st] March, 31 [st] March,
2025 2024
Provision for anticipated claims on
pricing
Balance at the beginning of the year 20.75 35.28
Provided during the year 0.59 6.84
Utilised/reversed/payout during (11.46) (21.37)
the year
Balance at the end of the year 9.88 20.75
Provision for right of return/refund
liabilities/discounts and others
Balance at the beginning of the year 947.56 849.93
Additions through business 0.81 -
combinations (refer note 57)
Provided during the year 1,396.26 1,363.62
Utilised/reversed/payout during (1,313.50) (1,239.28)
the year
Divestment of subsidiaries - (31.68)
(refer note 58)
Foreign currency translation 12.85 4.97
Balance at the end of the year 1,043.98 947.56
----- End of picture text -----

Note 26: Other non-current liabilities

		Hin Crores
Particulars	As at 31st March, 2025	As at 31st March, 2024
Deferredgovernmentgrant	2.53	3.09
Deferred revenue	53.06	57.02
Deferred lease income	1.16	1.83
	56.75	61.94

Note 27: Trade payables

Note 27: Trade payables
		Hin Crores
Particulars	As at 31st March, 2025	As at 31st March, 2024
(Carried at amortised cost, except otherwise stated)
Total outstanding dues of micro enterprises and small enterprises(MSME)	278.60	253.54
Total outstanding dues of creditors other than micro enterprises and small enterprises	2,558.89	2,220.44
	2,837.49	2,473.98

• The above amounts represent liabilities for goods and services provided to the Group prior to the end of financial year which are unpaid. The amounts are unsecured and are usually paid

Note 27: Trade payables (Contd..)

within 0-90 days of recognition based on the credit terms. Trade and other payables are presented as current liabilities unless payment is not due within 12 months after the reporting period. They are recognised initially at their fair value and subsequently measured at amortised cost using the effective interest method.

• There are no micro and small enterprises, to whom the Group owes dues, which are outstanding for more than 45 days as at 31[st] March, 2025, and no interest payment made during the year to any micro and small enterprises. This information as required to be disclosed under the Micro, Small and Medium Enterprises Development Act, 2006, has been determined to the extent such parties are identified on the basis of information available with the Group.

Disclosure as required by Micro, Small and Medium Enterprises Development Act, 2006

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H in Crores
As at As at
Particulars 31 [st] March, 31 [st] March,
2025 2024
A. (i) Principal amount remaining 278.60 253.54
unpaid
(ii) Interest amount remaining - -
unpaid
B. Interest paid by the Group in terms - -
of Section 16 of the Micro, Small and
Medium Enterprises Development
Act, 2006, along with the amount of
the payment made to the supplier
beyond the appointed day
C. Interest due and payable for the - -
period of delay in making payment
(which have been paid but beyond
the appointed day during the
period) but without adding interest
specified under the Micro, Small and
Medium Enterprises Act, 2006
D. Interest accrued and remaining - -
unpaid
E. Interest remaining due and payable - -
even in the succeeding years, until
such date when the interest dues as
above are actually paid to the small
enterprises
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Note: Identification of micro and small enterprises is basis intimation received from vendors

Corporate Overview & Integrated Report Statutory Reports

Notes to the Consolidated Financial Statements

Note 27: Trade payables (Contd..)

Trade Payables Ageing Schedule

Ageing for trade payables from the due date of payment for each of the category is as at 31[st] March, 2025 as follows:

							Hin Crores
Particulars	Unbilled	Not due	Outstanding for following periods from due date of payments				Total
			Less than 1 year	1-2 Years	2-3 years	More than 3 years
a. Undisputed tradepayables
- MSME	0.23	274.58	3.79	-	-	-	278.60
- Others	20.54	1,638.33	782.24	21.16	1.90	83.66	2,547.83
b. Disputed tradepayables
- MSME	-	-	-	-	-	-	-
- Others	-	-	-	-	-	11.06	11.06
	20.77	1,912.91	786.03	21.16	1.90	94.72	2,837.49

Ageing for trade payables from the due date of payment for each of the category is as at 31[st] March, 2024 as follows:

							Hin Crores
Particulars	Unbilled	Not due	Outstanding for following periods from due date of payments				Total
			Less than 1 year	1-2 Years	2-3 years	More than 3 years
a. Undisputed tradepayables
- MSME	0.16	229.82	23.56	-	-	-	253.54
- Others	24.01	1,311.76	766.58	21.07	7.41	78.24	2,209.07
b. Disputed tradepayables
- MSME	-	-	-	-	-	-	-
- Others	-	-	-	-	-	11.37	11.37
	24.17	1,541.58	790.14	21.07	7.41	89.61	2,473.98

Note 28: Other financial liabilities - current

Note 29: Other current liabilities

		Hin Crores As at 31st March, 2024 10.94 52.84 175.17 115.17 - - - 0.89 26.03 109.09 - 2.01 492.14			Hin Crores
Particulars	As at 31st March, 2025	As at 31st March, 2024	Particulars	As at 31st March, 2025	As at 31st March, 2024
(Carried at amortised cost, except otherwise stated)			Advance from customers	16.38	13.57 284.92 12.13 - 1.25
			Otherpayables:
Unclaimed dividend *	14.29		Statutorydues	252.76
Securitydeposits	2.79		Deferred revenue	11.51
Capital creditors	139.29		Advance received for assets held for sale(refer note 2.3)	11.09
Employee dues	135.99
Fair value of derivative designated as hedge - carried at FVOCI(refer note 42)			Others	1.11
				292.85	311.87
Options	0.16		Note 30: Revenue from sale of products		Hin Crores
Fair value of derivative not designated as hedge - carried at FVTPL(refer note 42)
Forward contracts	28.69
			Particulars	For the year ended 31st March, 2025	For the year ended 31st March, 2024
Options	0.44
Book overdraft	1.24
Import advance licences	23.48
Deferred consideration - carried at FVTPL(refer note 16)	19.65
			Sale ofproducts	27,145.40	25,446.63
Liability for unspent CSR obligation (refer note 49)	4.75			27,145.40	25,446.63
Otherpayables	3.77
	374.54

• There is no amount due and outstanding to be credited to Investor Education and Protection Fund as at 31[st] March, 2025 and 31[st] March, 2024.

Cipla Limited | Annual Report 2024-25

Caring For Life

Notes to the Consolidated Financial Statements

Note 30: Revenue from sale of products (Contd..)

Note 30: Revenue from sale of products (Contd..)

(iv) Contract liabilities from contracts with customers

Ind AS 115 - Disclosures

(i) Disaggregation of revenue

The Group records a contract liability when payments are received or amount is due in advance of its performance.

The Group’s revenue disaggregated by business unit is as follows:

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H in Crores Contract liabilities
For the For the H in Crores
year ended year ended As at As at
Particulars
31 [st] March, 31 [st] March, Particulars 31 [st] March, 31 [st] March,
2025 2024 2025 2024
Sale of products (Products transferred Advance from customers 16.38 13.57
at a point in time) Deferred revenue 64.57 69.15
(1) India - Trade and Branded Generics 11,610.06 10,725.10
(2) North America (USA) 7,893.01 7,487.89 Deferred revenue
(3) South Africa, Sub-Saharan Africa 3,826.48 3,664.04 H in Crores
and Cipla Global Access, North Particulars 31 [st] March, 31 [st] March,
Africa (One-Africa) 2025 2024
(4) Emerging Markets (EM) 1,878.20 1,610.66 Balance at the beginning of the year 69.15 58.02
(5) Europe 1,414.54 1,180.09 Revenue recognised during the year (14.08) (15.11)
(6) Active Pharmaceutical Ingredient 523.11 778.85 Milestone payment received during the 9.25 26.10
(API) and Others year
27,145.40 25,446.63 Exchange gain/(loss) 0.25 0.14
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Deferred revenue
		Hin Crores
Particulars	31st March, 2025	31st March, 2024
Balance at the beginning of theyear	69.15	58.02
Revenue recognised duringtheyear	(14.08)	(15.11)
Milestone payment received during the year	9.25	26.10
Exchangegain/(loss)	0.25	0.14
Balance at the end of theyear	64.57	69.15
Current	11.51	12.13
Non-Current	53.06	57.02

(ii) Reconciliation of revenue from sale of products with the contracted price

contracted price
		Hin Crores
Particulars	For the year ended 31st March, 2025	For the year ended 31st March, 2024
Contractedprice	36,636.64	35,087.58
Less: trade discounts, chargeback, sales and expiry return, Medicaid, Co- pay, etc.	(9,491.24)	(9,640.95)
Sale ofproducts	27,145.40	25,446.63

In respect to Deferred revenue, the Group expect revenue to be recognised over the period of next 9 years (31[st] March, 2024 7 years) from reporting date.

Advance from Customers

Advance from Customers
		Hin Crores
Particulars	For the year ended 31st March, 2025	For the year ended 31st March, 2024
Balance at the beginning of theyear	13.57	36.83
Revenue recognised/other adjustments (net)duringtheyear	(38.15)	(72.59)
Advance received duringtheyear	41.30	49.44
Advance returned duringtheyear	(0.34)	(0.11)
Balance at the end of theyear	16.38	13.57

(iii) Contract assets

The Group recognises an asset, i.e., right to the returned saleable goods (included in inventories) for the products expected to be returned in saleable condition. The Group initially measures this asset at the former carrying amount of the inventory, less any expected costs to recover the goods, including any potential decreases in the value of returned goods. The Group updates the measurement of the asset recorded for any revision to its expected level of returns, as well as any additional decrease in value of the returned products.

In respect to advance from customers, the Group expect revenue to be recognised over the period of next 1 year from reporting date.

(v) Information about major customer

No single external customer represents 10% or more of the Group’s total revenue for the years ended 31[st] March, 2025 and 31[st] March, 2024, respectively.

As on 31[st] March, 2025, the Group has H 24.81 crores (31[st] March, 2024: H 22.49 crores) as contract asset.

Corporate Overview & Integrated Report Statutory Reports

Notes to the Consolidated Financial Statements

Note 31: Other operating revenue

Note 33: Cost of materials consumed

		Hin Crores For the year ended 31st March, 2024 8.18 54.68 19.03 40.62 26.76 170.00 8.19 327.46 in accordance			Hin Crores
Particulars	For the year ended 31st March, 2025	For the year ended 31st March, 2024	Particulars	For the year ended 31st March, 2025	For the year ended 31st March, 2024
Renderingof services	6.25		Cost of materials consumed	5,409.60	5,220.51
Export incentives	93.50			5,409.60	5,220.51
Technical know-how and licensingfees	14.50		Note 34: Purchases of stock-in-trade		Hin Crores
Scrapsales	44.03
Goods and service tax area-based incentive	36.18
Production linked incentive(PLI)	199.97		Particulars	For the year ended 31st March, 2025	For the year ended 31st March, 2024
Miscellaneous income*	7.79
	402.22
* Income below 1% of revenue from operation with Schedule III to the Companies Act, 2013.	is aggregated
			Purchases of stock-in-trade	3,851.49	3,536.03
				3,851.49	3,536.03

Note 32: Other income

Note 32: Other income			3,851.49 3,536.03	3,851.49 3,536.03	3,851.49 3,536.03
		Hin Crores For the year ended 31st March, 2024 186.97 11.29 21.33 2.03 100.93 69.22 221.96 3.49 0.93 29.81 12.97 34.98 17.19 - 33.47 746.57	Hin Crores Note 35: Changes in inventories of finished goods, work-in-progress and stock-in-trade
Particulars	For the year ended 31st March, 2025	For the year ended 31st March, 2024
			Particulars	For the year ended 31st March, 2025	For the year ended 31st March, 2024
Interest income:
Bank deposit	237.47
Income tax refund	9.98
Others	16.95		OpeningStock
Other non-operating income:			Work-in-progress	815.90	863.62
Governmentgrants$	0.83		Finishedgoods	1,491.00	1,598.73
Net (loss)/gain on foreign currency transaction and translation*	(9.13)
			Stock-in-trade	1,137.73	1,045.31
				3,444.63	3,507.66
Net gain on sale of current investment carried at FVTPL	174.27
			Less: ClosingStock(refer note 12)
			Work-in-progress	853.44	815.90
Fair value gain on financial instruments carried at FVTPL	234.55
			Finishedgoods	1,664.75	1,491.00
			Stock-in-trade	1,258.54	1,137.73
Net (loss)/gain on disposal of property, plant and equipments	(5.06)
				3,776.73	3,444.63
			(Increase)/decrease	(332.10)	63.03
Profit on sale of Subsidiaries (net) (refer note 58)	-
			Note 36: Employee benefits expense
Insurance claim	15.38
Rent income	14.54
					Hin Crores
Income from vendor settlement	-		Particulars	For the year ended 31st March, 2025	For the year ended 31st March, 2024
Sundrybalances written back	10.94
Litigation settlement income@	121.10
Miscellaneous income#	40.05
	861.87
			Salaries and wages	4,306.26	3,855.36
			Contribution to provident and other funds(refer note 46)	196.76	171.05
			Share based payments expense (refer note 47)	47.34	46.16
			Staff welfare expenses	282.47	237.47
				4,832.83	4,310.04

Note 35: Changes in inventories of finished goods, work-in-progress and stock-in-trade

	Particulars		For the year ended 31st March,		Hin Crores For the year ended 31st March,
			2025		2024
	Salaries and wages		4,306.26		3,855.36
	Contribution to provident and other funds(refer note 46)		196.76		171.05
	Share based payments expense (refer note 47)		47.34		46.16
	Staff welfare expenses		282.47		237.47
			4,832.83		4,310.04

$ Government grants pertain to subsidy of property, plant and equipment of manufacturing set up. There are no unfulfilled conditions or contingencies attached to these grants.

Income below 1% of revenue from operation is aggregated in accordance with Schedule III to the Companies Act, 2013.

@Litigation settlement income for the year ended 31st March, 2025, includes H 109.74 Crores from a one-time settlement agreements of a legal dispute entered with innovators during the current year.

*Previous year includes H 54.03 Crores as exchange gain realized on account of buy back of 16,911,765 ordinary shares of USD 1.00 each by Meditab Holdings Limited, a wholly owned step-down subsidiary from Meditab Specialities Limited, a wholly owned subsidiary, for a consideration of USD 23 million in December 2023.

Cipla Limited | Annual Report 2024-25

Caring For Life

Notes to the Consolidated Financial Statements

Note 37: Finance costs

Note 37: Finance costs
		Hin Crores
Particulars	For the year ended 31st March, 2025	For the year ended 31st March, 2024
Interest expense on long-term and short-term borrowings	10.73	38.65
Interest on lease liabilities	23.02	21.11
Interest on discounting of trade receivables	0.55	2.57
Interest onprovision for claims - DPCO	7.68	4.59
Interest onput option liability	2.04	4.21
Other finance cost (including interest on taxes)	17.99	18.75
	62.01	89.88

Note 38: Depreciation, impairment and amortisation expense

expense
		Hin Crores
Particulars	For the year ended 31st March, 2025	For the year ended 31st March, 2024
Depreciation on property, plant and equipment(refer note 2.1(a})	636.30	616.08
Impairment of property, plant and equipment(refer note 2.1{a})	3.68	40.34
Impairment of capital work-in-progress (refer note 2.1{b})	10.92	13.34
Depreciation on right-of-use assets (refer note 2.2)	90.63	85.15
Impairment on asset held for sale (refer note 2.3)	3.33	-
Depreciation on investment properties (refer note 3)	2.07	2.51
Amortisation of intangible assets (refer note 5)	266.45	237.87
Impairment of intangibles(refer note 5)	49.34	53.23
Impairment of intangible assets under development(refer note 5)	44.23	2.50
	1,106.95	1,051.02

Note 39(a): Other expenses

Note 39(a): Other expenses
		Hin Crores
Particulars	For the year ended 31st March, 2025	For the year ended 31st March, 2024
Manufacturingexpenses	667.72	640.62
Stores and spares	166.03	132.19
Repairs and maintenance:
Buildings	37.31	38.73
Plant and equipment	209.00	185.65
Insurance	88.85	86.39
Rent(refer note 2.2)	111.84	92.65
Rates and taxes	107.60	113.25

Note 39(a): Other expenses (Contd..)

		Hin Crores
Particulars	For the year ended 31st March, 2025	For the year ended 31st March, 2024
Power and fuel	397.18	364.84
Travellingand conveyance	432.99	393.33
Salespromotion expenses	1,162.06	1,087.41
Commission on sales	163.77	225.62
Freight and forwarding	509.03	411.94
Allowance for credit loss (net) (refer note 42)	8.93	23.51
Contractual services	437.90	351.70
Non-executive directors remuneration (refer note 48)	19.04	15.72
Courier and telephone expenses	44.76	37.86
Legal andprofessional feesi	986.55	934.74
Corporate social responsibility (CSR) expenditure(refer note 49)	84.18	72.22
Donationsiv	8.54	52.30
Research - clinical trials, samples and grants	376.16	430.46
Miscellaneous expensesii	638.46	662.30
	6,657.90	6,353.43

i Includes payment to auditors aggregating to H 8.30 Crores (31[st] March, 2024: H 6.26 Crores)

ii Expense below 1% of revenue from operation is aggregated in accordance with Schedule III to the Companies Act, 2013.

iii. Revenue expenditure aggregating to H 1,481.47 Crores (31[st] March, 2024: H 1,521.87 Crores) on research and development activities to the in-house research of new products has been charged through natural heads of accounts.

iv. Includes Contribution to Political Parties as per Section 182 of Companies Act, 2013.

Act, 2013.
		Hin Crores
Particulars	For the year ended 31st March, 2025	For the year ended 31st March, 2024
Electoral Trust	-	39.20
	-	39.20

Corporate Overview & Integrated Report Statutory Reports

Notes to the Consolidated Financial Statements

Note 39(b): Exceptional item

Note 40: Other comprehensive income (Contd..)

Hin Crores						Hin Crores
For the For the				For the		For the
Particulars year ended 31st March, year ended 31st March,		Particulars		year ended 31st March,		year ended 31st March,
2025 2024				2025		2024
Impairment of Intangible asset and others# - 194.82		(ii) Exchange difference on		2.17		3.27
- 194.82 # During the previous year, on 6thJanuary, 2024, Cipla Technologies, LLC, a wholly owned step-down subsidiary of the Company, completed an amendment to the agreement for the development and commercialization of Pulmazole with Pulmatrix Inc. and agreed to terminate the Phase 2b clinical trials for development of Pulmazole and obtain exclusive rights for the development and commercialisation of Pulmazole in all countries except		translation of foreign operations (Non-controlling interest) (iii) Cash flow hedge (refer note 42) (2) Income tax relating to Items		5.17 276.16		3.44 (58.59)
United States of America. Accordingly, an impairment charge for intangible assets ofH183.19 Crores and wind-down cost (net) ofH11.63 Crores had been		that will be reclassified to profit or loss
recorded as an exceptional item.		(i) Income tax relating to cash flow hedge		(1.33)		(1.06)
Hin Crores Note 40: Other comprehensive income				(1.33) 274.83 218.66		(1.06) (59.65) (120.58)

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H in Crores 218.66 (120.58)
For the For the
year ended year ended
Particulars
31 [st] March, 31 [st] March, Note 41: Earnings per share (EPS)
2025 2024
Basic earnings per share is calculated by dividing the net profit or loss
A. (1) Items that will not be for the period attributable to equity shareholders by the weighted
reclassified to profit or loss average number of equity shares outstanding during the year.
(i) Re-measurements of (22.77) (111.16)
post-employment benefit For the purpose of calculating diluted earnings per share, the
obligation (attributable to
net profit attributable to equity shareholders and the weighted
owners of the company)
average number of shares outstanding are adjusted for the effect
[refer note 46 (d)]
of all dilutive potential equity shares which includes all stock options
(ii) Re-measurements of (0.61) (0.01)
post-employment benefit granted to employees. The number of equity shares is the aggregate
obligation (Non-controlling of the weighted average number of equity shares and the weighted
interest) [refer note 46 (d)] average number of equity shares which are to be issued in the
(iii) Changes in fair value (42.73) 22.56 conversion of all dilutive potential equity shares into equity shares.
of FVTOCI financial
instruments Dilutive potential equity shares are deemed to have been converted
(66.11) (88.61) at the beginning of the period, unless issued at a later date. Dilutive
(2) Income tax relating to items potential equity shares are determined independently for each
that will not be reclassified to
period presented.
profit or loss
(i) Income tax relating to 5.74 28.03 Disclosure as required by Indian Accounting Standard (Ind AS) 33
re-measurements of
- Earnings per share:
post-employment benefit
obligation For the For the
(ii) Income tax relating to 4.20 (0.35)
year ended year ended
changes in fair value Particulars
31 [st] March, 31 [st] March,
of FVTOCI financial
2025 2024
instruments
9.94 27.68 Basic Earnings per share
(56.17) (60.93) Profit after tax attributable to equity 5,272.52 4,121.55
B. (1) Items that will be reclassified to shareholders as per profit or loss
profit or loss ( H in Crores)
(i) Exchange difference on 268.82 (65.30) Basic weighted average number of 80,75,52,253 80,72,91,686
translation of foreign equity shares outstanding
operations (attributable to Basic earnings per share of par value 65.29 51.05
owners of the company)
H 2/- per share
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Basic earnings per share is calculated by dividing the net profit or loss for the period attributable to equity shareholders by the weighted average number of equity shares outstanding during the year.

For the purpose of calculating diluted earnings per share, the net profit attributable to equity shareholders and the weighted average number of shares outstanding are adjusted for the effect of all dilutive potential equity shares which includes all stock options granted to employees. The number of equity shares is the aggregate of the weighted average number of equity shares and the weighted average number of equity shares which are to be issued in the conversion of all dilutive potential equity shares into equity shares.

Dilutive potential equity shares are deemed to have been converted at the beginning of the period, unless issued at a later date. Dilutive potential equity shares are determined independently for each period presented.

Disclosure as required by Indian Accounting Standard (Ind AS) 33 - Earnings per share:

Cipla Limited | Annual Report 2024-25

Caring For Life

Notes to the Consolidated Financial Statements

Note 41: Earnings per share (EPS) (Contd..)

Particulars	For the year ended 31st March, 2025	For the year ended 31st March, 2024
Dilutive Earnings per share
Weighted average number of equity shares outstanding	80,75,52,253	80,72,91,686
Add: Dilutive impact of employee stock options/ESAR	6,42,705	7,07,295
Diluted weighted average number of equity shares outstanding	**80,81,94,958 **	80,79,98,981
Diluted earnings per share of par value H2/-per share	65.24	51.01

Note 42: Financial Instrument

A. Accounting classification and fair value measurement

The fair value of financial assets and liabilities are included at the amount at which the instrument could be exchanged in a current transaction between willing parties, other than in a forced or liquidation sale.

The following methods and assumptions were used to estimate the fair values:

The carrying amount of trade receivable, trade payable, lease liability, loans, cash and cash equivalents, other bank balances, fixed deposits and other receivables as at 31[st] March, 2025 and 31[st] March, 2024 are considered to be the same as their fair values, due to their short term nature.

Financial instruments with fixed and variable interest rates are evaluated by the Group based on parameters such as interest rate and individual credit worthiness of the counterparty. Based on this

Note 42: Financial Instrument (Contd..)

evaluation, allowances are taken to account for the expected losses of these receivables.

Fair value hierarchy

The fair value hierarchy is based on inputs to valuation techniques that are used to measure fair value that are either observable or unobservable and consists of following:

Level 1 - category includes financial assets and liabilities, that are measured in whole or in significant part by reference to published quoted price (unadjusted) in an active market.

Level 2 - category includes financial assets and liabilities measured using a valuation technique based on assumptions that are supported by prices from observable current market transactions. These include assets and liabilities for which pricing is obtained via pricing services, but where prices have not been determined in an active market, financial assets with fair values based on broker quotes and assets that are valued using the Group's own valuation models whereby the material assumptions are market observable. The majority of Group’s over-the-counter derivatives and several other instruments not traded in active markets fall within this category.

Level 3 - category includes financial assets and liabilities measured using valuation techniques based on non market observable inputs. This means that fair values are determined in whole or in part using a valuation model based on assumptions that are neither supported by prices from observable current market transactions in the same instrument nor are they based on available market data. However, the fair value measurement objective remains the same, that is, to estimate an exit price from the perspective of the Group. The main asset classes in this category are unlisted equity investments as well as unlisted funds.

Corporate Overview & Integrated Report

Statutory Reports

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Total 444.74 40.41 13.92 0.00 - 85.63 11.76 - 14.74 7,293.23 - - - - 14.93 9.55 - 363.80 - 11.98 63.69 30.81 7.89 80.12 - - 2.79 29.29 19.65 322.81
Level 3 444.74 40.41 13.92 0.00 - 85.63 - - 14.74 - - - - - 14.93 - - 363.80 - 11.98 63.69 - 7.89 80.12 - - 2.79 - 19.65 322.81
- - - - - - - - - - - - - - - - - - - - - - - - - -
Fair Value
Level 2 11.76 9.55 30.81 29.29
Level 1 - - - - - - - - - 7,293.23 - - - - - - - - - - - - - - - - - - - -
Total 444.74 40.41 13.92 0.00 32.54 85.63 11.76 171.33 14.74 7,293.23 5,506.37 588.69 211.15 15.64 14.93 9.55 2,548.62 363.80 240.49 11.98 63.69 30.81 7.89 80.12 105.60 2,837.49 2.79 29.29 19.65 322.81
Amortised cost - - - 0.00 32.54 85.63 - 171.33 14.74 - 5,506.37 588.69 211.15 15.64 14.93 - 2,548.62 363.80 240.49 11.98 63.69 - - 80.12 105.60 2,837.49 2.79 - - 322.81
Carrying value Designated upon initial recognition 444.74 40.41 13.92 - - - - - - - - - - - - - - - - - - - - - - - - - - -
FVOCI Mandatory Designation - - - - - - 10.76 - - - - - - - - 6.20 - - - - - - - - - - - 0.16 - -
FVTPL 0.00 - - - - - 1.00 - - 7,293.23 - - - - - 3.35 - - - - - 30.81 7.89 - - - - 29.13 19.65 -
Mandatory Designation
7 7 7 7 8 9 9 9 9 13 14 15 16 17 18 18 18 18 2.2 23 24 24 24 23 2.2 27 28 28 28 28
Note

Investments in equity instrument Investment in limited liability partnership firm Investment in Venture Funds Investment in National saving certificates Security Deposit Derivative instruments Fixed Deposit Others Security Deposit Derivative instruments Fixed Deposit Others Security Deposit Derivative instruments Deferred consideration Security Deposit Derivative instruments Deferred consideration Others
Particulars Financial assets: Non-Current Investments - - - - Non- Current Loans Other Non-Current Financial Assets - - - - Investments in mutual funds Trade receivables Cash and Cash Equivalents Other Bank Balances including earmarked balances with banks Current Loans Other Current Financial Assets - - - - Financial liabilities: Lease Liability (Non Current) Non Current Borrowings Other Non-Current Financial Liabilities - - - Current Borrowings Lease Liability (Current) Trade Payables Other Current Financial Liabilities - - - -
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Total 476.16 29.72 6.28 0.00 - 75.20 8.31 - 14.20 4,807.01 - - - - 14.71 25.43 - 584.63 - 5.92 1.81 42.02 18.06 247.02 - - 52.84 109.09 330.21
Level 3 476.16 29.72 6.28 0.00 - 75.20 - - 14.20 - - - - - 14.71 - - 584.63 - 5.92 - 42.02 18.06 247.02 - - 52.84 109.09 330.21
- - - - - - - - - - - - - - - - - - - - - - - - - -
Fair Value Level 2 8.31 25.43 1.81
Level 1 - - - - - - - - - 4,807.01 - - - - - - - - - - - - - - - - - - -
Total 476.16 29.72 6.28 0.00 16.98 75.20 8.31 410.85 14.20 4,807.01 4,770.66 640.07 234.90 0.24 14.71 25.43 2,176.75 584.63 225.42 5.92 1.81 42.02 18.06 247.02 86.97 2,473.98 52.84 109.09 330.21
Amortised cost - - - 0.00 16.98 75.20 - 410.85 14.20 - 4,770.66 640.07 234.90 0.24 14.71 - 2,176.75 584.63 225.42 5.92 - - - 247.02 86.97 2,473.98 52.84 - 330.21
Carrying value Designated upon initial recognition 476.16 29.72 6.28 - - - - - - - - - - - - - - - - - - - - - - - - - -
FVOCI Mandatory Designation - - - - - - 0.11 - - - - - - - - 12.38 - - - - 1.81 - - - - - - - -
FVTPL 0.00 - - - - - 8.20 - - 4,807.01 - - - - - 13.05 - - - - - 42.02 18.06 - - - - 109.09 -
Mandatory Designation
7 7 7 7 8 9 9 9 9 13 14 15 16 17 18 18 18 18 2.2 24 24 24 24 23 2.2 27 28 28 28
Note
Particulars Financial assets: Non-Current Investments Investments in equity instrument- Investment in limited liability partnership firm- Investment in Venture Funds- Investment in National saving certificates- Non- Current Loans Other Non-Current Financial Assets Security Deposit- Derivative Instruments- Fixed Deposit- Others- Investments in mutual funds Trade receivables Cash and Cash Equivalents Other Bank Balances including earmarked balances with banks Current Loans Other Current Financial Assets Security Deposit- Derivative instruments- Fixed Deposit- Others- Financial liabilities: Lease Liability (Non Current) Other Non-Current Financial Liabilities Security Deposit- Derivative Instruments- Put option liability- Deferred consideration- Current Borrowings Lease Liability (Current) Trade Payables Other Current Financial Liabilities Security Deposit- Deferred consideration- Others- Mutual funds for which NAVs are published on daily basis are considered as quoted securities.
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Corporate Overview & Integrated Report Statutory Reports

Notes to the Consolidated Financial Statements

Note 42: Financial Instrument (Contd..)

• (i) There have been no transfer between Level 1 and Level 2 for the years ended 31[st] March, 2025 and 31[st] March, 2024.

• (ii) Reconciliation of Level 3 fair values

The following table shows a reconciliation from the opening balances to the closing balances for Level 3 fair values

				Hin Crores
Particulars	Equity Securities	Other investments	Deferred consideration	Put option liability
Balance at 31st March, 2023	440.99	40.63	49.79	39.24
Addition duringtheyear	-	6.02	107.74	-
Transfer out from Level 3	(0.60)	-	(31.90)	-
Net change in fair value(unrealised)	33.21	(10.65)	1.32	4.21
Foreign exchangegain/loss	2.56	-	0.20	(1.43)
Balance at 31st March, 2024	476.16	36.00	127.15	42.02
Addition duringtheyear	-	17.83	9.96	-
Net change in fair value(unrealised)	(43.23)	0.50	-	2.04
Transfer out from Level 3	-	-	(115.44)	(43.14)
Foreign exchangegain/loss	11.81	-	5.87	(0.92)
Balance at 31st March, 2025	444.74	54.33	27.54	-

(iii) Valuation techniques and significant unobservable inputs:

The following tables show the valuation techniques used in measuring Level 2 and Level 3 fair values for financial instruments in the consolidated balance sheet as well as the significant unobservable inputs used in measuring Level 3 fair value for financial instruments.

Particulars	Valuation technique	Significant unobservable inputs
Deferred consideration	Discounted cash flow method	Expected cash flows and Risk-adjusted discount rate
Investment (unquoted) (other than associates)	Discounted cash flow method and Market comparison technique based on market multiples derived from quoted prices of companies comparable to the investee	Expected cash flows, estimated EBITDA of the investee
Fair value of derivatives	The fair value is determined using quoted forward exchange rates at the reportingdate	Not Applicable
Put option liability	Discounted cash flow method using risk adjusted discount rate.	Expected cash flows and Risk-adjusted discount rate

B. Financial risk management objectives and policies

The Group's activities expose to a various financial risks: market risk, credit risk and liquidity risk. The Group's primary focus is to foresee the unpredictability of financial markets and seek to minimise potential adverse effects on its financial performance.

The Group's financial liabilities comprise of borrowings, trade payable and other liabilities to manage its operation and financial assets includes trade receivables, security deposit, loan and advances etc., arises from its operation.

The Group has constituted a Risk Management Committee consisting of a majority of directors and senior managerial personnel. The Group has implemented a robust Business Risk Management framework to identify, evaluate business risks and opportunities. This framework seeks to create transparency, minimise adverse impact on the business objectives and enhance the Group’s competitive advantage. The business risk framework defines the

risk management approach across the enterprise at various levels including documentation and reporting. The framework has different risk models which help in identifying risks trend, exposure and potential impact analysis at a Group level.

The Audit Committee of the Board periodically reviews the risk management framework.

Market risk

Market risk is the risk of loss of future earnings, fair values or future cash flows that may result from adverse changes in market rates and prices. The Group’s size and operations result in it being exposed to the following market risks that arise from its use of financial instruments:

• currency risk;

• other price risk; and

• interest rate risk

Cipla Limited | Annual Report 2024-25

Caring For Life

Notes to the Consolidated Financial Statements

Note 42: Financial Instrument (Contd..)

The above risks may affect the Group’s income and expenses, or the value of its financial instruments. The Group’s exposure to and management of these risks are explained below.

(a) Currency risk:

The Group operates internationally and a major portion of the business is transacted in multiple currencies and consequently the Group is exposed to foreign exchange risk to the extent that there is mismatch between the currencies in which its sales and

Note 42: Financial Instrument (Contd..)

services and purchases from overseas suppliers in various foreign currencies. The Group also holds derivative financial instruments such as foreign exchange forward and currency option contracts to mitigate the risk of changes in exchange rates on foreign currency exposures. The exchange rate between the Indian Rupee and foreign currencies has changed substantially in recent years and may fluctuate substantially in the future. Consequently, the results of the Group’s operations are affected as the Rupee (INR) fluctuate against US Dollar (USD), Euro (EUR), South African Rand (ZAR), Australian Dollar (AUD) and other currencies.

Note 42: Financial Instrument (Contd..)

Foreign exchange risk

(i) Foreign exchange derivatives and exposures outstanding at the year end:

				Hin Crores
Nature of instrument	Currency	Cross currency	As at 31st March, 2025	As at 31st March, 2024
Forward contracts - Sold	USD USD ZAR ZAR AUD USD EUR	INR INR INR INR INR ZAR ZAR	4,790.33	5,119.26
Foreign exchange currencyoption contracts - sold and bought			359.00	508.77
Forward contracts - CurrencySwapSold			470.75	437.00
Forward contracts - Sold			638.29	1,072.72
Forward contracts - Sold			104.77	81.44
Forward contracts - Bought			236.61	99.16
Forward contracts - Bought			85.25	24.15
Unhedged foreign exchange exposures:
- Trade and other receivables			926.94	509.71
- Cash and cash equivalents			22.54	177.39
- Trade and otherpayables			(602.16)	(658.98)
- Borrowings			(39.26)	(101.19)

Note: The Group uses foreign exchange forward and currency option contracts for hedging purposes.

(ii) Foreign currency risk from financial instruments:

						Hin Crores
Particulars			As at 31st March, 2025
	US dollars	Euro	GBP	ZAR	Others	Total
Trade and other receivables	566.06	74.73	129.90	68.98 - - - 68.98	87.27	926.94
Cash and cash equivalents	12.71	0.51	0.29		9.03	22.54
Trade and otherpayables	(405.02)	(142.33)	(33.29)		(21.52)	(602.16)
Borrowings	-	-	(39.26)		-	(39.26)
Net assets/(liabilities)	173.75	(67.09)	57.64		74.78	308.06
						Hin Crores
Particulars			As at 31st March, 2024
	US dollars	Euro	GBP	ZAR	Others	Total
Trade and other receivables	414.39	19.14	52.97	- 36.91 (7.16) - 29.75	23.21	509.71
Cash and cash equivalents	95.39	10.79	-		34.30	177.39
Trade and otherpayables	(361.08)	(164.95)	(72.60)		(53.19)	(658.98)
Borrowings	-	-	(101.19)		-	(101.19)
Net assets/(liabilities)	148.70	(135.02)	(120.82)		4.32	(73.07)

(iii) Sensitivity analysis

For the years ended 31[st] March, 2025 and 31[st] March, 2024, 5% strengthening of the Indian rupee (INR) against foreign currencies for the above mentioned financial assets/liabilities would (decrease)/increase the equity and profit or loss by the amounts shown below. A 5%

Corporate Overview & Integrated Report Statutory Reports

Notes to the Consolidated Financial Statements

Note 42: Financial Instrument (Contd..)

weakening of the Indian rupee (INR) and the respective currencies would lead to an equal but opposite effect. This analysis assumes that all other variables remain constant.

		Hin Crores
Particulars	For the year ended 31st March, 2025	For the year ended 31st March, 2024
Movement in exchange rate (Strengthening of INR)
USD - INR	5%	5%
EUR - INR	5%	5%
GBP - INR	5%	5%
ZAR - INR	5%	5%
Other currency	5%	5%
Impact onprofit/loss
USD - INR	8.69	7.44
EUR - INR	3.35	6.75
GBP - INR	2.88	6.04
ZAR - INR	3.45	1.49
Other currency	3.74	0.22

(b) Other price risk

The Group is mainly exposed to the other price risk due to its investment in mutual funds. The other price risk arises due to uncertainties about the future market values of these investments. At 31[st] March, 2025, the investments in mutual funds amounts to H 7,293.23 Crores (31[st] March, 2024: H 4,807.01 Crores). These are exposed to price risk. The Group has laid policies and guidelines which it adheres to in order to minimise price risk arising from investments in mutual funds. A 1% increase/(decrease) in prices would increase/(decrease) the equity and profit or loss by the amounts shown below.

Note 42: Financial Instrument (Contd..)

		Hin Crores
Particulars	As at 31st March, 2025	As at 31st March, 2024
Impact on profit/loss
Increase by 1%	72.93	48.07
Decrease by 1% Impact on other comprehensive income/loss	(72.93)	(48.07)
Increase by 1%	4.99	5.12
Decrease by 1%	(4.99)	(5.12)

(c) Interest rate risk

Interest rate risk can be either fair value interest rate risk or cash flow interest rate risk. Fair value interest rate risk is the risk of changes in fair values of fixed interest bearing financial assets or borrowings because of fluctuations in the interest rates if such assets/borrowings are measured at fair value through profit or loss. Cash flow interest rate risk is the risk that the future cash flows of floating interest bearing borrowings will fluctuate because of fluctuations in the interest rates.

The Group's interest rate risk mainly arises from borrowings with variable rates and investments in short term deposits. Considering the short term nature, there is no significant interest rate risk pertaining to short term deposit.

The Group also invests in debt mutual fund schemes of leading fund houses. Such investments are susceptible to market price risks that arise mainly from changes in interest rate which may impact the return and value of such investments. However, given the relatively short tenure of underlying portfolio of the debt mutual fund schemes in which the Group has invested, such price risk is not significant.

Exposure to interest rate risk

The Group is not an active investor in equity markets; it holds certain investments in equity for long term value accretion which are accordingly measured at fair value through Other Comprehensive Income. The value of investments in such equity instruments as at 31[st] March, 2025 is H 499.07 Crores (31[st] March, 2024: H 512.16 Crores). Accordingly, fair value fluctuations arising from market volatility is recognised in Other Comprehensive Income.

Exposure to interest rate risk
The borrowings profile of the Group’s instruments is as follows:	Hin Crores interest-bearing financial
Particulars	As at 31st March, 2025	As at 31st March, 2024
Variable rate instruments
Financial liabilities	92.10	247.02

Note 42: Financial Instrument (Contd..)

						Hin Crores	Hin Crores	Hin Crores
Particulars	As at	31st March, 2025		As at		31st March, 2024
	Weighted average interest cost	Balance	% of total loans	Weighted average interest cost		Balance		% of total loans
Borrowings (Net exposure to cash flow interest rate risk)	7.48%	92.10	100%	8.02%		247.02		100%
Hin Crores Cash flow sensitivity analysis for variable-rate instruments A reasonably possible change of 50 basis points in interest rates at the reporting date would have increase/(decrease) equity and profit or loss by the amounts shown below. This analysis assumes that all other variables, in particular foreign currency exchange rates, remain constant.
Particulars					For the year ended 31st March, 2025		For the year ended 31st March, 2024
Impact on profit/loss
Increase					(0.46)		(1.24)
Decrease					0.46		1.24

A reasonably possible change of 50 basis points in interest rates at the reporting date would have increase/(decrease) equity and profit or loss by the amounts shown below. This analysis assumes that all other variables, in particular foreign currency exchange rates, remain constant.

The risk estimates provided assume a parallel shift of 50 basis points interest rate across all yield curves. This calculation also assumes that the change occurs at the balance sheet date and has been calculated based on risk exposures outstanding as at that date. The period end

Cipla Limited | Annual Report 2024-25

Caring For Life

Notes to the Consolidated Financial Statements

Note 42: Financial Instrument (Contd..)

balances are not necessarily representative of the average debt outstanding during the year.

The Group does not account for any fixed-rate financial assets or financial liabilities at fair value through profit or loss, and the Group does not designate derivatives as hedging instruments under a fair value hedge accounting model. Therefore, a change in interest rates at the reporting date would not affect profit or loss.

Credit risk

counterparty to a financial instrument fails to meet its contractual obligations, and arises principally from the Group’s receivables from customers and investment securities. The Group establishes an allowance for credit losses and impairment that represents its estimate of expected losses in respect of trade and other receivables, cash and cash equivalents and investments. The management have evaluated receivable from customers based out of Sri Lanka in view of ongoing economic crisis and have concluded that there is no increase in credit risk as on 31[st] March, 2024 from such receivables on account of business continuity. The carrying value of financial assets represents the maximum credit risk. The maximum exposure to credit risk was H 6,508.78 Crores and H 5,970.60 Crores, as at 31[st] March, 2025 and 31[st] March, 2024 respectively, being the total carrying value of trade receivables, investments in debt securities, loans, derivative assets and other financial assets.

Trade and other receivables

individual characteristics of each customer. The demographics of the customer, including the default risk of the industry and country in which the customer operates, also has an influence on credit risk assessment. Credit risk is managed through credit approvals, establishing credit limits and continuously monitoring

Note 42: Financial Instrument (Contd..)

the creditworthiness of customers to which the Group grants credit terms in the normal course of business.

Cash and cash equivalents and investments:

Credit risk on cash and cash equivalents is limited as the Group generally invest in deposits with banks and financial institutions with high credit ratings assigned by international and domestic credit rating agencies. The Group limits its exposure to credit risk by generally investing in liquid securities and only with counterparties that have a good credit rating.

The Group does not expect any losses from non-performance by these counterparties, and does not have any significant concentration of exposures to specific industry sectors or specific country risks.

None of the Group’s cash equivalents, including term deposits (i.e., certificates of deposit) with banks, were past due or impaired as at 31[st] March, 2025.

For ageing analysis of the receivable (gross of provision) - Refer note 14

Expected credit loss:

In accordance with Ind AS 109 - Financial Instruments, the Group uses the expected credit loss (“ECL”) model for measurement and recognition of impairment loss on its trade receivables or any contractual right to receive cash or another financial asset that result from transactions that are within the scope of 'Ind AS 115 - Revenue from Contracts with Customers'. For this purpose, the Group uses a provision matrix to compute the expected credit loss amount for trade receivables. The provision matrix takes into account external and internal credit risk factors and historical data of credit losses from various customers. The default in collection as a percentage to total receivable is low and overall expected credit loss is not material to these financial statements.

The details of changes in allowance for credit losses during the year ended 31[st] March, 2025 and 31[st] March, 2024 for trade and other receivables are as follows:

			Hin Crores	Hin Crores
Particulars	Other receivables		Trade receivables
	For the year ended 31st March, 2025	For the year ended 31st March, 2024	For the year ended 31st March, 2025	For the year ended 31st March, 2024
Opening Balance	3.65	4.13	139.29	125.30
Provided duringtheyear	0.61	3.19	27.15	45.85
Reversal ofprovision duringtheyear	-	-	(18.22)	(22.34)
Written off/back duringtheyear	(2.37)	(3.67)	(42.34)	(8.90)
Effects of changes in foreign exchange rate	-	-	(4.87)	(0.62)
Addition through business combination	-	-	0.48	-
Closing Balance	1.89	3.65	101.49	139.29

Liquidity risk

Liquidity risk is the risk that the Group will face in meeting its obligations associated with its financial liabilities. The Group’s approach in managing liquidity is to ensure that it will have sufficient funds to meet its liabilities when due without incurring unacceptable losses. In doing this, management considers both normal and stressed conditions. The Group maintained a cautious liquidity strategy, with a positive cash balance throughout the year ended 31[st] March, 2025 and 31[st] March, 2024. Cash flow from operating activities provides the funds to service the financial liabilities on a day-to-day basis. The Group regularly monitors the rolling forecasts to ensure it has sufficient cash on an on-going basis to meet operational needs. Any shortterm surplus cash generated, over and above the amount required for working capital management and other operational requirements, is retained as cash and cash equivalents (to the extent required) and any excess is invested in interest bearing term deposits and other highly marketable debt investments with appropriate maturities to optimise the cash returns on investments while ensuring sufficient liquidity to meet its liabilities.

Corporate Overview & Integrated Report Statutory Reports

Notes to the Consolidated Financial Statements

Note 42: Financial Instrument (Contd..)

The table below provides details regarding the contractual maturities of significant financial liabilities as of 31[st] March, 2025:

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H in Crores
Particulars Less than 1 year 1-5 years Above 5 years Total
Non-derivative :
Current borrowings 80.12 - - 80.12
Non-current borrowings - 11.98 - 11.98
Trade payables 2,837.49 - - 2,837.49
Other financial liabilities 345.25 71.58 - 416.83
Lease liabilities (on undiscounted basis) 116.06 267.79 75.55 459.40
Derivative:
Derivative designated as hedge 0.16 - - 0.16
Derivative not designated as hedge 29.13 30.81 - 59.94
3,408.21 382.16 75.55 3,865.92
The table below provides details regarding the contractual maturities of significant financial liabilities as of 31 [st] March, 2024:
H in Crores
Particulars Less than 1 year 1-5 years Above 5 years Total
Non-derivative :
Current borrowings 247.02 - - 247.02
Trade payables 2,473.98 - - 2,473.98
Other financial liabilities 492.14 66.00 - 558.14
Lease liabilities (on undiscounted basis) 96.28 215.39 103.96 415.63
Derivative:
Derivative designated as hedge - 1.81 - 1.81
3,309.42 283.20 103.96 3,696.58
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Impact of hedging

The Group uses foreign exchange forward/options contracts to hedge against the foreign currency risk of highly probable USD, AUD, EUR and ZAR sales. Such derivative financial instruments are governed by the Group’s policies approved by the Board of Directors, which provide written principles on the use of such instruments consistent with the Group’s risk management strategy. As the value of the derivative instrument generally changes in response to the value of the hedged item, the economic relationship is established.

a) Disclosure of effects of hedge accounting in Group's balance sheet

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H in Crores
Carrying amount
Weighted average
Type of hedge and risks Nominal Maturity date Hedge ratio
Assets Liabilities strike price/rate
amount
31 [st] March, 2025
Cash flow hedge
Foreign exchange risk
Foreign exchange forward contracts (refer 321.86 3.41 - April 2025 - 1:1 USD 1 = ZAR 18.41
note 9 & 18) March 2026 EUR 1 = ZAR 20.09
Foreign exchange forward contracts (refer 3,960.31 - 17.91 April 2025- 1:1 AUD 1 = H 56.77
note 24 & 28) September 2026 USD 1 = H 86.55
ZAR 1 = H 4.51
Foreign exchange currency options 359.00 - 3.17 May 2025- 1:1 USD 1 = H 87.92
contracts - Sold (refer note 24 & 28) July 2026
Foreign exchange currency options 359.00 5.33 - May 2025- 1:1 USD 1 = H 86.72
contracts - Bought (refer note 9 & 18) July 2026
Fair value hedge
Foreign exchange risk
Foreign exchange currency swap contracts 470.75 - 30.81 March 2029- 1:1 ZAR 1= H 4.43
(refer note 24 & 28) October 2029
Foreign exchange forward contracts (refer 1,573.09 4.35 - April 2025- 1:1 USD 1= H 87.67
note 9 & 18) March 2028 ZAR 1= H 4.35
AUD= H 54.96
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Cipla Limited | Annual Report 2024-25

Caring For Life

Notes to the Consolidated Financial Statements

Note 42: Financial Instrument (Contd..)

						Hin Crores
Type of hedge and risks	Carrying amount			Maturity date	Hedge ratio*	Weighted average strike price/rate
	Nominal amount	Assets	Liabilities
31st March, 2024
Cash flow hedge
Foreign exchange risk
Foreign exchange forward contracts (refer note 9 & 18)	123.31	1.08	-	April 2024 - March 2025	1:1	USD 1 = ZAR 18.91 EUR 1 = ZAR 20.82
Foreign exchange forward contracts (refer note 9 & 18)	3,723.38	21.56	-	April 2024 - September 2025	1:1	USD 1 =H84.57 ZAR 1 =H4.45 AUD 1 =H57.03
Foreign exchange currency options contracts - Sold(refer note 24 & 28)	508.77	-	3.65	April 2024 - July2025	1:1	USD 1 =H85.34
Foreign exchange currency options contracts - Bought(refer note 9 & 18)	508.77	4.33	-	April 2024 - July2025	1:1	USD 1 =H83.94
Fair value hedge
Foreign exchange risk
Foreign exchange currency swap contracts	437.00	2.39	-	March 2029- October 2029	1:1	ZAR 1=H4.43
Foreign exchange forward contracts (refer note 9 & 18)	2,550.04	6.22	-	April 2024- March 2028	1:1	USD 1=H83.93 ZAR 1=H4.23

• The foreign currency forward contracts and currency option contracts are denominated in the same currency as the highly probable future sales, therefore hedge ratio of 1:1

b) Disclosure of effects of hedge accounting in Group's profit or loss and other comprehensive income

			Hin Crores
Type of hedge	Change in the value of the hedging instrument recognised in other comprehensive income	Hedge ineffectiveness recognised in profit or loss	Amount reclassified from cash flow hedge reserve to profit and loss
31st March, 2025
Cash flow hedge
i) Foreign exchange risk contracts(refer note 40)	(49.78)	-	54.95
31st March, 2024
Cash flow hedge
i) Foreign exchange risk contracts(refer note 40)	40.15	-	(36.71)

Hedge effectiveness is determined at the inception of hedge relationship, and through periodic prospective effectiveness assessment to ensure that an economic relationships exists between the hedged item and hedging instruments. It is calculated by comparing changes in fair value of the hedged item, with the changes in fair value of the hedging instrument.

If the hedge ratio for risk management purposes is no longer optimal but the risk management objective remains unchanged and the hedge continues to qualify for hedge accounting, the hedge relationship will be rebalanced by adjusting either the volume of the hedging instrument or the volume of the hedged item so that the hedge ratio aligns with the ratio used for risk management purposes. Any hedge ineffectiveness is calculated and accounted for in profit or loss at the time of the hedge relationship rebalancing.

c) Movement in cash flow hedge reserve and cost of hedge reserve

c) Movement in cash flow hedge reserve and cost of hedge reserve
	Hin Crores
Derivative Instruments	Foreign exchange forward/ currency options contracts
	As at 31st March, 2025	As at 31st March, 2024
Cash flow hedging reserve
Opening balance	5.85	3.47
Add: Changes in fair value	(49.78)	40.15 (36.71) (1.06)
Less: Amount reclassified toprofit or loss	54.95
Less: Deferred tax relatingto above(net)	(1.33)
Closing balance	9.69	5.85

Corporate Overview & Integrated Report

Statutory Reports

Notes to the Consolidated Financial Statements

Note 43: Capital Management

(A) Risk Management

The Group's objectives when managing capital are to safeguard their ability to continue as a going concern so that they can continue to provide returns for shareholders and benefits for other stakeholders, and maintain an optimal structure to reduce the cost of capital. In order to maintain or adjust the capital structure, the Group may adjust the amounts of dividends paid to shareholders, return capital to shareholders, issue new shares or sell new assets to reduce debt. Consistent with others in Industry, the Group monitors capital on the basis of the following gearing ratio: (net debt divided by total 'equity').

Net debt = Total borrowings (including lease liabilities) less (Cash and cash equivalents + Bank balance other than cash and cash equivalents (excluding balance earmarked for unclaimed dividend) + Current investments + Fixed deposit).

Total 'equity' as shown in the balance sheet, including noncontrolling interest.

controlling interest.
		Hin Crores
Particulars	As at 31st March, 2025	As at 31st March, 2024
Total debt	438.19	559.41
Less: Cash and cash equivalents including mutual fund and bank deposit	10,806.69	8,267.30
Net debt(A)	(10,368.50)	(7,707.89)
Total equity (B)	31,289.25	26,802.33
Net debt to equity ratio(A/B)	(0.33)	(0.29)

(B) Loan covenants

The Group has complied with all the financial covenants throughout the reporting periods.

(C) Dividend on equity share

(C) Dividend on equity share
		Hin Crores
Particulars	For the year ended 31st March, 2025	For the year ended 31st March, 2024
(a) Dividend on equity shares paid during theyear
Final dividend for theyear	1,049.83	686.17
[FY 2023-24:H13 (FY 2022-23:H8.50) per equityshare ofH2.00 each]
	1,049.83	686.17
(b) Proposed dividend on equity share not recognised as liability	1,292.19	1,049.58

The Board of Directors of the Company at its meeting held on 13[th] May, 2025 has recommended a final dividend of H 13/- per equity share for the financial year ended 31[st] March, 2025 and a special dividend of H 3/- per equity share on the occasion of completing 90 years of the Company, taking the total dividend to H 16/- per equity share (face value H 2 each). The dividend is subject to approval of the shareholders at the ensuing annual general meeting of the Company and hence it is not recognised as liability.

Note 44: Meditab Specialities Limited status as NBFC

During the previous year ended 31[st] March, 2024, the Meditab Specialities Limited’s, (‘the Subsidiary Company’) financial assets exceeded 50% of its total assets and financial income exceeded 50% of its total income. Based on the principal business criteria set out in the Reserve Bank of India’s (RBI) Press Release No. 199899/1269 dated 8[th] April, 1999, the subsidiary company was incidentally classified as a Non-Banking Financial Company (NBFC) for the said period. This surge in financial income was primarily due to certain exceptional / one-time gain from buyback proceeds and the receipt of non-recurring high dividend from its wholly owned subsidiaries. However, since the subsidiary company did not meet the requirement of having at least 90% of its net assets invested in securities of group companies, it did not qualify as an Unregistered Core Investment Company (CIC). Consequently, it was not eligible for exemption from mandatory registration as NBFC with the Reserve Bank of India under Section 45-IA of the Reserve Bank of India Act, 1934. Since the subsidiary company’s main / continuing business is manufacturing, trading and dealing in pharmaceutical products and not of an NBFC, the subsidiary company has applied to the RBI for exemption from registration as an NBFC for FY 2023–24 under Section 45-IA of the Reserve Bank of India Act, 1934. As of the date of authorisation of the consolidated financial statements, the subsidiary company is awaiting a response from the RBI regarding its exemption request.

For the year ended 31[st] March, 2025, since the financial income did not exceed 50% of the total income, it does not qualify as NBFC.

Note 45: Contingent liabilities, commitments and other litigations (to the extent not provided for)

A. Details of contingent liabilities and commitments

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H in Crores
As at As at
Particulars 31 [st] March, 31 [st] March,
2025 2024
Contingent liabilities
Claims against the Group not 134.03 149.35
acknowledged as debt [i]
Guarantees excluding financial 209.97 190.57
guarantees
Letters of credit 65.34 14.94
Income tax on account of 152.17 20.22
disallowances/additions [vi]
Excise duty/service tax/GST on account 372.96 257.49
of valuation or cenvat credit
Sales tax on account of credit/ 1.57 1.39
classification
936.04 633.96
Commitments
Estimated amount of contracts 2,712.24 1,997.80
unexecuted on capital account
Uncalled liability on committed 48.87 59.95
investments
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Cipla Limited | Annual Report 2024-25

Caring For Life

Notes to the Consolidated Financial Statements

Note 45: Contingent liabilities, commitments and other litigations (to the extent not provided for) (Contd..)

Note:

• (i) Claims against the Group not acknowledged as debt include claims related to pricing, commission, etc.

• (ii) It is not practicable for the Group to estimate the timing of cash outflows, if any, in respect of our pending resolution of the respective proceedings as it is determined only on receipt of judgements/decisions pending with various authorities.

• (iii) The Group does not expect any reimbursements in respect of the above contingent liabilities.

• (iv) The Group’s pending litigations comprise of proceedings pending with various direct tax, indirect tax and other authorities. The Group has reviewed all pending litigations and proceedings and has adequately provided for where provisions are required and disclosed as contingent liabilities where applicable, in the financial statements. The Group does not expect the outcome of these proceedings to have a materially adverse effect on the financial statements.

• (v) There has been a judgement by the Honourable Supreme Court of India dated 28[th] February, 2019, relating to components of salary structure that need to be taken into account while computing the contribution to provident fund under the Employee Provident Fund Act, 1952 (“EPF”). In view of the interpretative aspects related to the judgement including the effective date of application, the Group has been advised to await further developments in this matter. The Group will continue to assess any further developments in this matter for the implications on financial statements, if any.

• (vi) The contingent liabilities related to income tax include disputed disallowances based on orders from the Income Tax Department. These orders pertain to the re-assessments for the assessment years 2015-16 to 2019-20 and the assessments for the years 2020-21 to 2022-23. These liabilities arose from the Survey and Search action conducted under Section 132 of the Income Tax Act on the Holding Company in February 2023.

B. Details of other litigations:-

• (i) The National Pharmaceutical Pricing Authority (“NPPA”) issued several demand notices to the Company commencing from the year 1998 seeking recovery of alleged overcharge regarding scheduled drugs under the Drugs (Prices Control) Orders-1995 (“DPCO”) .

In 1999 and 2000, the Company filed writ petitions before the Hon’ble Bombay High Court (“Bombay HC”) challenging inclusion of certain drugs under DPCO and challenging the demand notices issued by NPPA demanding payment of alleged overcharged amounts. On 31[st] August, 2001, by way of its common judgment, the Bombay HC decided the writ petitions in favor of the Company, thereby holding that these

Note 45: Contingent liabilities, commitments and other litigations (to the extent not provided for) (Contd..)

drugs do not fall within the purview of DPCO and also quashed the demand notices raised by NPPA. The NPPA appealed the order to the Hon’ble Supreme Court (“SC”).

On 1[st] August, 2003, SC set aside the Bombay HC judgment and remanded the matter to the Bombay HC for being considered afresh by it. Further, the SC stayed recovery of 50% of the alleged overcharged amounts subject to payment of the remaining 50% of the alleged overcharged amounts pending fresh determination by the Bombay HC. Accordingly, in terms of SC’s Judgment the Company deposited an amount of H 175.08 Crores with NPPA, representing 50% of the alleged overcharged amounts in respect of demand notices raised till 2003.

Post 2003, the company continued to receive demands (“Subsequent demands”) alleging overcharging. These demands included several duplicate demands. In 2019, the Company applied to the Bombay HC to amend its pleadings to include: (i) subsequent demands (ii) and take on record the NPPA/Government of India’s RTI response on unavailability of any records pertinent to and what should have been the basis for inclusion of these drugs under the DPCO (iii) deduction of trade margin of 16% from outstanding demands (as having not accrued to the Company, as manufacturer) basis the Allahabad HC’s TC Healthcare judgment (iv) re-calculation of interest from the due date of demand notice and (v) duplication of several demands.

The Bombay HC vide order dated 23[rd] February, 2024 allowed the amendment conditional upon the Company depositing 50% of the subsequent demands raised. The Company appealed the Bombay HC order in a special leave petition before the SC. On 19[th] April, 2024, the SC was pleased to issue notice and the matter is pending to be heard further.

The Company has reviewed all the notices/communications received which are attributable to the Company and are under litigation. After removing duplications as indicated above, the amount covered by the notices/communications aggregates to H 2,011 Crores with the principal of H 863 Crores and interest of H 1,148 Crores. The Company has been legally advised that it expects a favourable outcome in respect of this matter and therefore no provision is considered necessary in respect of the demand notices till date.

• (ii) In March 2006, the Meditab Specialities Limited, (‘the Subsidiary Company’) acquired on lease, land admeasuring 1,232,000 sq. m in Kerim and Khandepar, Taluka Ponda, Goa from Goa Industrial Development Corporation (GIDC) for setting up and development of Special Economic Zone (SEZ) for pharmaceutical products. On account of public agitation, the State Government of Goa brought about changes in policy regarding SEZ in the State of Goa which had the effect of the Subsidiary Company not pursuing its

Corporate Overview & Integrated Report

Statutory Reports

Notes to the Consolidated Financial Statements

Note 45: Contingent liabilities, commitments and other litigations (to the extent not provided for) (Contd..)

development activity and GIDC on instructions of the State Government of Goa issued show cause for revoking allotment of land. The Subsidiary Company filed a Writ Petition (WP) before the Bombay High Court challenging the said show cause notice. The said WP was disposed by the High Court principally holding that the State Government of Goa was competent to alter the SEZ policy. Aggrieved by the said Judgement, the Subsidiary Company preferred a Special Leave Petition (SLP) before the Honourable Supreme Court. The Honourable Supreme Court was pleased to admit the SLP and directed that status quo be maintained. The said order of status quo continues to remain in force as on date.

While the matter was pending before the Honourable Supreme Court, the parties initiated discussions to explore the possibility of an amicable resolution and consequently, on account of multiple rounds of discussions, Goa Government vide letter number GOA-IDC/ED/SEZ/81 dated 18[th] April, 2025 agreed to settle the claims of the Subsidiary Company in exchange for a consideration of H 33.00 Crores against the Subsidiary Company returning the said land and withdrawing all litigations. Accordingly, the parties are currently undertaking the necessary steps to formalize the settlement. Further, considering the consideration would be received in lieu of the leased land, the Subsidiary Company has transferred the leased land from capital work-in-progress to other financial assets amounting to H 10.47 Crores.

Note 46: Employee Benefits

Employee benefit expense of the Group includes various short term employee expenses, defined benefits expenses, expenses toward defined contribution on plans and other long-term employee benefits. Total employee benefits, including Share based payments, incurred during the years ended 31[st] March, 2025 and 31[st] March, 2024 amounted to H 4,832.83 Crores and H 4,310.04 Crores respectively.

Disclosure in respect of contributions to provident and other funds as follows-

funds as follows-
		Hin Crores
Particulars	For the year ended 31st March, 2025	For the year ended 31st March, 2024
Defined contributionplans
Employees’pension scheme	42.37	44.38
Provident fund	23.70	21.08
Contribution for 401(k)fund*	21.19	21.22
Others - ESIS, Labour welfare fund, etc.	11.89	14.14
	99.15	100.82

Note 46: Employee Benefits (Contd..)

		Hin Crores
Particulars	For the year ended 31st March, 2025	For the year ended 31st March, 2024
Defined benefitplans
Gratuity (refer table 1 below)	41.78	20.86
Provident fund(refer table 2 below)	55.83	49.37
	97.61	70.23
Total contribution to provident fund and other fund	196.76	171.05

*The Group maintains a 401(k) plan, pursuant to which employees may make contributions which are not to exceed statutory limits. Employer matching contribution are equal to 100% of employee contribution.

Disclosure in respect of defined benefit plan :

a. Description of the plans:

Retirement benefit plans of the Group include gratuity for the Holding Company, certain Indian subsidiaries and provident fund for the Holding Company which are funded. Also, in respect of certain Indian subsidiaries, the gratuity liability is unfunded. Liabilities in respect of the Gratuity Plan are determined by an actuarial valuation, based upon which the Holding Company and certain Indian subsidiaries make contributions to the Gratuity Fund. Provident Fund is managed by the Holding Company through trust Employees Provident Fund (the “Provident Fund”).

b. Governance of the plan:

The Holding Company and certain Indian subsidiaries has set up an income tax approved irrevocable trust fund to finance the plan liability. The trustees of the trust fund are responsible for the overall governance of the plan in accordance with the provisions of the trust deed and rules in the best interests of the plan participants. They are tasked with periodic reviews of the solvency of the fund and play a role in the long-term investment, risk management and funding strategy.

Further, since these funds are income tax approved, the Company and the trustees have to ensure that they are at all times fully compliant with the relevant provisions of the Income Tax Act, 1961 and Rules.

c. Investment strategy:

The Holding Company and certain Indian subsidiaries' investment strategy in respect of their funded plans is implemented within the framework of the applicable statutory requirements. The plans expose these companies to a number of actuarial risks such as investment risk, interest rate risk, longevity risk and inflation risk. The companies have developed policy guidelines for the allocation of assets to different classes with the objective of controlling risk and

Cipla Limited | Annual Report 2024-25

Caring For Life

Notes to the Consolidated Financial Statements

Note 46: Employee Benefits (Contd..)

maintaining the right balance between risk and long-term returns in order to limit the cost to these companies of the benefits provided. To achieve this, investments are well diversified, such that the failure of any single investment would not have a material impact on the overall level of assets.

d. Table 1: Disclosures for defined benefit plans based on actuarial reports

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H in Crores
Year ended 31 [st] March, 2025 Year ended 31 [st] March, 2024
Particulars Gratuity Gratuity Gratuity Gratuity
Total Total
(Funded) (Unfunded) (Funded) (Unfunded)
i. Change in defined benefit obligation
Opening defined benefit obligation 328.41 1.30 329.71 196.64 1.65 198.29
Liability - transferred in/(out) 0.15 (0.03) 0.12 0.67 (0.65) 0.02
Interest cost 22.39 0.09 22.48 14.25 0.08 14.33
Current service cost 35.22 0.23 35.45 20.76 0.18 20.94
Actuarial changes arising from changes in (0.60) - (0.60) 13.30 (0.01) 13.29
demographic assumptions
Actuarial changes arising from changes in 16.40 0.63 17.03 80.94 0.04 80.98
financial assumptions
Actuarial changes arising from changes in 15.22 1.96 17.18 21.82 0.05 21.87
experience assumptions
Benefits paid (28.90) (0.15) (29.05) (19.97) (0.04) (20.01)
Liability at the end of the year 388.29 4.03 392.32 328.41 1.30 329.71
ii. Change in fair value of assets
Opening fair value of plan assets 226.21 - 226.21 192.60 - 192.60
Assets transferred out/divestments (0.01) - (0.01) - - -
Expected return on plan assets 16.16 - 16.16 14.41 - 14.41
Return on plan assets excluding interest income 10.23 - 10.23 4.97 - 4.97
Contributions by employer 132.21 - 132.21 34.66 - 34.66
Benefits paid (28.31) - (28.31) (20.43) - (20.43)
Closing fair value of plan assets 356.49 - 356.49 226.21 - 226.21
iii. Amount recognised in balance sheet
Present value of obligations as at year end (388.29) (4.03) (392.32) (328.41) (1.30) (329.71)
Fair value of plan assets as at year end 356.49 - 356.49 226.21 - 226.21
Net asset/(liability) recognised (31.80) (4.03) (35.83) (102.20) (1.30) (103.50)
iv. Expenses recognised in profit or loss
Current service cost 35.22 0.23 35.45 20.76 0.18 20.94
Past service cost - - - - - -
Interest on defined benefit obligation 22.39 0.09 22.48 14.25 0.08 14.33
Expected return on plan assets (16.15) - (16.15) (14.41) - (14.41)
(interest income only)
Total expense recognised in profit or loss 41.46 0.32 41.78 20.60 0.26 20.86
v. Expenses recognised in other comprehensive
income
Actuarial changes arising from changes in (0.60) - (0.60) 13.30 (0.01) 13.29
demographic assumptions
Actuarial changes arising from changes in 16.40 0.63 17.03 80.94 0.04 80.98
financial assumptions
Actuarial changes arising from changes in 15.22 1.96 17.18 21.82 0.05 21.87
experience assumptions
Actuarial (gain)/loss return on plan assets, (10.23) - (10.23) (4.98) - (4.98)
excluding interest income
Net (income)/expense for the period 20.79 2.59 23.38 111.09 0.08 111.17
recognised in OCI
vi. Actual return on plan assets
Expected return on plan assets 16.15 - 16.15 14.41 - 14.41
Actuarial gain/(loss) on plan assets 10.23 - 10.23 4.97 - 4.97
Actual return on plan assets 26.38 - 26.38 19.38 - 19.38
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Corporate Overview & Integrated Report

Statutory Reports

Notes to the Consolidated Financial Statements

Note 46: Employee Benefits (Contd..)

Note 46: Employee Benefits (Contd..)
				Hin Crores
Particulars	Year ended 31st March, 2025			Year ended 31st March, 2024
	Gratuity (Funded)	Gratuity (Unfunded)	Total	Gratuity (Funded)	Gratuity (Unfunded)	Total
vii. Asset information
Insurer managed funds	100%	-	-	100%	-	-
viii. Expected employer's contribution for the next year	41.74	0.10	41.83	41.00	0.07	41.07

The actuarial calculations used to estimate commitments and expenses in respect of gratuity and compensated absences [refer note 46(g)] are based on the following assumptions which if changed, would affect the commitment's size, funding requirements and expense:

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For the year ended For the year ended
Principal actuarial assumptions used
31 [st] March, 2025 31 [st] March, 2024
Financial assumptions:
Discounted rate (per annum) 6.65% to 6.78% 7.19% to 7.24%
Expected rate of return on plan assets 6.65% to 6.78% 7.19% to 7.24%
Expected rate of future salary increase
- For the next 1 year 7% to 9% 7% to 9%
- Thereafter starting from the 2 [nd] /3 [rd] year 5% to 9% 5% to 9%
Demographic assumptions:
Mortality rate (Holding Company) Indian assured lives Indian assured lives
Mortality (2012-14) Mortality (2012-14)
Urban Ultimate
Mortality rate (Indian Domestic Subsidiaries) Indian assured lives Indian assured lives
Mortality (2006-08) Mortality (2006-08)
Ultimate / Urban Ultimate
Retirement age 60 years 60 years
Attrition rate
- For Service 2 years and below 20%-25% 25.00%
- For Service 3 years to 4 years 13%-20% 15%-20%
- For Service 5 years and above 5%-10% 5%-10%
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The estimates of future salary increases, considered in actuarial valuation, take account of inflation, seniority, promotion and other relevant factors, such as supply and demand in employment market. Discount rate and expected rate of return are determined by reference to market yields at the end of the reporting period on government bonds.

The sensitivity analysis below has been determined based on reasonably possible changes of the respective assumptions occurring at the end of the reporting period, while holding all other assumptions constant.

		Hin Crores
Particulars	For the year ended 31st March, 2025	For the year ended 31st March, 2024
Discount rate(1% movement increase)	(26.76)	(26.07) 23.63
Discount rate(1% movement decrease)	33.28

		Hin Crores
Particulars	For the year ended 31st March, 2025	For the year ended 31st March, 2024
Future salary growth (1% movement increase)	34.41	25.04 (26.60) 2.33 (2.60)
Future salary growth (1% movement decrease)	(27.58)
Attrition rate(1% movement increase)	3.29
Attrition rate(1% movement decrease)	(3.69)

The sensitivity analysis presented above may not be representative of the actual change in the defined benefit obligation as it is unlikely that the change in assumptions would occur in isolation of one another as some of the assumptions may be correlated. Furthermore, in presenting the above sensitivity analysis, the present value of the defined benefit obligation has been calculated using

Cipla Limited | Annual Report 2024-25

Caring For Life

Notes to the Consolidated Financial Statements

Note 46: Employee Benefits (Contd..)

the projected unit credit method at the end of the reporting period, which is the same as that applied in calculating the defined benefit obligation liability recognised in the Balance Sheet.

There was no change in the methods and assumptions used in preparing the sensitivity analysis from prior years.

Maturity analysis of the benefit payments from the fund:

		Hin Crores
Projected benefits payable in future years from the date of reporting	As at 31st March, 2025	As at 31st March, 2024
1stfollowing year	37.71	36.60
2ndfollowing year	38.17	29.49
3rdfollowing year	36.29	33.16
4thfollowing year	35.80	31.02
5thfollowing year	35.45	30.42
Sum ofyears 6thto 10th	165.01	140.13
Sum ofyears 11 and above	381.56	341.41

The weighted average duration of the defined plan obligation at the end of the reporting period is 7.38 to 12 years (31[st] March, 2024: 7.47 to 13 years)

e. Table 2: The details of the Group’s defined benefit plans in respect of the owned provident fund trust for the Holding Company based on actuarial report

		Hin Crores
Particulars	31st March, 2025 Provident Fund (Funded Plan)	31st March, 2024 Provident Fund (Funded Plan)
i. Change in defined benefit obligation
Openingdefined benefit obligation	1,437.35	1,304.82
Interest cost	119.92	106.23
Current service cost	55.83	49.37
Employee contribution	130.35	117.07
Liabilitytransferred in	39.13	29.17
Benefitspaid	(192.89)	(198.29)
Actuarial changes arising from changes in demographic assumptions	-	-
Actuarial changes arising from changes in financial assumptions	-	5.13
Actuarial changes arising from changes in experience assumptions	4.20	23.85
Liability at the end of theyear	1,593.89	1,437.35
ii. Change in fair value of assets
Openingfair value ofplan assets	1,441.33	1,307.68
Expected return onplan assets	119.92	106.23
Actuarialgain	4.20	28.98
Contributions byemployer/employee	186.18	166.44
Transfer ofplan assets	39.13	29.17
Benefitspaid	(192.89)	(198.29)

Note 46: Employee Benefits (Contd..)

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H in Crores
31 [st] March, 31 [st] March,
2025 2024
Provident Provident
Particulars
Fund Fund
(Funded (Funded
Plan) Plan)
Other adjustments 0.49 1.12
Closing fair value of plan assets 1,598.36 1,441.33
iii. Amount recognised in balance sheet
Present value of obligations as at (1,593.89) (1,437.35)
year end
Fair value of plan assets as at year 1,598.36 1,441.33
end
Funded status (4.47) (3.98)
Net asset/(liability) recognised - -
iv. Expenses recognised in profit or loss
Current service cost 55.83 49.37
Past service cost - -
Interest cost 119.92 106.23
Expected return on plan assets (119.92) (106.23)
Total expense recognised in profit 55.83 49.37
or loss
v. Actual return on plan assets
Expected return on plan assets 119.92 106.23
Actuarial gain on plan assets 4.20 28.98
Actual return on plan assets 124.12 135.21
vi. Asset information
a. Quoted investments
Investment in PSU bonds 635.14 516.68
Investment in government securities 695.58 680.68
Equity/insurer managed funds/ 202.13 176.10
mutual funds
b. Unquoted investments
Bank special deposit 15.58 15.58
Investment in other securities 49.93 52.29
Total assets at the end of the year 1,598.36 1,441.33
vii. Expected employer's contribution 59.74 52.82
for the next year
viii. Principal actuarial assumptions
used
Discounted rate (per annum) 6.69% 7.20%
Expected rate of return on plan 8.25% 8.25%
assets (per annum)
Expected rate of future salary 9.00% 9.00%
increase (per annum)
Demographic assumptions:
Mortality rate Indian Indian
assured assured
lives lives
Mortality Mortality
(2012-14) (2012-14)
Ultimate Ultimate
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Corporate Overview & Integrated Report Statutory Reports

Notes to the Consolidated Financial Statements

Note 46: Employee Benefits (Contd..)

Note 46: Employee Benefits (Contd..)
Particulars	31st March, 2025 Provident Fund (Funded Plan)	31st March, 2024 Provident Fund (Funded Plan)
Retirement age	60 Years	60 Years
Attrition rate
- For Service 2years and below	25.00%	25.00%
- For Service 3years to 4years	20.00%	20.00%
- For Service 5years and above	10.00%	10.00%

Sensitivity Analysis

Sensitivity Analysis
			Hin Crores
Particulars	31st March, 2025		31st March, 2024
Discount rate	Increase by1%	Decrease by1%	Increase by1%	Decrease by1%
Increase/(decrease)in the defined benefit liability	(53.42)	87.21	(46.57)	76.70
Interest rateguarantee	Increase by1%	Decrease by1%	Increase by1%	Decrease by1%
Increase/(decrease)in the defined benefit liability	81.27	(52.57)	71.53	(45.85)

The sensitivity analysis above has been determined based on reasonable possible changes of the respective assumption occurring at the end of the reporting period while holding all other assumptions constant.

f. There are no amounts included in the Fair Value of Plan Assets (Gratuity and Provident fund):

• Company's own financial instrument

• Property occupied by or other assets used by the Company

The sensitivity analysis presented above may not be representative of the actual change in the projected benefit obligation as it is unlikely that the change in assumptions would occur in isolation of one another as some of the assumptions may be correlated.

Furthermore, in presenting the above sensitivity analysis, the present value of the projected benefit obligation has been calculated using the projected unit credit method at the end of the reporting period, which is the same method as applied in calculating the projected benefit obligation as recognised in the Balance Sheet.

There was no change in the methods and assumptions used in preparing the sensitivity analysis from prior years.

Maturity analysis of the benefit payments from the fund

		Hin Crores
Projected benefits payable in future years from the date of reporting	As at 31st March, 2025	As at 31st March, 2024
1stfollowing year	76.33	102.85
2ndfollowing year	69.87	95.23
3rdfollowing year	64.34	91.50
4thfollowing year	63.82	92.99
5thfollowing year	65.09	101.22
Sum ofyears 6thto 10th	329.72	515.94

g. Compensated absences note:

The Group provides for accumulation of compensated absences by certain categories of its employees. These employees can carry forward a portion of the unutilised compensated absences and utilise them in future periods or receive cash in lieu thereof as per the Group’s policy. The Group records a liability for compensated absences in the period in which the employee renders the services that increases this entitlement. The total liability recorded by the Group towards this obligation was H 186.24 Crores and H 165.08 Crores as at 31[st] March, 2025 and 31[st] March, 2024, respectively.

h. Cash settled share based payment:

Certain employees of the Group are eligible for share based payment awards that are settled in cash. These awards entitle the employees to a cash payment, on the exercise date, subject to vesting upon satisfaction of certain service conditions which range from one to four years. The amount of cash payment is determined based on the price of the Company’s share price at the time of vesting. As of 31[st] March, 2025, there was H 5.89 Crores (31[st] March, 2024: H 20.05 Crores) of total unrecognised compensation cost related to unvested awards. This cost is expected to be recognised over a weighted-average period of 1 year.

This scheme does not involve dealing in or subscribing to or purchasing securities of the Company, directly or indirectly.

Cipla Limited | Annual Report 2024-25

Caring For Life

Notes to the Consolidated Financial Statements

Note 47: Share based payments

1. Parent Company

Cipla Limited

The expense recognised for employee services received during the year is shown in the following table:

		Hin Crores
Particulars	For the year ended 31st March, 2025	For the year ended 31st March, 2024
Expense arisingfrom equitysettled share basedpayment transactions(ESOS and ESAR)	27.43	25.09

A. Employee stock option scheme ('ESOS')

The Company has implemented Employee Stock Option Scheme 2013-A ('ESOS 2013 - A') as approved by the shareholders on 22[nd] August, 2013. The ESOS 2013-A Scheme covers the permanent employees of the Company and its subsidiaries and directors (excluding promoter directors) [collectively 'eligible employees']. The nomination and remuneration committee of the Board of Cipla Limited administers the ESOS 2013-A Scheme and grants stock options to eligible employees.

Details of the options granted during the year ended 31[st] March, 2025 and 31[st] March, 2024 under the Scheme are given below:

Scheme details	Grant date	No. of options granted	Exercise price (J) per option	Vesting period	Exercise period
ESOS 2013 - A	12thMay, 2023	1,37,733	2.00	2 Years	5 Years from vestingdate
ESOS 2013 - A	12thMay, 2023	23,896	2.00	1 Year	Within same calendaryear of vesting
ESOS 2013 - A	10thMay, 2024	16,584	2.00	1 Year	Within same calendaryear of vesting
ESOS 2013 - A	10thMay, 2024	16,584	2.00	1 Year, 11 months	Within same calendaryear of vesting
ESOS 2013 - A	10thMay, 2024	89,110	2.00	2 Years	5 Years from vestingdate

The options are granted at an exercise price, which is in accordance with the relevant SEBI guidelines in force, at the time of such grants. Each option entitles the holder to exercise the right to apply for and seek allotment of one equity share of H 2 each.

Weighted average share price for options exercised during the year 31[st] March, 2025:

Particulars	ESOS - 2013 - A
Weighted average shareprice(H)	1,464.32

Weighted average share price for options exercised during the year 31[st] March, 2024:

Particulars	ESOS - 2013 - A
Weighted average shareprice(H)	1,052.70

Stock option activity under the scheme(s) for the year ended 31[st] March, 2025 is set out below:

ESOS 2013 - A

Particulars	No. of options	Weighted average exercise price (J) per option	Range of exercise price (J) per option	Weighted average remaining contractual life (years)
Outstanding at the beginning of theyear	4,21,584	2.00	2.00	4.32
Granted duringtheyear	1,22,278	2.00	2.00	-
Forfeited/cancelled duringtheyear	(19,169)	2.00	2.00	-
Lapsed duringtheyear	-	2.00	2.00	-
Exercised duringtheyear	(1,42,856)	2.00	2.00	-
Outstanding at the end of theyear	3,81,837	2.00	2.00	4.02
Exercisable at the end of theyear	1,64,824	2.00	2.00	2.85

Corporate Overview & Integrated Report Statutory Reports

Notes to the Consolidated Financial Statements

Note 47: Share based payments (Contd..)

Stock option activity under the scheme(s) for the year ended 31[st] March, 2024 is set out below:

ESOS 2013 - A

Particulars	No. of options	Weighted average exercise price (J) per option	Range of exercise price (J) per option	Weighted average remaining contractual life (years)
Outstanding at the beginning of theyear	4,24,447	2.00	2.00	4.29
Granted duringtheyear	1,61,629	2.00	2.00	-
Forfeited/cancelled duringtheyear	(18,933)	2.00	2.00	-
Lapsed duringtheyear	-	2.00	2.00	-
Exercised duringtheyear	(1,45,559)	2.00	2.00	-
Outstanding at the end of theyear	4,21,584	2.00	2.00	4.32
Exercisable at the end of theyear	1,54,270	2.00	2.00	2.76

The Black Scholes valuation model has been used for computing weighted average fair value considering the following inputs:

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----- Start of picture text -----

ESOS 2013 - A 31 [st] March, 2025 31 [st] March, 2024
Expected dividend yield (%) 0.63% 0.53%
Expected volatility 26.28% 26.46%
Risk-free interest rate 6.99% 6.86%
Weighted average share price ( H ) 1,358.80 943.60
Exercise price ( H ) 2.00 2.00
Expected life of options granted in years 3.77 4.04
Weighted average fair value of options ( H ) 1,325.44 922.12
----- End of picture text -----

B. Employee Stock Appreciation Rights ("ESAR") Scheme

The Company has implemented “Cipla Employee Stock Appreciation Rights Scheme 2021 (‘ESAR 2021/the Scheme’)” as approved by the shareholders by postal ballot on 25[th] March, 2021. The Scheme covers the employees who are in permanent employment, including director(s) other than independent directors of the Company and its subsidiaries [collectively “eligible employees”]. The nomination and remuneration committee of the Board of Cipla Limited will administer this scheme and grant ESARs to the eligible employees. Further, the maximum number of Employee Stock Appreciation Rights (ESARs) that may be granted under the Scheme shall not exceed 1,75,00,000 and the maximum number of equity shares that may be issued towards appreciation of the ESARs to be granted under the Scheme shall not exceed 33,00,000 shares of H 2 each, i.e. face value. As per the terms of the ESAR Scheme, each ESAR will be settled by the issue of shares and hence been accounted as equity settled.

Details of the ESAR granted during the years ended 31[st] March, 2025 and 31[st] March, 2024 under the Scheme are given below:

Scheme details	Grant date	No. of options granted	Exercise price (J) per option	Vesting period	Fair value at grant date	Exercise period
ESAR 2021	12thMay, 2023	3,87,836	2.00	3 Years graded vesting 1 Year 3 Years graded vesting 1 Year 1 Year, 11 months	330.42	5 Years from vesting date
ESAR 2021	12thMay, 2023	76,821	2.00		292.89	5 Years from vestingdate
ESAR 2021	10thMay, 2024	2,93,393	2.00		435.45	5 Years from vesting date
ESAR 2021	10thMay, 2024	63,746	2.00		352.97	5 Years from vestingdate
ESAR 2021	10thMay, 2024	50,659	2.00		444.15	5 Years from vestingdate

Weighted average share price for ESAR exercised during the year 31[st] March, 2025:

Weighted average share price for ESAR exercised during the year 31st March, 2025:
Particulars	ESAR - 2021
Weighted average shareprice(H)	1,496.51

Cipla Limited | Annual Report 2024-25

Caring For Life

Notes to the Consolidated Financial Statements

Note 47: Share based payments (Contd..)

Weighted average share price for ESAR exercised during the year 31[st] March, 2024:

Note 47: Share based payments (Contd..) Weighted average share price for ESAR exercised during the year 31st March, 2024:
Particulars	ESAR - 2021
Weighted average shareprice(H)	1,221.95

Stock option activity under the scheme(s) for the year ended 31[st] March, 2025 is set out below:

ESAR 2021

Particulars	No. of options	Weighted average exercise price (base price) (J) per option	Range of exercise price (base price) (J) per option	Weighted average remaining contractual life (years)
Outstanding at the beginning of theyear	7,49,785	941.11	913.38-1,139.34	5.58
Granted duringtheyear	4,07,798	1,390.90	1,390.90	-
Forfeited/cancelled duringtheyear	(60,595)	1,058.73	913.38 - 1,390.90	-
Lapsed duringtheyear	-	-	-	-
Exercised duringtheyear*	(2,60,402)	932.87	913.38 - 984.67	-
Outstanding at the end of theyear	8,36,586	1,154.41	913.38-1,390.90	5.32
Exercisable at the end of theyear	1,90,074	959.82	913.38-1,139.34	3.83

*Number of shares are issued against option exercised based formula as defined in ESAR scheme 2021

Stock option activity under the scheme(s) for the year ended 31[st] March, 2024 is set out below:

ESAR 2021

Particulars	No. of options	Weighted average exercise price (base price) (J) per option	Range of exercise price (base price) (J) per option	Weighted average remaining contractual life (years)
Outstanding at the beginning of theyear	7,00,755	956.17	913.38 - 1,139.34	5.38
Granted duringtheyear	4,64,657	918.77	918.77	-
Forfeited/cancelled duringtheyear	(50,285)	937.64	913.38 - 984.67	-
Lapsed duringtheyear	-	-	-	-
Exercised duringtheyear*	(3,65,342)	942.06	913.38 - 984.67	-
Outstanding at the end of theyear	7,49,785	941.11	913.38 - 1,139.34	5.58
Exercisable at the end of theyear	80,824	957.00	913.38-1,139.34	3.91

• Number of shares are issued against options exercised based on formula as defined in ESAR scheme 2021.

The Black Scholes valuation model has been used for computing weighted average fair value considering the following inputs:

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----- Start of picture text -----

Particulars 31 [st] March, 2025 31 [st] March, 2024
Expected dividend yield (%) 0.63% 0.53%
Expected volatility 25.98% 27.74%
Risk-free interest rate 7.02% 6.85%
Weighted average share price ( H ) 1,358.80 943.60
Exercise price ( H ) 1,390.90 918.77
Expected life of options granted in years 4.33 4.34
Weighted average fair value of options ( H ) 423.64 324.21
----- End of picture text -----

Corporate Overview & Integrated Report Statutory Reports

Notes to the Consolidated Financial Statements

Note 47: Share based payments (Contd..)

2. Subsidiary Company

Cipla Health Limited

The expense recognised for employee services received during the year is shown in the following table:

		Hin Crores
Particulars	For the year ended 31st March, 2025	For the year ended 31st March, 2024
Expense arisingfrom equitysettled share basedpayment transactions(ESAR)	19.91	21.07

Employee Stock Appreciation Rights (‘ESAR’) Scheme

The Subsidiary Company has implemented "Cipla Employee Stock Appreciation Rights Scheme 2021 (‘ESAR Scheme 2021/the Scheme’)" as approved by the shareholders on 1[st] September, 2021. The Scheme covers all the employees who are in permanent employment, including director(s) other than independent directors of the Company and employee who is a Promoter or a person who belongs to the Promoter Group [collectively "eligible employees"]. The Nomination and Remuneration Committee of the Board (‘NRC’) administers this scheme and grants ESARs to the eligible employees. Further, the maximum number of Employee Stock Appreciation Rights (‘ESARs’) that may be granted under the Scheme shall not exceed 1,02,800 and the maximum number of equity shares that may be issued towards appreciation of the ESARs to be granted under the Scheme shall not exceed 60,700 of H 10 each, i.e. face value. As per the terms of the ESAR Scheme, each ESAR can be settled by the issue of shares or through cash. Based on management estimate these have been accounted as equity settled. NRC is entitled to determine the vesting schedule for ESAR as the NRC deems fit. ESARs that are not exercised within the applicable exercise period will automatically lapse.

On the recommendation of the NRC dated 3[rd] June, 2024, the Board of Directors of Subsidiary company has approved to extend exercise period of the ESARs granted under the scheme by one year i.e. till 31[st] March, 2026 and the Scheme Benefit can be settled by the issue of shares or through cash as per the fair market value based on the financial statements of financial year 2025-2026 considering other terms as mentioned in amended scheme. The impact of such a change in the incremental fair valuation of the ESARs option amounting to H 0.63 Crores (31[st] March, 2024, : Nil) have been accounted as ESAR expense in the current year.

During the year ended 31[st] March, 2025 and 31[st] March , 2024 no ESARs’ were granted by the Subsidiary Company.

Particulars		As at 31st March, 2025	As at 31st March, 2025
	No. of options	Weighted average exercise price (base price) (J) per option	Range of exercise price (base price) (J) per option	Weighted average remaining contractual life (years)
Outstanding at the beginning of theyear	71,047	20,192.48	20,192.48	1.79
Granted duringtheyear	-	-	-	-
Forfeited/Cancelled duringtheyear	-	-	-	-
Exercised duringtheyear(settled in cash)	-	-	-	-
Outstanding at the end of theyear	71,047	20,192.48	20,192.48	0.91
Exercisable at the end of theyear	24,139	20,192.48	20,192.48	-
Particulars		As at 31st March, 2024
	No. of options	Weighted average exercise price (base price) (J) per option	Range of exercise price (base price) (J) per option	Weighted average remaining contractual life (years)
Outstanding at the beginning of theyear	73,875	20,044.09	20,044.09	2.50
Granted duringtheyear	-	-	-	-
Forfeited/Cancelled duringtheyear	(1,464)	16,316.00	16,316.00	-
Exercised duringtheyear(settled in cash)	(1,364)	16,316.00	16,316.00	-
Outstanding at the end of theyear	71,047	20,192.48	20,192.48	1.79
Exercisable at the end of theyear	18,025	16,465.56	16,465.56	-

Cipla Limited | Annual Report 2024-25

Caring For Life

Notes to the Consolidated Financial Statements

Note 47: Share based payments (Contd..)

The following table lists the inputs to the models used for the years in which the ESARs was granted:

in which the ESARs was granted:
Particulars	As at 31st March, 2025	As at 31st March, 2024
Expected dividendyield(%)	0%	0%
Expected volatility (%)	24.30% - 25.34%	24.20% - 23.69%
Risk free investment rate(%)	6.87%	6.84%
Exercise price at date of grant	H16,316 to H22,101	H16,316 to H22,101
Share price at date of grant	H16,316 to H22,101	H16,316 to H22,101
Vesting period	1 -4years	1 -4years
Exercise period	At the time of liquidityevent	At the time of liquidityevent
Model used	Black Scholes	Black Scholes

The effect of Share based payment transactions on the entity's profit for the period and earnings per share is presented below:

Particulars	31st March, 2025	31st March, 2024
Profit after tax as reported (Hin Crores)	5,272.52	4,121.55
Share based payment expense (Hin Crores)	47.34	46.16
Earnings per share adjusted
Basic(H)	65.88	51.63
Diluted(H)	65.82	51.58

Note 48: Related party disclosures

Information on related party transactions as required by Ind AS 24 - Related Party Disclosures for the year ended 31[st] March, 2025

A. Associates

Note 48: Related party disclosures (Contd..)

B. Key Management Personnel (KMP)

Samina Hamied - Executive Vice-Chairperson (Resigned w.e.f. close of business hours on 31[st] March, 2024)

Umang Vohra - Managing Director and Global Chief Executive Officer

Ashish Adukia - Global Chief Financial Officer

Non-executive Chairman and Non-executive Vice Chairman

C.

Dr Y K Hamied, Chairman

M K Hamied, Vice Chairman (Resigned w.e.f. close of business hours of 29[th] October, 2024)

Non executive Directors

D.

Kamil Hamied (w.e.f 1[st] November, 2024)

Ashok Sinha (Retired w.e.f. 3[rd] September, 2024)

Adil Zainulbhai

Punita Lal (Retired w.e.f. 13[th] November, 2024)

Dr Peter Mugyenyi (Resigned w.e.f. 13[th] May, 2023)

S Radhakrishnan (Retired w.e.f. conclusion of AGM held on 20[th] August, 2024)

Robert Stewart

P R Ramesh

Dr Mandar Vaidya

Samina Hamied (w.e.f. 1[st] April, 2024 till close of business hours of 29[th] October, 2024)

Dr Balram Bhargava (w.e.f. 1[st] April, 2024)

Maya Hari (w.e.f 1[st] November, 2024)

Sharmila Paranjpe (w.e.f 1[st] September, 2024)

Abhijit Joshi (w.e.f 3[rd] September, 2024)

Stempeutics Research Private Limited

Brandmed (Pty) Limited

AMPSolar Power Systems Private Limited

GoApptiv Private Limited (Stake increased from 22.02% to 22.99% w.e.f. 31[st] January, 2024)

E. Entities over which the Company is able to exercise significant influence/control

Cipla Employees Stock Option Trust (De-registered)

Cipla Health Employees Stock Option Trust

The Cipla Empowerment Trust

Iconphygital Private Limited (Wholly owned subsidiary of GoApptiv Private Limited)

Pactiv Healthcare Private Limited (Wholly owned subsidiary of GoApptiv Private Limited w.e.f. from 26[th] July, 2023)

Clean Max Auriga Power LLP

F.

The Cipla Foundation (SA)

Entities over which the KMP or their relatives is able to exercise significant influence/control

Chest Research Foundation (formerly known as Hamied Foundation)

AMP Energy Green Eleven Private Limited

Achira Labs Private Limited

MKC Biotherapeutics Inc. (Incorporated w.e.f. 27[th] February, 2024)

Cipla Foundation

Cipla Cancer & AIDS Foundation

Postcard media (Upto 20[th] August, 2024)

Corporate Overview & Integrated Report Statutory Reports

Notes to the Consolidated Financial Statements

Note 48: Related party disclosures (Contd..)

Note 48: Related party disclosures (Contd..)

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----- Start of picture text -----

G. Post-employment benefit trusts H in Crores
Cipla Limited Employees Provident Fund For the year For the year
ended ended
Cipla Limited Employees Gratuity Fund Particulars 31 [st] March, 31 [st] March,
Cipla Pharma and Life Sciences Limited Employees 2025 2024
Gratuity Fund E. Contribution to provident fund and
other fund
Goldencross Pharma Private Limited Employees Group
Cipla Health Limited Employees 3.00 2.00
Gratuity Fund
Gratuity Scheme
Meditab Specialities Limited Employees Comprehensive Cipla Limited Employees Gratuity Fund 129.00 32.00
Gratuity Scheme Cipla Limited Employees Provident 55.83 49.37
Fund (To the extent of employer
Medispray Laboratories Private Limited Employees contribution)
Comprehensive Gratuity Scheme Sitec Labs Private Limited (0.59) (0.10)
Sitec Labs Private Limited Employees Group Gratuity Scheme Employees Group Gratuity Scheme
Cipla Pharma and Life Sciences (0.11) 0.04
Cipla Health Limited Employees Gratuity Scheme Limited Employees Gratuity Fund
Jay Precision Pharmaceuticals Employees Group Gratuity Trust Goldencross Pharma Ltd Employees (0.35) (0.41)
Group Gratuity Fund
Disclosure in respect of related parties Jay Precision Pharmaceuticals 0.24 0.77
Group Gratuity Fund
During the year, the following transactions were carried out with
Medispray Laboratories Private (0.50) (0.47)
the related parties in the ordinary course of business:
Limited Employees Comprehensive
H in Crores
Gratuity Scheme
For the year For the year Meditab Specialities Limited Employees (0.02) (0.16)
Particulars ended ended Comprehensive Gratuity Scheme
31 [st] March, 31 [st] March, 186.50 83.04
2025 2024 F. Service Charges and
A. Investment in equity shares of reimbursement paid
Associates GoApptiv Private Limited 33.22 30.49
GoApptiv Private Limited (refer note 6) - 7.00 Stempeutics Research Private Limited 0.65 2.55
Stempeutics Research Private 10.31 - 33.87 33.04
Limited (refer note 6) G. Donations given
MKC Biotherapeutics Inc. (refer note 6) 14.32 - Cipla Foundation 72.08 61.19
24.63 7.00 The Cipla Foundation (SA) 7.11 10.54
B. Investment in Compulsory 79.19 71.73
Convertible Preference Share of H. Rent Received
Associates Dr Y K Hamied ( H 20,040/- in both 0.00 0.00
GoApptiv Private Limited (refer note 6) - 35.00 the years)
- 35.00 0.00 0.00
C. Investment in Optionally I. Interest Income
Convertible (Redeemable) GoApptiv Private Limited - 0.01
Preference Shares of Associates Brandmed (Pty) Limited 1.84 1.38
Achira Labs Private Limited 6.00 -
1.84 1.39
(refer note 6) J. Electricity charges paid
6.00 -
AMP Solar Power Systems Private 16.12 17.88
D. Remuneration to Key Management Limited
Personnel and Directors [#]
AMP Energy Green Eleven Private 8.28 9.62
Short-term employee benefits 41.84 44.92
Limited
Post-employment benefits* 0.64 2.72
Other long-term benefits - - Clean Max Auriga Power LLP 8.12 8.83
32.52 36.33
Employee share based payments 7.53 6.50
50.01 54.14 K. Payable to Key Management 17.36 12.73
Personnel and Directors (Performance
Includes remuneration (sitting fee, commission etc) to Non-executive Bonus and Commission)
directors amounting to H 19.04 Crores (31 [st] March, 2024: H 15.72 Crores) L. Dividend Paid to Key Management 244.13 167.27
Expenses towards gratuity, compensated absences and premium paid for Personnel and Directors
Group health insurance has not been considered in above information as a M. Contribution payable to provident/
separate actuarial valuation/premium paid are not available. gratuity fund
#Remuneration reported pertains to the amount paid during the period Remuneration reported pertains to the amount paid during the period Cipla Limited Employees Provident 15.64 13.85
including variable pay of previous year, ESOP/ESAR exercised during the fund
year ended 31 [[st]] March, 2025 but does not include provisions towards variable Cipla Health Limited Employees (0.08) 1.63
pay, share based payment expenses as per Ind AS 102, etc. Gratuity Scheme
----- End of picture text -----*

Remuneration reported pertains to the amount paid during the period Remuneration reported pertains to the amount paid during the period including variable pay of previous year, ESOP/ESAR exercised during the year ended 31[[st]] March, 2025 but does not include provisions towards variable pay, share based payment expenses as per Ind AS 102, etc.

Cipla Limited | Annual Report 2024-25

Caring For Life

Notes to the Consolidated Financial Statements

Note 48: Related party disclosures (Contd..)

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----- Start of picture text -----

H in Crores
For the year For the year
ended ended
Particulars
31 [st] March, 31 [st] March,
2025 2024
Cipla Pharma and Life Sciences 1.72 0.06
Limited Employees Gratuity Fund
Jay Precision Pharmaceuticals 0.08 0.02
Group Gratuity Fund
Meditab Specialities Limited Employees 2.07 0.85
Comprehensive Gratuity Scheme
Cipla Limited Employees Gratuity fund 9.82 86.34
Sitec Labs Private Limited 5.79 4.27
Employees Group Gratuity Scheme
Goldencross Pharma Private Limited 2.99 2.11
Employees Group Gratuity Fund
Medispray Laboratories Private 9.39 6.90
Limited Employees Comprehensive
Gratuity Scheme
47.42 116.03
N. Payable to associates and others
GoApptiv Private Limited 7.89 1.20
Stempeutics Research Private Limited 1.15 2.64
Clean Max Auriga Power LLP 0.11 -
AMP Solar Power Systems Private 0.17 0.63
Limited
AMP Energy Green Eleven Private 1.72 0.60
Limited
Postcard media - 0.02
11.04 5.09
O. Purchase of goods
Postcard media 0.04 0.04
Stempeutics Research Private Limited 5.61 2.95
5.65 2.99
P. Loan given
Brandmed (Pty) Limited - 8.84
- 8.84
Q. Outstanding receivables
Cipla Foundation 0.33 0.15
The Cipla Foundation (SA) 0.64 0.19
Clean Max Auriga Power LLP - 0.01
Achira Labs Private Limited 0.03 -
GoApptiv Private Limited 0.12 -
1.12 0.35
R. Purchase of Fixed Assets
Stempeutics Research Private Limited 6.00 -
6.00 -
S. Reimbursement charges received
The Cipla Foundation (SA) 0.44 0.13
0.44 0.13
T. Sale of goods or services
GoApptiv Private Limited 0.11 0.67
0.11 0.67
U. Distribution
The Cipla Foundation (SA) 0.23 0.22
0.23 0.22
V. Loan Receivable from Associate
Brandmed (Pty) Limited 20.16 16.98
20.16 16.98
----- End of picture text -----

Note 48: Related party disclosures (Contd..)

1. All related party transactions entered during the year were in ordinary course of the business and on arms length basis. Outstanding balances at the year end are unsecured and settlement occurs in cash.

2. Equity (or equity like) investments by the Group are not considered for related party disclosure under balances as these are not considered ”outstanding” exposures. Refer note 6 and 7 for the same.

3. Names of related party and related party relationships, are disclosed where transactions have taken place during the reporting period / balances are outstanding as at such date, and for all parties in the case of relationship of control and significant influence.

Note 49: Corporate social responsibility (CSR) expenditure

The Holding Company meets the criteria specified under Section 135 of the Companies Act, 2013 and has formed a Corporate Social Responsibility (CSR) Committee to monitor the CSR activities implemented as per the CSR Policy of the Holding Company. The Holding Company and some of its Indian Subsidiaries spends in each financial year at least 2% of its average net profit for the immediately preceding three financial years as per provisions of Section 135 of the Act and in compliance of its CSR policy. The funds allocated are utilized through the year on the activities which are specified in Schedule VII of the Act. Key focus areas for CSR activities include Health, Education, Skilling, Environmental Sustainability, Disaster Response, Rural development projects, Research and Development and any other activity permissible under Schedule VII of the Act.

		Hin Crores
Particulars	For the year ended 31st March, 2025	For the year ended 31st March, 2024
A) Amount required to be spent by the Groupduringtheyear#	84.65	72.58
B) Amount of expenditure incurred on construction/acquisition of assets	5.53	8.66
C) Amount of expenditure incurred on purposes other than(B)above# &**	79.14	63.83
D)Shortfall at the end of theyear	-	-
E) Details of relatedpartytransactions*	72.08	61.19
F)Balance carryforward:
Openingbalance	0.69	0.78
Addition duringtheyear	84.67	72.49
Utilised during the year (including excess spend ofpreviousyear)	(84.65)	(72.58)
Closing balance	0.71	0.69

*This includes contribution to Cipla Foundation, which is a trust, with focus on Health, Education, Skilling, Environmental Sustainability etc. #Includes interest of H 0.49 crores (31st March, 2024: H 0.27 crores) arising out of the CSR projects.

Note:

1. Amount mentioned as “0.00” denotes value less than H 1 lakh.

Corporate Overview & Integrated Report Statutory Reports

Notes to the Consolidated Financial Statements

Note 49: Corporate social responsibility (CSR) expenditure (Contd..)

The Group will be setting off the excess spend of H 0.71 crores (31[st] March, 2024 H 0.69 crores) during the year 2024-25 against the next year's CSR obligation.

**Addition during the year includes CSR amount of H 4.75 Crores towards an ongoing project which has been deposited in a special account designated as “Unspent Corporate Social Responsibility” Account. There is an ongoing project as at 31[st] March, 2025 while there were no ongoing project as at 31[st] March, 2024.

Note 50: Reclassification note

The figures for the corresponding previous year have been regrouped/reclassified wherever necessary, to make them comparable. The impact of such reclassifications/regroupings is not material to the consolidated financial statements.

Note 51: Subsequent events

There are no other material subsequent events that occurred after the reporting date.

Note 52: Impact of Code on Social Security, 2020

The Code on Social Security, 2020 (‘Code’) relating to employee benefits during employment and post-employment benefits received Presidential assent in September 2020. The Code has been published in the Gazette of India. However, the date on which the Code will come into effect has not been notified. The Group will assess the impact of the Code when it comes into effect and will record any related impact in the period the Code becomes effective.

Note 53: Restructuring operations

• a) The Board in its meeting held on 6[th] November, 2023 had approved the transfer of Generics Business Undertaking as a going concern on a slump sale basis to Cipla Pharma and Life Sciences Limited (CPLS), a wholly owned subsidiary of the Holding Company. The Holding Company and CPLS have successfully completed business transfer as agreed under Business Transfer Agreement with closing date of 29[th] February, 2024.

• b) Pursuant to board resolution passed on 22[nd] March, 2024, Cipla Technologies LLC a wholly owned step down subsidiary got merged with Cipla USA Inc, another wholly owned step down subsidiary w.e.f. closing date of 31[st] March, 2024.

Note 54: Unforeseeable losses

The Group has a process whereby periodically all long-term contracts (including derivative contracts) are assessed for material foreseeable losses. At the year end, the Group did not have any long-term contracts (including derivative contracts) for which there were any material foreseeable losses.

Note 55: Additional disclosure with respect to amendment to Schedule III

• a. The entities included in group, covered under the Act, do not have any Benami property, where any proceeding has been initiated or pending against them for holding any Benami property.

Note 55: Additional disclosure with respect to amendment to Schedule III (Contd..)

• b. The entities included in group, covered under the Act, do not have any such transaction which is not recorded in the books of accounts that has been surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act, 1961 (such as, search or survey or any other relevant provisions of the Income Tax Act, 1961).

• c. The entities included in group, covered under the Act, has not been declared a wilful defaulter by any bank or financial institution or other lender (as defined under the Companies Act, 2013) or consortium thereof, in accordance with the guidelines on wilful defaulters issued by the Reserve Bank of India.

• d. The entities included in group, covered under the Act, do not have any charges or satisfaction which is yet to be registered with Registrar of Companies (ROC) beyond the statutory period.

• e. The entities included in group, covered under the Act, have not traded or invested in crypto currency or virtual currency during the financial year.

• f. The entities included in group, covered under the Act, has not received any fund from any person(s) or entity(ies), including foreign entities (Funding Party) with the understanding (whether recorded in writing or otherwise) that the Company shall :

• (i) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (Ultimate Beneficiaries); or

• (ii) provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries

• g. The entities included in group, covered under the Act, have not entered into any scheme of arrangement which has an accounting impact on the current or previous financial year.

• h. The entities included in group, covered under the Act, have complied with the number of layers prescribed under the Companies Act, 2013.

• i. The Group does not have any transaction with companies struck off under section 248 of the Companies Act, 2013 or section 560 of the Companies Act, 1956 as of and for the year ended 31[st] March, 2025 and 31[st] March 2024.

• j. The entities included in group, covered under the Act, has not invested or advanced or loaned funds to any other person(s) or entity(ies), including foreign entities (Intermediaries) with the understanding that the Intermediary shall:

• (a) directly or indirectly lend in other persons or entities identified in any manner whatsoever by or on behalf of the group (Ultimate Beneficiaries) or

• (b) provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries.

Cipla Limited | Annual Report 2024-25

Caring For Life

Notes to the Consolidated Financial Statements

Note 56: Segment Information

Operating segments are reported in a manner consistent with the internal reporting provided to the Chief Operating Decision Maker (“CODM”). The CODM is the Chief Executive Officer of the Group, who assesses the financial performance and position of the Group and makes strategic decisions. The Group’s reportable segments are as follows:

• 1 Pharmaceuticals - This segment develops, manufactures, sells and distributes generic or branded generic medicines as well as Active Pharmaceutical Ingredients (“API”).

• 2 New ventures - This includes the operations of the Company, a consumer healthcare, Biosimilars and speciality business.

The CODM reviews revenue and gross profit as the performance indicator, and does not review the total assets and liabilities for each reportable segment.

The measurement of each segment’s revenues, expenses and assets is consistent with the accounting policies that are used in preparation of the Group’s consolidated financial statements.

		Hin Crores
Particulars	For the year ended 31st March, 2025	For the year ended 31st March, 2024
Segment wise revenue and results
Segment revenues:
a)Pharmaceuticals	26,446.33	24,842.46
b)New ventures	1,303.36	1,111.72
Total	27,749.69	25,954.18
Less: Inter segment revenue	202.07	180.09
Total Income from Operations	27,547.62	25,774.09
Segment results:
Profit/(loss) before tax and interest from each segment

Note 56: Segment Information (Contd..)

		Hin Crores
Particulars	For the year ended 31st March, 2025	For the year ended 31st March, 2024
a)Pharmaceuticals	6,872.29	6,055.74
b)New ventures	10.53	(69.14)
Total	6,882.82	5,986.60
Less: Finance cost	62.01	89.88
Profit (+)/loss (-) before exceptional items and tax	6,820.81	5,896.72
Less: Exceptional items - New ventures (refer note 39(b))	-	194.82
Totalprofit/(loss) before tax	6,820.81	5,701.90

Segment assets and liabilities

As certain assets and liabilities are deployed interchangeably across segments, it is not practically possible to allocate those assets and liabilities to each segment. Hence, the details of assets and liabilities have not been disclosed in the above table.

The Management also evaluates the Group’s revenue performance based on geographical segments. The Group’s geographical segments are as follows:

• 1 India

• 2 United States of America

• 3 One Africa

• 4 Rest of the world

The geographical segments derives their revenues from the sale of pharmaceuticals products (generics, speciality) and milestone payments. The Management reviews revenue as the performance indicator, and does not review the total assets and liabilities for each reportable segment.

Note 56: Segment Information (Contd..)

Analysis of Revenue from operations (including other operating revenue) (by customer's location)

					Hin Crores
Year	India	United States of America	One Africa	Rest of the World	Total
2025	11,614.67	7,899.01	3,826.48	4,207.46	27,547.62
2024	10,873.21	7,501.55	3,666.07	3,733.26	25,774.09

Analysis of non-current assets (excluding investment in associates, income tax and deferred tax assets, loans and financial assets) (by assets location)

assets location)
					Hin Crores
Year	India	United States of America	One Africa	Rest of the World	Total
2025	5,969.27	3,481.89	2,164.87	394.22	12,010.25
2024	5,196.32	3,320.16	2,092.21	448.50	11,057.19

Information about major customer

No single external customer represents 10% or more of the Group’s total revenue for the years ended 31[st] March, 2025 and 31[st] March, 2024, respectively.

Corporate Overview & Integrated Report Statutory Reports

Notes to the Consolidated Financial Statements

Note 57: Acquisition of subsidiary/business undertaking

(i) Acquisition of Business undertaking ("Astaberry")

On 15[th] April, 2024, Cipla Health Limited, a wholly owned subsidiary of the Company has signed a business transfer agreement for purchase of the distribution and marketing business undertaking of cosmetics and personal care business from lvia Beaute Private Limited, through a slump sale arrangement on a going concern basis for an upfront purchase consideration of H 130 Crores and a deferred consideration upto a maximum of H 110 Crores payable in next 3 years based on certain milestone achievement.

The primary reason for such an acquisition by the Company is to expand it's product portfolio and further strengthen it's position in the market.

A. Consideration transferred

The following table summaries the acquisition date fair value of consideration transferred:

Particulars	Jin Crores
Amount settled in cash	130.00
Fair value of contingent consideration	0.93
Totalpurchase consideration	130.93

B. Recognised amounts of identifiable net assets

The following table summarises the recognised amounts of assets acquired and liabilities assumed at the date of acquisition:

Particulars	Jin Crores
PropertyPlant and Equipment	0.03
AstaberryBrand	74.50
Distribution Network	9.01
Technical know-how	9.70
Non-compete	9.19
Trade and other receivables(net)	3.56
Inventories	1.54
Total assets	107.53
LongTerm Provisions	(0.13)
Other current liabilities	(0.09)
Total liabilities	(0.22)
Net identifiable assets acquired	107.31

C. Goodwill

Note 57: Acquisition of subsidiary/business undertaking (Contd..)

D. Consideration transferred (net)

D. Consideration transferred (net) undertaking(Contd..)
Particulars	Jin Crores
Cashpaid	130.00
Less: cash and cash equivalents balance acquired	0.00
Net cash outflow on acquisition	130.00

Impact of acquisition on the results of the Group:

From the date of acquisition, Astaberry has contributed H 60.96 Crores to revenue from operations and a loss of H (5.15) Crores to profit before tax.

Had the acquisition been effected at 1[st] April, 2024, the revenue of the Company would have been higher by H 6.90 Crores and profit before tax would be higher by H 0.60 Crores for the year ended 31[st] March 2025.

(ii) Acquisition of Actor Proprietary Limited

On 4[th] September, 2023, Cipla Medpro South Africa (Pty) Ltd., a wholly owned subsidiary of the Company, signed a binding term sheet with Actor Holdings (Pty) Ltd. for the acquisition of a 100% equity stake (1000 shares of ZAR 1 each) in Actor Pharma (Pty) Ltd. (“Actor Pharma”). The acquisition transaction had been completed, upon fulfilment of all closing conditions on 7[th] February, 2024. Actor Pharma is a privately owned pharmaceutical company specialising in consumer health and generic medicine. Actor specializes in OTC and generic medicine, where they have established strong consumer brands, and identified niche prescription markets in categories of women’s health, nasal, cough cold and baby children. The primary reason for the acquisition was to grow product portfolio and strengthen market position in our both over the counter and prescriptions therapeutic area.

A. Consideration transferred

The following table summarises the acquisition date fair value of consideration transferred:

Particulars	Jin Crores
Amount settled in cash	305.90
Deferred consideration(refer note below)	87.40
Fair value of consideration transferred	393.30

Goodwill arising from the acquisition has been recognised as follows:

Particulars	Jin Crores
Purchase consideration	130.93
Less: Net identifiable assets acquired	(107.31)
Goodwill	23.62

Deferred consideration on acquisition of Actor amounting to H 87.40 Crores apportioned as follow:

• H 66.23 Crores to be paid on achievement of milestones as defined in the agreement. These funds are invested in a restricted Escrow account and will be released upon conclusion of the events as set out in the Share Purchase Agreement, to the satisfaction of both parties.

Cipla Limited | Annual Report 2024-25

Caring For Life

Notes to the Consolidated Financial Statements

Note 57: Acquisition of subsidiary/business undertaking (Contd..)

• H 21.17 Crores has been with held for any working capital adjustments which need to be calculated and agreed within 3 months from Closing Date. The Group management expects that these amount will be settled within a year.

B. Recognised amounts of identifiable net assets

The following table summarises the recognised amounts of assets acquired and liabilities assumed at the date of acquisition:

Particulars	Jin Crores
Property,plant and equipment	0.08
Other Intangible assets	282.46
Other financial assets	4.51
Inventories	22.72
Trade and other receivables	19.03
Cash and cash equivalents	5.01
Total assets	333.81
Deferred tax liability	(75.59)
Trade and otherpayables	(7.96)
Current taxpayable	(4.33)
Total liabilities	(87.88)
Net identifiable assets acquired	245.93

C. Goodwill

Goodwill arising from the acquisition has been recognised as follows:

Particulars	Jin Crores
Purchase consideration	393.30
Less: Net identifiable assets acquired	(245.93)
Goodwill	147.37

D. Consideration transferred (net)

Particulars	Jin Crores
Cashpaid	305.90
Less: cash and cash equivalents balance acquired	(5.01)
Net cash outflow on acquisition	300.89

Impact of acquisition on the results of the Group in the previous year :

From the date of acquisition, Actor Pharma has contributed H 27.19 Crores to revenue from operations and a loss of H (2.30) Crores to profit before tax.

Had the acquisition been effected at 1[st] April, 2023, the revenue of the Company would have been higher by H 80.69 Crores and profit before tax would be higher by H 17.25 Crores for the year ended 31[st] March, 2024.

Note 58: Disposal of subsidiaries

(i) Disposal of Cipla Quality Chemical Industries Limited (CQCIL), Uganda

Pursuant to the execution of the Share Purchase Agreement dated 13[th] March, 2023, between the Company and its wholly owned subsidiaries, Cipla (EU) Limited and Meditab Holdings Limited, the Company had divested its 51.18% stake held in Cipla Quality Chemical Industries Limited (CQCIL), Uganda for a consideration of H 208.46 Crores (USD 25 million). Since CQCIL ceased to be a subsidiary company, the Group had derecognised all assets and liabilities and non-controlling interest as per Ind AS 110 "Consolidated Financial Statements".

A. Consideration

Particulars	Jin Crores
Consideration received	208.46

B. Analysis of asset and liabilities over which control was lost

Particulars	Jin Crores
Non-current assets(includingGoodwill)	166.21
Current assets	250.21
Total Assets	416.42
Non-current liabilities	16.45
Current liabilities	127.05
Total liabilities	143.50
Net assets disposed off	272.92

C. Gain on disposal of a subsidiary

Particulars	Jin Crores
Consideration	208.46
Net assets disposed off	(272.92)
Non-ControllingInterest	189.99
Gain on sale before reclassification of foreign currency translation reserve	125.53
Reclassification of foreign currency translation reserve	(143.81)
Loss on sale	(18.28)

D. Net cash inflow on disposal of a subsidiary

Particulars	Jin Crores
Consideration received in cash and cash equivalents	208.46
Less: cash and cash equivalent balances disposed of	(135.67)
Net cash inflow on disposal of a subsidiary	72.79

Corporate Overview & Integrated Report Statutory Reports

Notes to the Consolidated Financial Statements

Note 58: Disposal of subsidiaries (Contd..)

(ii) Disposal of Saba Investment Limited, UAE (“Saba”)

Pursuant to the execution of the Share Purchase Agreement dated 28[th] September, 2023 between the Company, Saba Investment Limited, UAE (“Saba”) and Shibham Group Holding Limited, UAE, the Company had divested its 51% stake held in Saba for a consideration of H 49.82 Crores (USD 6 million). Since, Saba and its subsidiaries ceased to be subsidiary companies with effect from 29[th] September, 2023, the Group had de-recognised all assets and liabilities and non-controlling interest as per Ind AS 110 “Consolidated Financial Statements”.

A. Consideration

A. Consideration
Particulars	Jin Crores
Consideration received	49.82

B. Analysis of asset and liabilities over which control was lost

Particulars	Jin Crores
Non-current assets	56.85
Current assets	32.34
Total assets	89.19
Non-current liabilities	-
Current liabilities	35.10
Total liabilities	35.10
Net assets disposed off	54.09

Note 58: Disposal of subsidiaries (Contd..)

C. Gain on disposal of a subsidiary

C. Gain on disposal of a subsidiary
Particulars	Jin Crores
Consideration	49.82
Net assets disposed off	(54.09)
Non-controllingInterest	44.29
Gain on sale before reclassification of foreign currency translation reserve	40.02
Reclassification of foreign currency translation reserve	(20.80)
Profit on sale	19.22

D. Net cash inflow on disposal of a subsidiary

Particulars	Jin Crores
Consideration received in cash and cash equivalents	49.82
Less: cash and cash equivalent balances disposed of	(2.21)
Net cash inflow on disposal of a subsidiary	47.61

Note 59: Additional information as required, pursuant to Para 2 under Schedule III of the Companies Act, 2013 of the enterprises consolidated as Subsidiaries/Associates

For the year ended 31[st] March, 2025

For the year ended 31st March, 2025
							Hin Crores
Name of the entity	Net Assets (Total Assets less Total Liabilities)		Owners' shar or lo	e in profit ss	Owners' share in other comprehensive income		Owners' share in total comprehensive income
	As % of consolidated net assets	Amount	As % of consolidated profit or loss	Amount	As % of consolidated other comprehensive income	Amount	As % of consolidated total comprehensive income	Amount
Parent Company
Cipla Limited	102.90%	32,099.24	97.82%	5,157.65	(4.60%)	(9.98)	93.77%	5,147.67
Subsidiaries
Indian
Goldencross Pharma Limited	0.53%	164.72	0.36%	18.74	(0.08%)	(0.17)	0.34%	18.57
Meditab Specialities Limited	1.23%	383.68	0.17%	8.94	(0.35%)	(0.76)	0.15%	8.18
Jay Precision Pharmaceuticals Private Limited	0.58%	181.84	0.72%	38.17	(0.53%)	(1.14)	0.67%	37.03
MedisprayLaboratories Private Limited	0.63%	195.73	1.02%	53.53	(0.26%)	(0.57)	0.96%	52.96
Sitec Labs Limited	0.48%	150.93	0.29%	15.26	(0.06%)	(0.13)	0.28%	15.13
Cipla Pharma and Life Sciences Limited	1.50%	467.39	6.30%	332.32	(0.48%)	(1.04)	6.03%	331.28
Cipla Health Limited	1.32%	410.90	2.25%	118.56	0.04%	0.09	2.16%	118.65
Cipla Digital Health Limited	0.04%	11.67	(0.04%)	(2.13)	(0.01%)	(0.03)	(0.04%)	(2.16)
Cipla Pharmaceuticals Limited	1.19%	370.72	(0.04%)	(1.93)	(0.43%)	(0.93)	(0.05%)	(2.86)
Foreign
Cipla Medpro South Africa(Pty)Limited	2.90%	903.11	(1.04%)	(54.78)	0.57%	1.23	(0.98%)	(53.55)
Cipla Kenya Limited	0.01%	1.82	(0.01%)	(0.76)	0.00%	-	(0.01%)	(0.76)

Cipla Limited | Annual Report 2024-25

Caring For Life

Notes to the Consolidated Financial Statements

Note 59: Additional information as required, pursuant to Para 2 under Schedule III of the Companies Act, 2013 of the enterprises consolidated as Subsidiaries/Associates (Contd..)

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H in Crores
Net Assets (Total Assets Owners' share in profit Owners' share in other Owners' share in total
less Total Liabilities) or loss comprehensive income comprehensive income
As % of As % of
Name of the entity As % of As % of consolidated consolidated
consolidated Amount consolidated Amount other Amount total Amount
net assets profit or loss comprehensive comprehensive
income income
Cipla-Medpro (Pty) Limited 0.23% 71.84 0.07% 3.89 0.00% - 0.07% 3.89
Cipla-Medpro Distribution Centre (Pty) (0.01%) (3.47) (0.01%) (0.47) 0.00% - (0.01%) (0.47)
Limited
Cipla Medpro Botswana (Pty) Limited 0.00% - 0.00% - 0.00% - 0.00% -
Cipla Select (Pty) Limited 0.07% 22.58 0.46% 24.22 0.00% - 0.44% 24.22
Medpro Pharmaceutica (Pty) Limited 2.42% 756.37 0.59% 30.91 0.00% - 0.56% 30.91
Mirren (Pty) Limited 0.09% 27.17 0.03% 1.48 0.00% - 0.03% 1.48
Cipla Medpro Manufacturing (Pty) 0.72% 225.36 0.46% 24.20 0.00% - 0.44% 24.20
Limited
Actor Pharma (Pty) Ltd 0.13% 41.07 (0.03%) (1.78) 0.00% - (0.03%) (1.78)
Cipla Holding BV 0.33% 101.61 0.03% 1.79 0.00% - 0.03% 1.79
Cipla (EU) Limited 21.58% 6,730.80 0.97% 51.19 0.00% - 0.93% 51.19
Cipla Australia Pty Ltd 0.21% 65.34 0.07% 3.73 0.00% - 0.07% 3.73
Meditab Holdings Limited 1.06% 331.58 0.02% 0.95 (17.94%) (38.91) (0.69%) (37.96)
Cipla USA Inc. 2.73% 850.94 8.88% 468.45 0.00% - 8.53% 468.45
Aspergen Inc 0.08% 25.84 (1.35%) (71.06) 0.00% - (1.29%) (71.06)
Cipla Malaysia Sdn. Bhd. 0.02% 5.21 0.00% 0.26 0.00% - 0.00% 0.26
Cipla Europe NV 0.10% 32.19 (0.22%) (11.69) 0.00% - (0.21%) (11.69)
Breathe Free Lanka (Private) Limited 0.07% 21.75 0.01% 0.71 0.00% - 0.01% 0.71
Cipla Gulf FZ-LLC 0.12% 37.45 0.04% 2.21 0.00% - 0.04% 2.21
Cipla Brasil Importadora e Distribuidora 0.05% 16.00 (0.00%) (0.13) 0.00% - (0.00%) (0.13)
de Medicamentos Ltda.
Cipla Maroc SA 0.23% 72.84 0.76% 39.92 0.00% - 0.73% 39.92
InvaGen Pharmaceuticals Inc. 9.99% 3,115.97 0.89% 46.80 0.00% - 0.85% 46.80
Cipla Algérie (0.00%) (0.01) 0.00% - 0.00% - 0.00% -
Cipla Colombia SAS 0.03% 8.42 0.05% 2.48 0.00% - 0.05% 2.48
Cipla (Jiangsu) Pharmaceutical Co., Ltd 0.75% 233.23 0.17% 8.96 0.00% - 0.16% 8.96
Cipla (China) Pharmaceutical Co., Ltd 0.04% 11.61 (0.05%) (2.53) 0.00% - (0.05%) (2.53)
Exelan Pharmaceuticals Inc. 1.37% 426.52 0.83% 43.55 0.00% - 0.79% 43.55
Cipla Therapeutics Inc. 0.04% 11.04 (0.99%) (52.42) 0.00% - (0.95%) (52.42)
Mexicip S.A. de C.V 0.01% 3.59 0.00% 0.11 0.00% - 0.00% 0.11
Cipla Health Employees Stock Option 0.00% - 0.00% - 0.00% - 0.00% -
Trust
The Cipla Empowerment Trust (0.02%) (5.24) (0.04%) (2.14) 0.00% - (0.04%) (2.14)
Subtotal 48,579.35 6,297.16 (52.34) 6,244.82
Inter-company Elimination and (55.88%) (17,430.57) (19.08%) (1,006.11) 124.92% 271.00 (13.39%) (735.11)
Consolidation Adjustments
Non-controlling Interest in Subsidiaries (0.31%) (95.80) 0.06% 3.32 (0.79%) (1.72) 0.03% 1.60
Associates
AMPSolar Power Systems Private Limited 0.00% 1.12 0.00% - 0.00% - 0.00% -
Brandmed (Pty) Limited 0.06% 20.20 (0.02%) (1.15) 0.00% - (0.02%) (1.15)
GoApptiv Private Limited 0.25% 79.12 (0.02%) (0.83) 0.00% - (0.02%) (0.83)
AMP Energy Green Eleven Private Limited 0.00% 0.84 0.00% - 0.00% - 0.00% -
Achira Labs Private Limited 0.09% 26.73 (0.03%) (1.63) 0.00% - (0.03%) (1.63)
Clean Max Auriga Power LLP 0.02% 5.86 0.00% - 0.00% - 0.00% -
MKC Biotherapeutics Inc. 0.02% 6.60 (0.15%) (7.93) 0.00% - (0.14%) (7.93)
Stempeutics Research Private Limited 0.00% - (0.20%) (10.31) 0.00% - (0.19%) (10.31)
Grand Total 31,193.45 5,272.52 216.94 5,489.46
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Corporate Overview & Integrated Report Statutory Reports

Notes to the Consolidated Financial Statements

Note 59: Additional information as required, pursuant to Para 2 under Schedule III of the Companies Act, 2013 of the enterprises consolidated as Subsidiaries/Associates (Contd..)

Note: Net assets and share in profit or loss for the parent company, subsidiaries, associates and other consolidating entities are as per the standalone financial statements of the respective entities.

For the year ended 31[st] March, 2024

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H in Crores
Net Assets (Total Assets Owners' share in profit Owners' share in other Owners' share in total
less Total Liabilities) or loss comprehensive income comprehensive income
As % of As % of
Name of the entity As % of As % of consolidated consolidated
consolidated Amount consolidated Amount other Amount total Amount
net assets profit or loss comprehensive comprehensive
income income
Parent Company
Cipla Limited 104.75% 27,973.92 98.93% 4,077.25 64.89% (80.36) 99.98% 3,996.89
Subsidiaries
Indian
Goldencross Pharma Limited 0.55% 146.15 0.34% 14.17 12.58% (15.58) (0.04%) (1.41)
Meditab Specialities Limited 1.70% 453.09 9.14% 376.70 0.08% (0.10) 9.42% 376.60
Jay Precision Pharmaceuticals Private 0.68% 180.90 1.10% 45.43 0.02% (0.03) 1.14% 45.40
Limited
Medispray Laboratories Private Limited 0.53% 142.77 1.40% 57.79 3.42% (4.24) 1.34% 53.55
Sitec Labs Limited 0.51% 135.80 0.36% 14.65 1.68% (2.08) 0.31% 12.57
Cipla Pharma and Life Sciences Limited 0.51% 136.12 0.93% 38.53 0.06% (0.08) 0.96% 38.45
Cipla Health Limited 1.02% 272.34 2.10% 86.36 0.90% (1.11) 2.13% 85.25
Cipla Digital Health Limited 0.02% 5.84 (0.34%) (14.11) 0.04% (0.05) (0.35%) (14.16)
Cipla Pharmaceuticals Limited 0.30% 80.94 0.01% 0.30 0.03% (0.04) 0.01% 0.26
Foreign
Cipla Medpro South Africa (Pty) Limited 1.86% 496.67 10.67% 439.60 (0.31%) 0.39 11.01% 439.99
Cipla Kenya Limited 0.01% 2.49 (0.01%) (0.26) 0.00% - (0.01%) (0.26)
Cipla Dibcare (Pty) Limited 0.00% - 0.00% - 0.00% - 0.00% -
Cipla-Medpro (Pty) Limited 0.24% 63.02 0.07% 2.96 0.00% - 0.07% 2.96
Cipla-Medpro Distribution Centre (Pty) (0.01%) (2.79) (0.01%) (0.23) 0.00% - (0.01%) (0.23)
Limited
Cipla Medpro Botswana (Pty) Limited 0.00% - 0.00% - 0.00% - 0.00% -
Cipla Select (Pty) Limited (0.01%) (1.86) (0.03%) (1.06) 0.00% - (0.03%) (1.06)
Medpro Pharmaceutica (Pty) Limited 1.05% 279.72 0.01% 0.32 0.00% - 0.01% 0.32
Mirren (Pty) Limited 0.09% 23.83 0.04% 1.47 0.00% - 0.04% 1.47
Cipla Medpro Manufacturing (Pty) 0.70% 186.61 0.84% 34.54 0.00% - 0.86% 34.54
Limited (formerly known as Cipla Life
Sciences (Pty) Limited)
Actor Pharma (Pty) Ltd 0.14% 37.46 (0.06%) (2.30) 0.00% - (0.06%) (2.30)
Cipla Holding BV 0.37% 97.52 0.04% 1.58 0.00% - 0.04% 1.58
Cipla (EU) Limited 23.82% 6,362.79 0.34% 13.92 0.00% - 0.35% 13.92
Saba Investment Limited 0.00% - 0.65% 26.96 0.00% - 0.67% 26.96
Cipla Australia Pty Ltd 0.16% 41.94 (0.02%) (0.80) 0.00% - (0.02%) (0.80)
Meditab Holdings Limited 1.37% 364.81 1.39% 57.27 (36.18%) 44.81 2.55% 102.08
Cipla USA Inc. 3.25% 867.61 7.88% 324.58 0.00% - 8.12% 324.58
Aspergen Inc 0.07% 19.73 (1.71%) (70.66) 0.00% - (1.77%) (70.66)
Cipla Malaysia Sdn. Bhd. 0.02% 4.52 0.01% 0.29 0.00% - 0.01% 0.29
Cipla Europe NV 0.16% 43.28 (0.52%) (21.57) 0.00% - (0.54%) (21.57)
Cipla Quality Chemical Industries Limited 0.00% - 0.71% 29.20 0.00% - 0.73% 29.20
Breathe Free Lanka (Private) Limited 0.08% 20.21 0.15% 6.31 0.00% - 0.16% 6.31
Cipla Medica Pharmaceutical and 0.00% - (0.15%) (6.18) 0.00% - (0.15%) (6.18)
Chemical Industries Limited
Cipla Gulf FZ-LLC 0.13% 34.54 (0.25%) (10.33) 0.00% - (0.26%) (10.33)
Cipla Brasil Importadora e Distribuidora 0.07% 17.69 (0.07%) (2.95) 0.00% - (0.07%) (2.95)
de Medicamentos Ltda.
Cipla Maroc SA 0.30% 80.03 0.11% 4.73 0.00% - 0.12% 4.73
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Cipla Limited | Annual Report 2024-25

Caring For Life

Notes to the Consolidated Financial Statements

Note 59: Additional information as required, pursuant to Para 2 under Schedule III of the Companies Act, 2013 of the enterprises consolidated as Subsidiaries/Associates (Contd..)

							Hin Crores	Hin Crores
Name of the entity	Net Assets (Total Assets less Total Liabilities)		Owners' sha or lo	re in profit ss	Owners' share in other comprehensive income		Owners' share in total comprehensive income
	As % of consolidated net assets	Amount	As % of consolidated profit or loss	Amount	As % of consolidated other comprehensive income	Amount	As % of consolidated total comprehensive income	Amount
InvaGen Pharmaceuticals Inc.	11.19%	2,989.69	(10.08%)	(415.63)	0.00%	-	(10.40%)	(415.63)
Cipla Middle East Pharmaceuticals FZ-LLC	0.00%	-	0.58%	23.92	0.00%	-	0.60%	23.92
Cipla Philippines Inc.	0.00%	0.30	(0.00%)	(0.09)	0.00%	-	(0.00%)	(0.09)
Cipla Algérie	(0.00%)	(0.01)	0.00%	-	0.00%	-	0.00%	-
Cipla Colombia SAS	0.02%	6.02	0.01%	0.42	0.00%	-	0.01%	0.42
Cipla(Jiangsu)Pharmaceutical Co., Ltd	0.83%	221.15	(1.41%)	(57.96)	0.00%	-	(1.45%)	(57.96)
Cipla(China)Pharmaceutical Co., Ltd	0.05%	13.83	0.02%	0.64	0.00%	-	0.02%	0.64
Exelan Pharmaceuticals Inc.	1.40%	373.10	3.91%	161.01	0.00%	-	4.03%	161.01
Cipla Technologies LLC	0.00%	-	(4.32%)	(177.98)	0.00%	-	(4.45%)	(177.98)
Madison Pharmaceuticals Inc.	0.00%	-	0.00%	-	0.00%	-	0.00%	-
Cipla Therapeutics Inc.	0.12%	32.72	(0.76%)	(31.35)	0.00%	-	(0.78%)	(31.35)
MexicipS.A. de C.V	(0.00%)	(0.08)	(0.00%)	(0.08)	0.00%	-	(0.00%)	(0.08)
Cipla Health Employees Stock Option Trust	0.00%	-	0.00%	-	0.00%	-	0.00%	-
The Cipla Empowerment Trust	(0.01%)	(2.85)	(0.04%)	(1.85)	0.00%	-	(0.05%)	(1.85)
Subtotal		42,201.56		5,025.51		(58.47)		4,967.04
Inter-company Elimination and Consolidation Adjustments	(58.15%)	(15,529.28)	(21.11%)	(870.20)	50.15%	(62.11)	(23.32%)	(932.31)
Non-controllingInterest in Subsidiaries	(0.36%)	(95.90)	(0.78%)	(32.17)	2.63%	(3.26)	(0.89%)	(35.43)
Associates
AMPSolar Power Systems Private Limited	0.00%	1.00	0.00%	-	0.00%	-	0.00%	-
Brandmed(Pty)Limited	0.07%	19.83	(0.03%)	(1.09)	0.00%	-	(0.03%)	(1.09)
GoApptiv Private Limited	0.30%	79.95	0.03%	1.16	0.00%	-	0.03%	1.16
AMP EnergyGreen Eleven Private Limited	0.00%	0.76	0.00%	-	0.00%	-	0.00%	-
Achira Labs Private Limited	0.08%	22.37	(0.04%)	(1.66)	0.00%	-	(0.04%)	(1.66)
Clean Max Auriga Power LLP	0.02%	6.14	0.00%	-	0.00%	-	0.00%	-
MKC Biotherapeutics Inc.	0.00%	-	0.00%	-	0.00%	-	0.00%	-
Stempeutics Research Private Limited	0.00%	-	0.00%	-	0.00%	-	0.00%	-
Grand Total		26,706.43		4,121.55		(123.84)		3,997.71

Note: Net assets and share in profit or loss for the parent company, subsidiaries, associates and other consolidating entities are as per the standalone financial statements of the respective entities.

Note 60: Authorisation of financial statements

The Consolidated financial statements for the year ended 31[st] March, 2025 were approved by the Board of Directors on 13[th] May, 2025 .

As per our report of even date attached

For and on behalf of the Board of Directors

For Walker Chandiok & Co LLP Chartered Accountants Firm Reg. No. 001076N/N500013

Umang Vohra Managing Director and Global Chief Executive Officer DIN: 02296740

Kamil Hamied

Non-Executive Director DIN: 00024292

Adi P. Sethna

Partner Membership No.: 108840

Ashish Adukia

Global Chief Financial Officer

Rajendra Chopra

Company Secretary

Mumbai, 13[th] May, 2025

Mumbai, 13[th] May, 2025

Corporate Overview & Integrated Report Statutory Reports

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in Crores H
Country of Incorporation India India India India India India India India India South Africa Mauritius Algeria Belgium Netherlands UAE Malaysia Sri Lanka Morocco Australia Brazil United Kingdom Colombia China China
% of Share Holding 60% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 40% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100%
- - - - - - - - - - - - - - - - - - 75.10% - - - - - -
Proposed Dividend
Profit after Taxation * 38.17 8.94 53.53 18.74 15.26 118.56 332.32 (1.93) (2.13) (54.78) 0.95 - (11.69) 1.79 2.21 0.26 0.71 39.92 3.73 (0.13) 51.19 2.48 8.96 (2.53)
Provision for Taxation * 13.00 2.91 18.42 1.27 5.60 40.20 111.76 0.32 0.01 (0.14) 0.13 - 0.52 0.41 0.12 0.11 4.88 17.12 1.59 - 4.27 (1.01) - 2.96
Profit before Taxation * 51.17 11.85 71.95 20.01 20.87 158.76 444.07 (1.61) (2.12) (54.92) 1.08 - (11.17) 2.21 2.33 0.37 5.59 57.03 5.31 (0.13) 55.46 1.46 8.96 0.43
150.25 30.88 440.96 183.51 139.76 1,221.85 1,590.19 0.03 14.45 273.49 - - 220.39 23.41 96.48 7.67 211.20 236.51 168.04 1.26 318.04 58.71 5.10 7.77
Turnover
in 14.82 79.04 7.75 48.33 - 103.29 99.00 89.61 2.08 - 307.10 - - - - - - - - - 137.60 - - -
Investment other than Investment subsidiary
Total 21.81 63.31 76.18 38.52 50.24 280.67 382.74 39.07 10.67 943.08 0.03 0.08 338.90 4.94 59.93 0.39 92.39 119.31 67.55 13.91 241.26 34.28 202.92 1.53
Liabilities
Total Assets 203.66 446.99 271.91 203.23 201.16 691.58 850.13 409.79 22.34 331.61 0.07 371.09 106.55 97.38 5.60 114.14 192.15 132.89 29.91 42.70 436.15 13.14
Reserves and Surplus 177.83 382.97 195.68 164.67 150.91 408.58 208.69 240.72 (26.33) 902.88 1,846.19 193.76 (0.07) (15.51) 52.09 (20.10) 4.23 15.67 (27.98) (63.23) (9.13) 289.79 6,972.06 (5.14) (103.25) 0.34
Share Capital 4.01 0.71 0.05 0.05 0.02 2.33 258.71 130.00 38.00 0.23 137.82 0.06 47.70 49.52 57.55 0.98 6.07 100.82 128.57 25.13 13.56 336.48 11.26
Exchange rate as on st March 31 2025 1.0000 1.0000 1.0000 1.0000 1.0000 1.0000 1.0000 1.0000 1.0000 4.7075 85.4750 0.6375 92.0900 92.0900 85.4750 19.2625 0.2884 8.8643 53.8100 14.9749 85.4750 6,441.02 0.0205 11.7525 11.7525
Reporting period April - March April - March April - March April - March April - March April - March April - March April - March April - March April - March April - March January - December April - March April - March April - March April - March April - March April - March April - March January - December April - March January - December January - December January - December
Reporting currency INR INR INR INR INR INR INR INR INR ZAR USD DZD EUR EUR USD MYR LKR MAD AUD BRL USD COP CNY CNY
Date since when subsidiary was acquired th26 February, 2015 st01 October, 2010 st01 October, 2010 th May, 201014 st01 October, 2010 th August, 201527 th July, 201424 th November, 19 2019 th25 February, 2022 th July, 201315 st01 October, 2010 th June, 201606 th30 September, 2013 th August, 201328 th10 October, 2018 th March, 201320 th June, 201416 th May, 201508 th March, 201104 th May, 201511 th27 January, 2011 th April, 201925 th August, 201908 th May, 201920
Name of the subsidiary company Jay Precision Pharmaceuticals Private Limited Meditab Specialities Limited Medispray Laboratories Private Limited Goldencross Pharma Limited Sitec Labs Limited Cipla Health Limited Cipla Pharma and Life Sciences Limited Cipla Pharmaceuticals Limited Cipla Digital Health Limited Cipla Medpro South Africa (Pty) Ltd Meditab Holdings Limited Cipla Algérie Cipla Europe NV Cipla Holding BV Cipla Gulf FZ-LLC Cipla Malaysia Sdn. Bhd. Breathe Free Lanka (Pvt) Ltd Cipla Maroc SA Cipla Australia Pty Ltd Cipla Brasil Importadora e Distribuidora de Medicamentos Ltda. Cipla (EU) Limited Cipla Colombia SAS Cipla (Jiangsu) Pharmaceutical Co., Ltd Cipla (China) Pharmaceutical Co., Ltd
Sr. No. 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24
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Cipla Limited | Annual Report 2024-25

Caring For Life

Hin Crores	Country of Incorporation	15.87 835.07 3,840.27 2,989.33 - 6,638.72 630.26 161.81 468.45 - 100% USA 4,389.78 (1,273.81) 3,762.12 646.15 - 806.89 (147.76) (194.56) 46.80 - 100% USA 3.31 423.21 637.58 211.05 - 891.85 78.26 34.72 43.55 - 100% USA 0.01 1.82 73.68 71.86 - 61.24 0.53 1.29 (0.76) - 100% Kenya 151.10 (140.06) 21.46 10.41 - - (24.39) 28.03 (52.42) - 100% USA 0.00 225.36 631.18 405.82 - 773.72 34.10 9.89 24.20 - 100% South Africa 0.00 71.84 74.46 2.62 - 21.96 5.47 1.58 3.89 - 100% South Africa 0.00 (3.47) 75.88 79.35 - 73.92 - 0.47 (0.47) - 100% South Africa 0.00 - - - - - - - - - 100% Botswana 0.00 22.58 99.39 76.81 - 138.26 33.06 8.84 24.22 - 100% South Africa 423.68 332.70 2,011.97 1,255.59 - 2,043.46 45.94 15.03 30.91 - 100% South Africa 0.00 27.17 92.64 65.47 - 99.38 2.43 0.95 1.48 - 100% South Africa 0.00 41.07 57.18 16.10 - 61.19 (2.14) (0.36) (1.78) - 100% South Africa 201.54 (175.70) 65.74 39.90 - - (71.04) 0.02 (71.06) - 60% USA 3.66 (0.07) - (3.59) - - 0.12 - 0.12 - 100% Mexico - - - - - - - - - - 100% India - (5.25) - 5.25 - 0.23 (2.14) - (2.14) - 100% South Africa	* Converted using average rate Subsidiaries which are yet to commence operations: Cipla Pharmaceuticals Limited Cipla Medpro Botswana (Pty) Limited Aspergen Inc
	% of Share Holding
	Proposed Dividend
	Profit after **Taxation ***
	Provision for **Taxation ***
	Profit before **Taxation ***
	**Turnover ***
	Investment other than Investment in subsidiary
	Total Liabilities
	Total Assets
	Reserves and Surplus
	Share Capital
	Exchange rate as on 31st March 2025	85.4750 85.4750 85.4750 0.6613 85.4750 4.7075 4.7075 4.7075 4.7075 4.7075 4.7075 4.7075 4.7075 85.4750 4.1713 1.0000 4.7075
	Reporting period	25 Cipla USA Inc. 12thSeptember, 2012 USD April - March 26 Invagen Pharmaceuticals Inc. 17thFebruary, 2016 USD April - March 27 Exelan Pharmaceuticals Inc. 17thFebruary, 2016 USD April - March 28 Cipla Kenya Limited 08thOctober, 2012 KES April - March 29 Cipla Therapeutics Inc. 15thMay, 2020 USD April - March 30 Cipla Medpro Manufacturing (Pty) Limited 15thJuly, 2013 ZAR April - March 31 Cipla-Medpro (Pty) Limited 15thJuly, 2013 ZAR April - March 32 Cipla-Medpro Distribution Centre (Pty) Limited 15thJuly, 2013 ZAR April - March 33 Cipla Medpro Botswana (Pty) Limited 15thJuly, 2013 ZAR April - March 34 Cipla Select (Pty) Limited (Formerly known as Cipla OLTP Proprietary Limited) 15thJuly, 2013 ZAR April - March 35 Medpro Pharmaceutica (Pty) Limited 15thJuly, 2013 ZAR April - March 36 Mirren (Pty) Limited 22ndOctober, 2018 ZAR April - March 37 Actor Pharma (Pty) Limited 07thFebruary, 2024 ZAR April - March 38 Aspergen Inc 30thAugust, 2022 USD April - March 39 Mexicip S.A. de C.V. 22ndJanuary, 2024 MXN April - March 40 Cipla Health Employees Stock Option Trust 14thMarch, 2016 INR April - March 41 The Cipla Empowerment Trust 30thJune, 2022 ZAR April - March
	Reporting currency
	Date since when subsidiary was acquired
	Name of the subsidiary company
	Sr. No.

Corporate Overview & Integrated Report Statutory Reports

Salient Features of Financial Statements of Subsidiaries and Associates

Salient Features of Financial Statements of Subsidiaries and Associates Statement pursuant to first proviso to sub-section (3) of section 129 read with rule 5 of the Companies (Accounts) Rules, 2014 in form AOC-1 related to Subsidiaries and Associate Companies

Part (B) : Associates

Sr No.	Name of the associate		Shares of	Associate hel	d by the Company on 31st	d by the Company on 31st	March, 2025		Profit/Loss for	the year ende 2025	d 31st March,
		Latest Audited Balance Sheet Date	Date on which the Associate or Joint Venture was associated or acquired	No. of shares	Amount of Investment in Associate ( In Crore)	Extent of Holding %	Net worth attributable to Shareholding (In Crore)	Considered in Consolidation (In Crore)	Not Considered in Consolidation (In Crore)	Description of how there is significant influence	Reason why the associate is not considered
1	Stempeutics Research Private Limited	31stMarch, 2025	01stOctober, 2010	2,18,58,803	80.28	34.36%	-	(10.31)	(1.85)	-	-
2	Brandmed (Pty) Limited	31stMarch, 2025	24thApril, 2019	375	31.62	30.00%	20.20	(1.15)	-	-	-
3	AMPSolar Power Systems Private Limited	31stMarch, 2025	12thJune, 2019	1,01,800	9.00	26.00%	1.12	-	-	-	-
4	GoApptiv Private Limited#	31stMarch, 2025	27thJuly, 2020	60,570	76.90	22.99%	79.12	(0.83)	-	-	-
5	AMP Energy Green Eleven Private Limited	31stMarch, 2025	08th February, 2022	7,50,000	7.50	32.49%	0.84	-	-	-	-
6	Clean Max Auriga Power LLP$	31stMarch, 2025	14th December, 2021	NA	6.75	33.00%	5.86	-	-	-	-
7	Achira Labs Pvt Ltd*	31stMarch, 2025	17thAugust, 2022	71,37,023	31.00	21.05%	26.73	(1.63)	-	-	-
8	MKC Biotherapeutics Inc.	31stMarch, 2025	27th February, 2024	NA	14.32	34.40%	6.60	(7.93)	-	-	-

The figures of Goapptiv Private Limited is after consolidating its subsidiary - Iconphygital Private Limited and Pactiv Healthcare Private Limited.No. of shares include 47,121 Compulsory Convertible Preference Shares and 13,449 equity shares.

$ There are no shares as the entity is a LLP

• No. of shares include 10,32,949 Compulsory Convertible Preference Shares and 1,04,074 equity shares.

Note: For details on date of acquisition of associates, refer annexure A to note 1 'Material accounting policies and key accounting estimates and judgements' of consolidated financials statements.

For and on behalf of the Board of Directors

Umang Vohra

Managing Director and Global Chief Executive Officer DIN: 02296740

Kamil Hamied

Non-Executive Director DIN: 00024292

Ashish Adukia

Global Chief Financial Officer

Rajendra Chopra

Company Secretary

Mumbai, 13[th] May, 2025

Cipla Limited | Annual Report 2024-25

Caring For Life

Independent Assurance Statement* to the Management of Cipla Limited

Cipla Limited (Corporate Identity Number L24239MH1935PLC002380, hereafter mention as ‘Cipla’ or ‘the Company’) has commissioned DNV Business Assurance India Private Limited (“DNV”, ”us” or “we”) to conduct an independent limited level assurance for the sustainability non-financial disclosures in its ‘Integrated Report FY 2024-25’ (hereafter referred as ‘Report’) for the period FY 2024-25.

Scope of Work and Boundary

While the scope of work as agreed is a limited level of assurance of the GRI disclosure in the Report, a reasonable level of assurance was carried out for the GRI 302: Energy 2016 – 302-1, 302-3;

GRI 303: Water and Effluents 2018 – 303-3, 303-4, 303-5;

GRI 305: Emissions 2016 – 305-1, 305-2;

GRI 306: Waste 2020 – 306-3; 306-4; 306-5 and

GRI 418: Customer Privacy 2016 – 418-1 disclosures as a part of the BRSR Core assessment as mentioned in Annexure I. The reported topic boundaries of non-financial performance are based on the internal and external materiality assessment covering the Company’s operations as brought out in the section ‘About this Report’ of the report.”

Based on the agreed scope with the Company, the boundary of limited level of assurance covers the operations of Cipla across all global locations.

Reporting Criteria and Standards

The disclosures have been prepared by Cipla:

• “in accordance” to requirements of Global Reporting Initiative (GRI) standards 2021

applicable legal and regulatory requirements. DNV has complied with the Code of Conduct during the assurance engagement. DNV’s established policies and procedures are designed to ensure that DNV, its personnel and, where applicable, others are subject to independence requirements (including personnel of other entities of DNV) and maintain independence where required by relevant ethical requirements.

This engagement work was carried out by an independent team of sustainability assurance professionals. During the reporting period i..e. FY 2024-25, DNV, to the best of its knowledge, was not involved in any non-audit/non-assurance work with the Company and its Group entities which could lead to any Conflict of Interest. DNV was not involved in the preparation of any statements or data included in the Report except for this Assurance Statement. DNV maintains complete impartiality toward stakeholders interviewed during the assurance process.

Assurance Methodology/ Standard

DNV carried out the assurance engagement in accordance with DNV’s VeriSustain[TM] protocol (V6.0), which is based on our professional experience and international assurance practice, and the international standard in Assurance Engagements, ISAE 3000 (revised) - Assurance Engagements other than Audits or Reviews of Historical Financial Information. DNV’s VeriSustainTM Protocol (V6.0) has been developed in accordance with the most widely accepted reporting and assurance standards. Apart from DNV’s VeriSustain[TM] protocol (V6.0), DNV team has also followed ISO 14064-3 - Specification with guidance for the verification and validation of greenhouse gas statements; ISO 14046 - Environmental management - Water footprint - Principles, requirements, and guidelines, to evaluate disclosures wrt. Greenhouse gases and water disclosures respectively.

• Integrated Reporting () framework of the International Integrated Reporting Council (IIRC)

• United Nations Sustainable Development Goals (SDGs)

• Greenhouse Gas Protocol: A Corporate Accounting and Reporting Standard.

Our competence and Independence

DNV applies its own management standards and compliance policies for quality control, which are based on the principles enclosed within ISO/IEC 17029:2019- Conformity Assessment – General principles and requirements for validation and verification bodies and accordingly maintains a comprehensive system of quality control including documented policies and procedures regarding compliance with ethical requirements, professional standards, and

Basis of our conclusion

As part of the assurance process, a multi-disciplinary team of assurance specialists performed assurance work for selected sites of Cipla. We carried out the following activities:

• We adopted a risk-based approach, that is, we concentrated our assurance efforts on the issues of high material relevance to the Company’s business and its key stakeholders.

• Reviewed the disclosures in the report. Our focus included general disclosures, GRI topic specific disclosures and any other key metrics specified under the reporting framework.

• Understanding the key systems, processes and controls for collecting, managing and reporting the non-financial disclosures in report.

• GRI 2-5

Corporate Overview & Integrated Report Statutory Reports

• Walk-through of key data sets. Understand and test, on a sample basis, the processes used to adhere to and evaluate adherence to the reporting requirements.

• Collect and evaluate documentary evidence and management representations supporting adherence to the reporting requirements.

• Interviews with the senior managers responsible for management of disclosures. We were free to choose interviewees and interviewed those with overall responsibility of monitoring, data collation and reporting the selected GRI disclosures.

• DNV audit team conducted on-site audits for corporate offices and sites. Sample based assessment of site-specific data disclosures was carried out. We were free to choose sites for conducting our assessment.

• Reviewed the process of reporting as defined in the assessment criteria.

• Interviews with selected senior managers responsible for management of disclosures and review of selected evidence to support environmental KPIs and metrics disclosed in the Report. We were free to choose interviewees and interviewed those with overall responsibility of monitoring, data collation and reporting the selected indicators.

• Verification of the consolidated reported performance disclosures in context to the Principle of Completeness as per VeriSustain[TM] Protocol, V6.0 for limited level of assurance for the disclosure.

2. Responsiveness

The extent to which an organization responds to stakeholder issues.

The Report adequately brings out the Company’s policies, strategies, management systems and governance mechanisms in place to respond to topics identified as material and significant concerns of key stakeholder groups. Nothing has come to our attention to suggest that the Report does not meet the requirements related to the Principle of Responsiveness.

Nothing has come to our attention to believe that the Report does not meet the requirements related to the Principle of Responsiveness.

3. Reliability/Accuracy

The accuracy and comparability of information presented in the report, as well as the quality of underlying data management systems.

The Report brings out the systems and processes that the Company has set in place to capture and report its performance related to identified material topics across its reporting boundary. The majority of information mapped with data verified through our onsite and remote assessments with Cipla’s management teams and process owners at the Corporate Office and sampled sites within the boundary of the Report were found to be fairly accurate and reliable. Some of the data inaccuracies identified in the report during the verification process were found to be attributable to transcription, interpretation, and aggregation errors. These data inaccuracies have been communicated for correction and the related disclosures were reviewed post correction.

Our Conclusion:

On the basis of the limited level of assessment undertaken, for GRI disclosures as mentioned in Annexure I, nothing has come to our attention to suggest that the disclosures are not fairly stated and are not prepared, in all material aspects, in accordance with the reporting criteria.

Principles as per DNV VeriSustainTM Protocol (V6.0)

1. Materiality

• The process of determining the issues that are most relevant to an organization and its stakeholders.

The Report explains out the double materiality assessment process carried out by the Company which has considered concerns of internal and external stakeholders, and inputs from peers and the industry, as well as issues of relevance in terms of impact for Cipla’s business. The list of topics has been prioritized, reviewed and validated, and the Company has indicated that there is no significant change in material topics from the previous reporting period.

Nothing has come to our attention to suggest that the Report does not meet the requirements related to the Principle of Materiality.

Nothing has come to our attention to believe that the Report does not meet the principle of Reliability and Accuracy.

4. Completeness

How much of all the information that has been identified as material to the organization and its stakeholders is reported?

The Report brings out the Company’s performance, strategies and approaches related to the environmental, social and governance issues that it has identified as material for its operational locations coming under the boundary of the report, for the chosen reporting period while applying and considering the requirements of Principle of Completeness.

Nothing has come to our attention to suggest that the Report does not meet the Principle of Completeness with respect to scope, boundary and time.

Neutrality/Balance

5.

The extent to which a report provides a balanced account of an organization’s performance, delivered in a neutral tone.

The Report brings out the disclosures related to Cipla’s performance during the reporting period in a neutral tone

Cipla Limited | Annual Report 2024-25

Caring For Life

in terms of content and presentation, while considering the overall macroeconomic and industry environment.

Nothing has come to our attention to suggest that the Report does not meet the requirements related to the Principle of Neutrality.

Responsibility of the Company

Cipla has the sole responsibility for the preparation of the Report and is responsible for all information disclosed in the Report. The company is responsible for maintaining processes and procedures for collecting, analyzing and reporting the information and ensuring the quality and consistency of the information presented in the Report. Cipla is also responsible for ensuring the maintenance and integrity of its website and any referenced disclosures on their website.

DNV’s Responsibility

In performing this assurance work, DNV’s responsibility is to the Management of the Company; however, this statement represents our independent opinion and is intended to inform the outcome of the assurance to the stakeholders of the Company.

DNV disclaims any liability or co-responsibility for any decision a person or entity would make based on this assurance statement.

• The assurance engagement considers an uncertainty of ±5% based on materiality threshold for estimation/measurement errors and omissions.

DNV has not been involved in the evaluation or assessment of any financial data/performance of the company. DNV’s opinion on financial disclosures relies on the third party audited financial reports of the Company. DNV does not take any responsibility of the financial data reported in the audited financial reports of the Company.

• The assessment is limited to data and information within the defined Reporting Period. Any data outside this period is not considered within the scope of assurance.

• Data outside the operations specified in the assurance boundary is excluded from the assurance, unless explicitly mentioned otherwise in this statement.

• The assurance does not cover the Company’s statements that express opinions, claims, beliefs, aspirations, expectations, aims, or future intentions. Additionally, assertions related to Intellectual Property Rights and other competitive issues are beyond the scope of this assurance.

• The assessment does not include a review of the Company’s strategy or other related linkages expressed in the Report. These aspects are not within the scope of the assurance engagement.

Use and distribution of Assurance statement

This assurance statement, including our conclusion has been prepared solely for the Company in accordance with the agreement between us. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Management of the Company for our work or this assurance statement. We have not performed any work, and do not express any conclusion, on any other information that may be published outside of the Report and/ or on Company’s website for the current reporting period.

The use of this assurance statement shall be governed by the terms and conditions of the contract between DNV and the Cipla and DNV does not accept any liability if this assurance statement is used for an alternative purpose from which is intended, not to any third party in respect of this assurance statement.

• The assurance does not extend to mapping the Report with reporting frameworks other than those specifically mentioned. Any assessments or comparisons with frameworks beyond the specified ones are not considered in this engagement.

• Aspects of the Report that fall outside the mentioned scope and boundary are not subject to assurance. The assessment is limited to the defined parameters.

• The assurance engagement does not include a review of legal compliances. Compliance with legal requirements is not within the scope of this assurance, and the Company is responsible for ensuring adherence to relevant laws.

For DNV Business Assurance India Private Limited

Inherent Limitations

DNV’s assurance engagement assume that the data and information provided by the Company to us as part of our review have been provided in good faith, is true, complete, sufficient, and authentic, and is free from material misstatements. The assurance scope has the following limitations:

Ankita Parab	Anjana Sharma
Lead Verifier	Assurance Reviewer

Assurance Team:

Goutam Banik, Suraiya Rahman, Varsha Bohiya, Himanshu Babbar 18/06/2025, Mumbai, India.

Corporate Overview & Integrated Report

Statutory Reports

Annexure I

Disclosures assured for Reasonable level of assurance as a part of the BRSR assessment:

• GRI 302: Energy 2016 – 302-1*, 302-3;

• GRI 303: Water and Effluents 2018 – 303-3, 303-4, 303-5;

• GRI 305: Emissions 2016** – 305-1, 305-2;

• GRI 306: Waste 2020 – 306-3; 306-4; 306-5

• GRI 418: Customer Privacy 2016 – 418-1.

Disclosures assured for Limited level of assurance:

• GRI 2: General Disclosures 2021 – 2-7, 2-8;

• GRI 204: Procurement Practices 2016- 204-1;

• GRI 205: Anti-corruption 2016 – 205-1, 205-2, 205-3;

• GRI 206: Anti-competitive Behavior 2016 – 206-1;

• GRI 302: Energy 2016 – 302-4, 302-5;

• GRI 303: Water and Effluents 2018 – 303-1, 303-2;

• GRI 304: Biodiversity 2016 – 304-1;

• GRI 305: Emissions 2016 –305-3***, 305-4, 305-5, 305-6, 305-7;

• GRI 306: Waste 2020 – 306-1, 306-2;

• GRI 308: Supplier Environmental Assessment 2016 – 308-1, 308-2;

• GRI 401: Employment 2016 – 401-1, 401-2, 401-3;

• GRI 402: Labor/Management Relations 2016 – 402-1;

• GRI 403: Occupational Health & Safety 2018 – 403-1, 403-2, 403-3, 403-4, 403-5, 403-6, 403-7, 403-8, 403-9, 403-10;

• GRI 404: Training and Education 2016 – 404-1, 404-2, 404-3;

• GRI 405: Diversity and Equal Opportunity 2016 – 405-1, 405-2;

• GRI 406: Non-discrimination 2016 – 406-1;

• GRI 407: Freedom of Association and Collective Bargaining 2016 – 407-1

• GRI 408: Child Labor 2016 - 408-1;

• GRI 409: Forced or Compulsory Labor 2016 – 409-1;

• GRI 410: Security Practices 2016 – 410-1;

• GRI 413: Local Communities 2016 – 413-1;

• GRI 414: Supplier Social Assessment 2016 - 414-1, 414-2;

• GRI 416: Customer Health and Safety 2016 – 416-1, 416-2;

• GRI 417: Marketing and Labeling 2016 – 417-1, 417-2, 417-3.

*Energy consumption data is reported as per the BRSR core Industry Standard requirements in the BRSR and GRI Standard 2021. Additionally, Cipla has purchased I-RECs equivalent to 95,005 MWh to convert their non-renewable power to renewable as per USEPA and RE100 guidelines. DNV’s assurance boundary is limited to the data reported as per the requirements outlined in the Industry Standard on Reporting of BRSR Core (for BRSR), GRI Standard 2021 and Greenhouse Gas Protocol.

**Scope 1 GHG emissions are calculated based on 2006 IPCC Guidelines for National Greenhouse Gas Inventories, IPCC sixth assessment report. Scope 2 GHG emissions for Indian operations are calculated based on the Grid Electricity EF - Central Electricity Authority, Govt. of India, CO2 baseline database for Indian Power Sector, version 20, December 2024; Standardized baseline: Grid emission factor for the national power grid of Uganda, version 1.0; US EPA Emission Factors for Greenhouse Gas Inventories, June 2024; Harmonized IFI Default Grid Factors 2021, UNFCC, version 3.2. Scope 2 emission data has been calculated by a marketbased approach.

*** In Scope 3 GHG emissions is calculated for Category 1, 2, 3, 4, 5, 6, 7, 8, 9, 10, 11, 12, 13 and 15 as per GHG Protocol. Scope 3 emissions are calculated as based on IPCC Cross Sector tool (AR6), GaBi database, U.S. Environmentally-Extended Input-Output model (USEEIO) database, DEFRA 2024, GHG Protocol 2024 and IEA 2022.

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Annexure II

Sites selected for audits

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S.no Site Location
1. Corporate Office Mumbai
2. India Sites (onsite) Manufacturing plants-
Indore, Madhya Pradesh
Kurkumbh- Unit 1, 2, 3, Maharashtra
Virgonagar, Karnataka
Bommasandra, Karnataka
Kundaim- Unit 1, Goa
Goa- Unit 1, 2, 3
Warehouse-
Vapi, Gujarat
3. India Sites (remote audit) Medispray, Satara, Maharashtra
GC plant, Sikkim
4. International Sites (remote audit) Durban, SA
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Corporate Overview & Integrated Report Statutory Reports

Independent Assurance Statement to the Management of Cipla Limited

Cipla Limited (Corporate Identity Number L24239MH1935PLC002380, hereafter referred to as ‘Cipla’ or ‘the Company’) commissioned DNV Business Assurance India Private Limited (‘DNV’, ‘us’ or ‘we’) to undertake an independent assurance of the Company’s disclosures in it’s Business Responsibility and Sustainability Report (hereafter referred as ‘BRSR’) for the Financial Year (FY) 2024-25. The disclosures include the BRSR Core indicators as per Annexure 17A and the rest non-financial disclosures as per Annexure 16 of Master Circular No. SEBI/HO/CFD/PoD2/CIR/P/0155, dated November 11, 2024.

Our Conclusion:

Reasonable level of Assurance- BRSR Core

Based on our review and procedures followed for reasonable level of assurance, DNV is of the opinion that, in all material aspects, the BRSR Core Key Performance Indicators (KPIs) under the 9 ESG attributes (as listed in Annexure I of this statement) for FY 2024-25 are reported in accordance with reporting requirements outlined in Industry Standard on Reporting of BRSR Core.

BRSR Core (Annexure 17A) and BRSR reporting guidelines (Annexure 16) as per Master Circular No. SEBI/HO/CFD/PoD2/ CIR/P/0155, dated November 11, 2024.

• Greenhouse Gas Protocol: A Corporate Accounting and Reporting Standard.

Assurance Methodology/Standard and Level of Assurance

This engagement for reasonable & limited level of assurance has been carried out in accordance with DNV’s VeriSustain[TM] protocol, V6.0, which is based on our professional experience and international assurance practice, and the international standard in Assurance Engagements, ISAE 3000 (revised) - Assurance Engagements other than Audits or Reviews of Historical Financial Information. DNV’s VeriSustain[TM] Protocol, V6.0 has been developed in accordance with the most widely accepted reporting and assurance standards.

Our competence, and Independence

Limited Level of Assurance- BRSR Disclosures

On the basis of the assessment undertaken, nothing has come to our attention to suggest that the non-core, non-financial disclosures in BRSR (as listed in Annexure I of this statement) do not properly adhere to the reporting requirements as per BRSR reporting guidelines in Annexure 16 of SEBI’s Master Circular.

Scope of Work and Boundary

The scope of our engagement includes a reasonable level of assurance for the ‘9 BRSR Core Attributes’ and a limited level of assurance for the rest non-financial disclosures in BRSR for the period FY 2024-25 (as listed in Annexure I of this statement).

Boundary for the engagement covers the performance of Cipla’s operations that fall under the direct operational control of the Company’s Legal structure. Based on the agreed scope with the Company, the boundary of reasonable & limited level of assurance covers the operations of Cipla across all global locations.

Reporting Criteria and Standards

The disclosures have been prepared by Cipla in reference to:

• Industry Standard on Reporting of BRSR Core, Circular No.: SEBI/ HO/CFD/CFD-PoD-1/P/CIR/2024/177 dated Dec 20, 2024.

DNV applies its own management standards and compliance policies for quality control, which are based on the principles enclosed within ISO/IEC 17029:2019- Conformity Assessment – General principles and requirements for validation and verification bodies and accordingly maintains a comprehensive system of quality control including documented policies and procedures regarding compliance with ethical requirements, professional standards, and applicable legal and regulatory requirements. DNV has complied with the Code of Conduct during the assurance engagement. DNV’s established policies and procedures are designed to ensure that DNV, its personnel and, where applicable, others are subject to independence requirements (including personnel of other entities of DNV) and maintain independence where required by relevant ethical requirements.

This engagement work was carried out by an independent team of sustainability assurance professionals. During the reporting period i.e FY 2024-25, DNV, to the best of its knowledge, was not involved in any non-audit/non-assurance work with the Company and its Group entities which could lead to any Conflict of Interest. DNV was not involved in the preparation of any statements or data included in the Report except for this Assurance Statement. DNV maintains complete impartiality toward stakeholders interviewed during the assurance process.

Cipla Limited | Annual Report 2024-25

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Basis of our conclusion

As part of the assurance process, a multi-disciplinary team of assurance specialists performed assurance work for selected sites of Cipla. We carried out the following activities:

We carried out the following activities:
BRSR Core Indicators – Reasonable level of Assurance	Rest non-financial disclosures in BRSR – Limited Level of Assurance
Reviewed the disclosures under BRSR Core, encompassing the framework for assurance consisting of a set of Key Performance Indicators (KPIs) under 9 ESG attributes. The Industry Standard on Reporting of BRSR Core used a basis of reasonable level of assurance.	Reviewed the disclosures under BRSR reporting guidelines. Our focus included general disclosures, management processes, principle wise performance (essential indicators, and leadership indicators) and any other key metrics specified under the reporting framework. The BRSR reportingformat used a basis of limited level of assurance.
Evaluation of the design and implementation of key systems, processes and controls for collecting, managing and reporting the BRSR Core indicators. Assessment of operational control and reportingboundaries	Understanding the key systems, processes and controls for collecting, managing and reporting the non-financial disclosures in BRSR. Understand and test, on a sample basis to evaluate adherence to the reporting principles.
Seek extensive evidence across all relevant areas, ensuring a detailed examination of BRSR Core indicators. Engaged directly with stakeholders to gather insights and corroborative evidence for each disclosed indicator.	Collect and evaluate documentary evidence and management representations supporting adherence to the reporting principles. We adopted a risk-based approach, that is, we concentrated our assurance efforts on the issues of high material relevance to the Company’s business and its keystakeholders.
DNV audit team conducted on-site audits for data testing and also, to assess the uniformity in reporting processes and also, quality checks at different locations of the Company. Sites for data testing and reporting system checks were selected based on the	DNV audit team conducted on-site audits for corporate offices and sites. Sample based assessment of site-specific data disclosures was carried out. We were free to choose sites for conducting our assessment.

DNV audit team conducted on-site audits for data testing and also, to assess the uniformity in reporting processes and also, quality checks at different locations of the Company. Sites for data testing and reporting system checks were selected based on the percentage contribution each site makes to the reported indicator, complexity of operations at each location (high/low/medium) and reporting system within the organization. Sites selected for audits are listed in Annexure II.

In both the cases, DNV teams conducted the:

• Interviews with selected senior managers responsible for management of disclosures and review of selected evidence to support environmental KPIs and metrics disclosed in the Report. We were free to choose interviewees and interviewed those with overall responsibility of monitoring, data collation and reporting the selected indicators.

• Verification of the consolidated reported performance disclosures in context to the Principle of Completeness as per VeriSustain[TM] Protocol, V6.0 for both reasonable level and limited level of assurance for the disclosures.

Inherent Limitations

DNV’s assurance engagement assume that the data and information provided by the Company to us as part of our review have been provided in good faith, is true, complete, sufficient, and authentic, and is free from material misstatements. The assurance scope has the following limitations:

• The assurance engagement considers an uncertainty of ±5% based on materiality threshold for estimation/measurement errors and omissions.

• DNV has not been involved in evaluation or assessment of any financial data/performance of the company. DNV opinion on specific BRSR Core indicators (for total revenue from operations; Principle 3, Question 1(c) of Essential Indicators for Spending on measures towards well-being of employees and workers –

cost incurred as a % of total revenue of the company; Principle 8, Question 4 of Essential Indicators, Principle 1, Question 8 of Essential Indicators and Principle 1, Question 9 of Essential Indicators) and other relevant non-core BRSR indicators relies on the third party audited financial reports of the Company. DNV does not take any responsibility of the financial data reported in the audited financial reports of the Company.

• The assessment is limited to data and information within the defined Reporting Period. Any data outside this period is not considered within the scope of assurance.

• Data outside the operations specified in the assurance boundary is excluded from the assurance, unless explicitly mentioned otherwise in this statement.

• The assurance does not cover the Company's statements that express opinions, claims, beliefs, aspirations, expectations, aims, or future intentions. Additionally, assertions related to Intellectual Property Rights and other competitive issues are beyond the scope of this assurance.

• The assessment does not include a review of the Company's strategy or other related linkages expressed in the Report. These aspects are not within the scope of the assurance engagement.

• The assurance does not extend to mapping the Report with reporting frameworks other than those specifically mentioned. Any assessments or comparisons with frameworks beyond the specified ones are not considered in this engagement.

Corporate Overview & Integrated Report Statutory Reports

• Aspects of the Report that fall outside the mentioned scope and boundary are not subject to assurance. The assessment is limited to the defined parameters.

• The assurance engagement does not include a review of legal compliances. Compliance with legal requirements is not within the scope of this assurance, and the Company is responsible for ensuring adherence to relevant laws.

Responsibility of the Company

Cipla has the sole responsibility for the preparation of the BRSR and is responsible for all information disclosed in the BRSR Core and BRSR. The company is responsible for maintaining processes and procedures for collecting, analyzing and reporting the information and also, ensuring the quality and consistency of the information presented in the Report. Cipla is also responsible for ensuring the maintenance and integrity of its website and any referenced BRSR disclosures on their website.

Use and distribution of Assurance statement

This assurance statement, including our conclusion has been prepared solely for the exclusive use and benefit of management of the company and solely for the purpose for which it is provided. To the fullest extent permitted by law, DNV does not assume responsibility to anyone other than company for DNV’s work or this assurance statement. We have not performed any work, and do not express any conclusion, on any other information that may be published outside of the Report and/or on Company’s website for the current reporting period.

The use of this assurance statement shall be governed by the terms and conditions of the contract between DNV and Cipla. DNV does not accept any liability if this assurance statement is used for any purpose other than its intended use, nor does it accept liability to any third party in respect of this assurance statement.

For DNV Business Assurance India Private Limited,

DNV’s Responsibility

In performing this assurance work, DNV’s responsibility is to the Management of the Company; however, this statement represents our independent opinion and is intended to inform the outcome of the assurance to the stakeholders of the Company. DNV disclaims any liability or co-responsibility for any decision a person or entity would make based on this assurance statement.

Ankita Parab	Anjana Sharma
Lead Verifier	Assurance Reviewer

Assurance Team:

Goutam Banik, Suraiya Rahman, Varsha Bohiya, Himanshu Babbar 18/06/2025, Mumbai, India.

Cipla Limited | Annual Report 2024-25

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Annexure I

1. BRSR Core Disclosures- for reasonable level of assurance

• Section C: Principle 1- Essential Indicator 8, 9

• Section C: Principle 3- Essential Indicator 1-c, 11

• Section C: Principle 5- Essential Indicator 3-b, 7

• Section C: Principle 6- Essential Indicator 1, 3, 4, 7*, 9

• Section C: Principle 8- Essential Indicator 4, 5

• Section C: Principle 9- Essential Indicator 7

2. BRSR Disclosures- Limited level of assurance

• Section A: General Disclosures- 20-a, b, 21, 22, 25

• Section C: Principle Wise Performance Disclosure-

• Principle 1: Essential Indicator 1, Leadership Indicator 1

• Principle 2: Leadership Indicator 4, 5

• Principle 3: Essential Indicator 1-a, b, 2, 5, 7, 8, 9, 13, 14; Leadership Indicator 3, 5

• Principle 5: Essential Indicator 1, 2, 6, 10; Leadership Indicator 4

• Principle 6: Essential Indicator 5, 6; Leadership Indicator 1, 2***, 7

• Principle 8: Leadership Indicator 6

• Principle 9: Essential Indicator 2, 3, 4

*Energy consumption data is reported as per the BRSR core Industry Standard requirements. Additionally, Cipla has purchased I-RECs equivalent to 95,005 MWh to convert their non-renewable energy to renewable as per USEPA and RE100 guidelines. However, DNV’s assurance boundary is limited to the data reported as per the requirements outlined in the Industry Standard on Reporting of BRSR Core.

**Scope 1 GHG emissions are calculated based on 2006 IPCC Guidelines for National Greenhouse Gas Inventories, IPCC sixth assessment report.

Scope 2 GHG emissions for Indian operations are calculated based on the Grid Electricity EF - Central Electricity Authority, Govt. of India, CO2 baseline database for Indian Power Sector, version 20, December 2024; Standardized baseline: Grid emission factor for the national power grid of Uganda, version 1.0; US EPA Emission Factors for Greenhouse Gas Inventories, June 2024; Harmonized IFI Default Grid Factors 2021, UNFCC, version 3.2. Scope 2 emission data has been calculated by a market-based approach.

*** In Scope 3 GHG emissions are calculated for Category 1, 2, 3, 4, 5, 6, 7, 8, 9, 10, 11, 12, 13 and 15 as per GHG Protocol. Scope 3 emissions are calculated as based on IPCC Cross Sector tool (AR6), GaBi database, U.S. Environmentally-Extended Input-Output model (USEEIO) database, DEFRA 2024, GHG Protocol 2024 and IEA 2022.

Corporate Overview & Integrated Report Statutory Reports

Annexure II

Sites selected for audits

S.no	Site	Location
1.	Corporate Office	Mumbai
2.	India Sites (onsite)	Manufacturing plants- Indore, Madhya Pradesh Kurkumbh- Unit 1, 2, 3, Maharashtra Virgonagar, Karnataka Bommasandra, Karnataka Kundaim- Unit 1, Goa Goa- Unit 1, 2, 3 Warehouse- Vapi, Gujarat
3.	India Sites(remote audit)	Medispray, Satara, Maharashtra GCplant, Sikkim
4.	International Sites(remote audit)	Durban, SA

Cipla Limited | Annual Report 2024-25

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GRI Content Index

Statement of use

GRI 1 used Applicable GRI Sector Standard(s)

Cipla Limited has reported in accordance with the GRI Standards for the period 1[st] April, 2024 to 31[st] March, 2025. GRI 1: Foundation 2021 Not Applicable

GRI Standard	Disclosure	Location
GRI 2: General Disclosures 2021	2-1 Organizational details	About Cipla (Page no. 03) Global Reach (Page no. 06) Corporate Information (Page no. 11) BRSR(Page no. 170, 171)
	2-2 Entities included in the organization’s sustainabilityreporting	About this Report(Page no. 02)
	2-3 Reporting period, frequencyand contactpoint	About this Report(Page no. 02)
	2-4 Restatements of information	BRSR(Page no. 177, 181, 182, 188)
	2-5 External assurance	About this Report (Page no. 02) Assurance Statement(Page no. 418)
	2-6 Activities, value chain and other business relationships	About Cipla (Page no. 03) Global Reach (Page no. 06) Value Creation Model (Page no. 22) Manufactured Capital (Page no. 63) Relationship Capital (Page no. 101) BRSR(Page no. 170, 171)
	2-7 Employees	Human Capital(Page no. 80, 81)
	2-8 Workers who are not employees	Human Capital(Page no. 80)
	2-9 Governance structure and composition	Board of Directors (Page no. 08) Report on Corporate Governance (Page no. 191, 192)
	2-10 Nomination and selection of the highest governance body	Report on Corporate Governance (Page no. 194, 195)
	2-11 Chair of the highest governance body	Not applicable as Dr Y K Hamied is Non- Executive Chairman of the Company
	2-12 Role of the highest governance body in overseeing the management of impacts	Contributing to a Sustainable Future (Page no. 37) Report on Corporate Governance (Page no. 191, 195) BRSR(Page no. 175, 180)
	2-13 Delegation of responsibility for managing impacts	Contributing to a Sustainable Future (Page no. 37) Report on Corporate Governance (Page no. 191, 192) Management Council(Page no. 09)
	2-14 Role of the highest governance body in sustainability reporting	Contributing to a Sustainable Future (Page no. 37) Double Materiality Assessment (Page no. 46) About this Report(Page no. 02)
	2-15 Conflicts of interest	BRSR(Page no. 177)
	2-16 Communication of critical concerns	Report on Corporate Governance (Page no. 214) Stakeholder Engagement(Page no. 40)
	2-17 Collective knowledge of the highest governance body	Report on Corporate Governance (Page no. 183) BRSR(Page no. 176)

Corporate Overview & Integrated Report Statutory Reports

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GRI Standard Disclosure Location
2-18 Evaluation of the performance of the highest Report on Corporate Governance
governance body (Page no. 196)
2-19 Remuneration policies Report on Corporate Governance
(Page no. 199, 200)
Nomination and Remuneration
Policy (https://www.cipla.com/sites/
default/files/1560495705_Revised%20
Remuneration%20Policy.pdf)
2-20 Process to determine remuneration Report on Corporate Governance
(Page no. 199, 200)
Nomination and Remuneration
Policy (https://www.cipla.com/sites/
default/files/1560495705_Revised%20
Remuneration%20Policy.pdf)
2-21 Annual total compensation ratio Ratio of the annual total compensation
for the organisation’s highest-paid
individual to the median annual total
compensation for all employees – 181.2
Ratio of the percentage increase in
annual total compensation for the
organisation’s highest paid individual
to the median percentage increase
in annual total compensation for all
employees – (1.27)
2-22 Statement on sustainable development strategy MD and GCEOs Message (Page no. 14-17)
2-23 Policy commitments Human Capital (Page no. 89)
Report on Corporate Governance
(Page no. 212)
BRSR (Page no. 174, 182)
2-24 Embedding policy commitments Human Capital (Page no. 92)
Report on Corporate Governance
(Page no. 215)
BRSR (Page no. 174, 176, 177)
2-25 Processes to remediate negative impacts Stakeholder Engagement (Page no. 40)
Code of Conduct (https://www.cipla.
com/about-us/code-conduct)
Report on Corporate Governance
(Page no. 215)
BRSR (Page no. 177, 188)
2-26 Mechanisms for seeking advice and raising concerns Report on Corporate Governance
(Page no. 214)
Stakeholder Engagement (Page no. 40)
Code of Conduct (https://www.cipla.
com/about-us/code-conduct)
2-27 Compliance with laws and regulations Natural Capital (Page no. 116)
BRSR (Page no. 176)
2-28 Membership associations Relationship Capital (Page no. 102)
2-29 Approach to stakeholder engagement Stakeholder Engagement (Page no. 40)
2-30 Collective bargaining agreements Human Capital (Page no. 92, 93)
GRI 3: Material Topics 2021 3-1 Process to determine material topics Double Materiality Assessment
(Page no. 46)
3-2 List of material topics Double Materiality Assessment
(Page no. 47)
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GRI Standard Disclosure Location
Access and Affordability of Medicines
GRI 3: Material Topics 2021 3-3 Management of material topics Relationship Capital (Page no. 99)
Social Capital (Page no. 107)
Product Quality and Safety
GRI 3: Material Topics 2021 3-3 Management of material topics Manufactured Capital (Page no. 63, 66)
GRI 416: Customer Health and 416-1 Assessment of the health and safety impacts of Manufactured Capital (Page no. 67)
Safety 2016 product and service categories Relationship Capital (Page no. 101)
416-2 Incidents of non-compliance concerning the health Manufactured Capital (Page no. 67)
and safety impacts of products and services
GRI 417: Marketing and 417-1 Requirements for product and service information and Relationship Capital (Page no. 102)
Labeling 2016 labeling
417-2 Incidents of non-compliance concerning product and Relationship Capital (Page no. 102)
service information and labeling
417-3 Incidents of non-compliance concerning marketing Relationship Capital (Page no. 102)
communications
Data Privacy and Cyber
Security
GRI 3: Material Topics 2021 3-3 Management of material topics Manufactured Capital (Page no. 69)
GRI 418: Customer Privacy 418-1 Substantiated complaints concerning breaches of Manufactured Capital (Page no. 69)
2016 customer privacy and losses of customer data
Innovation and Research and Development
GRI 3: Material Topics 2021 3-3 Management of material topics Intellectual Capital (Page no. 71)
Sustainable Supply Chain
GRI 3: Material Topics 2021 3-3 Management of material topics Relationship Capital (Page no. 103)
GRI 204: Procurement 204-1 Proportion of spending on local suppliers Relationship Capital (Page no. 103)
Practices 2016
GRI 308: Supplier 308-1 New suppliers that were screened using environmental Relationship Capital (Page no. 104)
Environmental Assessment 2016 criteria
308-2 Negative environmental impacts in the supply chain Relationship Capital (Page no. 104)
and actions taken
GRI 407: Freedom of 407-1 Operations and suppliers in which the right to freedom Relationship Capital (Page no. 104)
Association and Collective of association and collective bargaining may be at risk
Bargaining 2016
GRI 408: Child Labor 2016 408-1 Operations and suppliers at significant risk for Relationship Capital (Page no. 104)
incidents of child labor
GRI 409: Forced or 409-1 Operations and suppliers at significant risk for Relationship Capital (Page no. 104)
Compulsory Labor 2016 incidents of forced or compulsory labor
GRI 414: Supplier Social 414-1 New suppliers that were screened using social criteria Relationship Capital (Page no. 104)
Assessment 2016 414-2 Negative social impacts in the supply chain and Relationship Capital (Page no. 104)
actions taken
Corporate Governance and Business Ethics
GRI 3: Material Topics 2021 3-3 Management of material topics Report on Corporate Governance
(Page no. 191)
GRI 201: Economic 201-1 Direct economic value generated and distributed Financial Capital (Page no. 129)
Performance 2016
GRI 205: Anti-corruption 2016 205-1 Operations assessed for risks related to corruption BRSR (Page no. 176)
205-2 Communication and training about anti-corruption BRSR (Page no. 176)
policies and procedures
205-3 Confirmed incidents of corruption and actions taken BRSR (Page no. 177)
GRI 206: Anti-competitive 206-1 Legal actions for anti-competitive behavior, anti-trust, Relationship Capital (Page no. 102)
Behavior 2016 and monopoly practices
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Corporate Overview & Integrated Report Statutory Reports

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GRI Standard Disclosure Location
Occupational Health and Safety
GRI 3: Material Topics 2021 3-3 Management of material topics Human Capital (Page no. 93)
GRI 403: Occupational Health 403-1 Occupational health and safety management system Human Capital (Page no. 93, 94)
and Safety 2018 403-2 Hazard identification, risk assessment, and incident Human Capital (Page no. 94)
investigation
403-3 Occupational health services Human Capital (Page no. 97)
403-4 Worker participation, consultation, and Human Capital (Page no. 95)
communication on occupational health and safety
403-5 Worker training on occupational health and safety Human Capital (Page no. 95)
403-6 Promotion of worker health Human Capital (Page no. 96)
403-7 Prevention and mitigation of occupational health and Human Capital (Page no. 97)
safety impacts directly linked by business relationships Relationship Capital (Page no. 104)
403-8 Workers covered by an occupational health and Human Capital (Page no. 96)
safety management system
403-9 Work-related injuries Human Capital (Page no. 97)
403-10 Work-related ill health Human Capital (Page no. 97)
Human Capital Management
GRI 3: Material Topics 2021 3-3 Management of material topics Human Capital (Page no. 79)
GRI 401: Employment 2016 401-1 New employee hires and employee turnover Human Capital (Page no. 87, 90)
401-2 Benefits provided to full-time employees that are not Human Capital (Page no. 85, 86)
provided to temporary or part-time employees
401-3 Parental leave Human Capital (Page no. 85)
GRI 402: Labor/Management 402-1 Minimum notice periods regarding operational Human Capital (Page no. 92)
Relations 2016 changes
GRI 404: Training and 404-1 Average hours of training per year per employee Human Capital (Page no. 89)
Education 2016 404-2 Programs for upgrading employee skills and transition Human Capital (Page no. 88)
assistance programs
404-3 Percentage of employees receiving regular Human Capital (Page no. 89)
performance and career development reviews
GRI 405: Diversity and Equal 405-1 Diversity of governance bodies and employees Human Capital (Page no. 80)
Opportunity 2016 405-2 Ratio of basic salary and remuneration of women to men The ratio of basic salary and
remuneration of women to
men stands at 1.77. This ratio is
calculated based on the FTE’s of Cipla
across the globe
GRI 406: Non-discrimination 406-1 Incidents of discrimination and corrective actions taken Human Capital (Page no. 92)
2016
GRI 407: Freedom of 407-1 Operations and suppliers in which the right to freedom Human Capital (Page no. 92)
Association and Collective of association and collective bargaining may be at risk
Bargaining 2016
GRI 408: Child Labor 2016 408-1 Operations and suppliers at significant risk for Human Capital (Page no. 92)
incidents of child labor
GRI 409: Forced or 409-1 Operations and suppliers at significant risk for Human Capital (Page no. 92)
Compulsory Labor 2016 incidents of forced or compulsory labor
GRI 410: Security Practices 2016 410-1 Security personnel trained in human rights policies or Human Capital (Page no. 92)
procedures
Climate Action and Resource Management
GRI 3: Material Topics 2021 3-3 Management of material topics Natural Capital (Page no. 115)
GRI 201: Economic 201-2 Financial implications and other risks and Natural Capital (Page no. 120)
Performance 2016 opportunities due to climate change TCFD Report FY 2022-23 (https://www.
cipla.com/sites/default/files/Cipla-Task-
Force-on-Climate-Related-Financial-
Disclosures-Report.pdf)
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GRI Standard Disclosure Location
GRI 302: Energy 2016 302-1 Energy consumption within the organization Natural Capital (Page no. 117)
302-3 Energy intensity Natural Capital (Page no. 117)
302-4 Reduction of energy consumption Natural Capital (Page no. 117)
GRI 303: Water and Effluents 303-1 Interactions with water as a shared resource Natural Capital (Page no. 121)
2018 303-2 Management of water discharge-related impacts Natural Capital (Page no. 122)
303-3 Water withdrawal Natural Capital (Page no. 121)
303-4 Water discharge Natural Capital (Page no. 121, 122)
303-5 Water consumption Natural Capital (Page no. 121)
GRI 304: Biodiversity 2016 304-1 Operational sites owned, leased, managed in, or BRSR (Page no. 185)
adjacent to, protected areas and areas of high biodiversity
value outside protected areas
304-4 IUCN Red List species and national conservation list Natural Capital (Page no. 126)
species with habitats in areas affected by operations
GRI 305: Emissions 2016 305-1 Direct (Scope 1) GHG emissions Natural Capital (Page no. 119)
305-2 Energy indirect (Scope 2) GHG emissions Natural Capital (Page no. 119)
305-3 Other indirect (Scope 3) GHG emissions Natural Capital (Page no. 120)
305-4 GHG emissions intensity Natural Capital (Page no. 119, 120)
305-5 Reduction of GHG emissions Natural Capital (Page no. 117)
305-6 Emissions of ozone-depleting substances (ODS) Natural Capital (Page no. 120)
305-7 Nitrogen oxides (NOx), sulfur oxides (SOx), and other BRSR (Page no. 184)
significant air emissions
GRI 306: Waste 2020 306-1 Waste generation and significant waste-related impacts Natural Capital (Page no. 123)
306-2 Management of significant waste-related impacts Natural Capital (Page no. 123)
306-3 Waste generated Natural Capital (Page no. 123)
306-4 Waste diverted from disposal Natural Capital (Page no. 125)
306-5 Waste directed to disposal Natural Capital (Page no. 124)
Community Wellbeing
GRI 3: Material Topics 2021 3-3 Management of material topics Social Capital (Page no. 107)
GRI 413: Local Communities 413-1 Operations with local community engagement, impact Social Capital (Page no. 107)
2016 assessments, and development programs
413-2 Operations with significant actual and potential Social Capital (Page no. 107)
negative impacts on local communities BRSR (Page no. 188)
Technology and Digitilisation
GRI 3: Material Topics 2021 3-3 Management of material topics Manufactured Capital (Page no. 64)
Human Capital (Page no. 82)
Relationship Capital (Page no. 99)
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Corporate Overview & Integrated Report Statutory Reports

Glossary of Abbreviations

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Abbreviation Full Form
Integrated Reporting
AAM Association of Accessible Medicines
ABPA Allergic Bronchopulmonary Aspergillosis
ACCS Automatic Condenser Tube Cleaning System
ADCs Antibody Drug Conjugates
ADHD Attention Deficit Hyperactivity Disorder
ADRs American Depository Receipts
AFR Alternative Fuels and Materials
AGM Annual General Meeting
AHU Air Handling Unit
AI Artificial Intelligence
AIDS Acquired Immuno Deficiency Syndrome
ALARP As Low As Reasonably Practicable
ALIVE Aspire,Learn,Innovate,Voice and Engage
AMR Anti-Microbial Resistance
ANDA Abbreviated New Drug Application
API Active Pharmaceutical Ingredient
ARV Anti Retro Viral
ATFD Agitated Thin Film Dryer
ATM All Things Money
B2B Business-to-business
BCP Business Continuity Planning
BLWC Breathefree Lung Wellness Centre
BMPs Biodiversity Management Plans
BMTs Bone Marrow Transplants
BPH Benign Prostate Hyperplasia
BPS Basis points
BRSR Business Responsibility and Sustainability Report
CAGR Compound Annual Growth Rate
CAPA Corrective and Preventive Action
CCMDD Central Chronic Medicine Dispensing and
Distribution
CCS Contamination Control Strategy
CDSCO Central Drugs Standard Control Organisation
CESTAT Customs, Excise and Service Tax Appellate
Tribunal
CGA Cipla Global Access
CGT Competitive Generic Therapy
CGU Cash Generating Unit
CHL Cipla Health Limited
CII Confederation of Indian Industry
CIN Corporate Identity Number
CME Continuing Medical Education
CMO Contract Manufacturing Organisations
CNS Central Nervous System
CO2 Carbon Dioxide
COA Community Oncology Alliance
CODM Chief Operating Decision Maker
COE Centre of Excellence
COPD Chronic Obstructive Pulmonary Disease
COSO Committee of Sponsoring Organizations
COVID Coronavirus disease
CPC Care and Training Centre
CQA Corporate Quality Assurance
CQCIL Cipla Quality Chemicals Industries Limited
CRM Customer Relationship Management
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Abbreviation Full Form
CSR Corporate Social Responsibility
CSRD Corporate Sustainability Reporting Directive
CTAP Climate Transition Action Plan
cUTI complicated Urinary Tract infections
DCGI Drug Controller General of India
DCS Distributed Control Systems
DIN Directors Identification Number
DJSI Dow Jones Sustainability Index
DMA Double Materiality Assessment
DMF Drug Master Files
DPCO Drugs (Prices Control) Orders Act
DPI Dry Powder Inhaler
DTM Direct-to-Market
E&L Extractables and Leachables
EBITDA Earnings before interest, taxes, depreciation, and
amortization
EC Electronically Commutated
ECL Expected credit loss
EDQM European Directorate for the Quality of
Medicines
EFRAG European Financial Reporting Advisory Group
EHS Environment Health and Safety
EIR Effective interest rate
EM Emerging Markets
EMA European Medicines Agency
EMEU Emerging Markets & Europe
EML Essential Medicine List
EPR Extended producer responsibility
EPS Earnings Per Share
ERGs Employee Resource Groups
ERM Enterprise Risk Management
ESAR Employee Stock Appreciation Rights
ESG Environment, Social and Governance
ESIC Employee State Insurance Corporation
ESOP Employee Stock Option
ESOS Employee Stock Option Scheme
ESRS European Sustainability Reporting Standards
ETP Effluent Treatment Plant
FDA Food and Drug Administration
FICCI Federation of Indian Chambers of Commerce &
Industry
FIEO Federation of Indian Export Organisations
FMIIP Fédération Marocaine de l’Industrie et de
l’Innovation Pharmaceutiques
FOPE Federation of Pharma Entrepreneurs
FVTOCI Fair value through other comprehensive income
FVTPL Fair value through profit or loss
FY Financial Year
GBMSA Generics & Biosimilars Medicines of South Africa
GBP Great Britain Pound
GCEO Global Chief Executive Officer
GCFO Global Chief Financial Officer
GDR Global Depository Receipts
GEP-NETs Gastroenteropancreatic Neuroendocrine Tumors
GHG Green House Gas
GIDC Goa Industrial Development Corporation
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Cipla Limited | Annual Report 2024-25

Caring For Life

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Abbreviation Full Form Abbreviation Full Form
GJ Giga Joules MEE Multiple Effect Evaporator
GMP Good Manufacturing Practices MES Manufacturing Execution System
GORD gastro-esophageal reflux disease MHRA Medicines and Healthcare Products Regulatory
GRI Global Reporting Initiative Agency, UK
GST Goods and Services Tax MHU Mobile Health Units
GVP Good Pharmacovigilance Practices ML Machine Learning
Gx Generics drugs MoEFCC Ministry of Environment, Forest and Climate
HAP Hazardous air pollutants Change
HAZID Hazard Identification MS Single quadrupole mass spectrometry
HAZOP Hazard Operability MSL Mobile Science Lab
HCP Healthcare Professionals MT Metric Tonnes
HDA Healthcare Distribution Alliance MWh Megawatt-hour
HIV Human Immunodeficiency Virus NAT Nucleic Acid Testing
HPLC High- Performance Liquid Chromatography NCD Non Communicable Diseases
IA Internal Audit NDA New Drug Applications
IBBI India Business & Biodiversity Initiative NGO Non-Governmental Organisation
ICAI Institute of Chartered Accountants of India NIST National Institute of Standards and Technology
ICCA International Council for Commercial Arbitration NLEM National List of Essential Medicines
ICMR Indian Council of Medical Research NMPA National Medical Products Administration, China
IEPF Investors Education and Protection Fund NOx Nitrogen oxides
IFC Internal Financial Controls NPPA National Pharmaceutical Pricing Authority
IGBA International Generic and Biosimilar Medicines OADs Obstructive Airway Diseases
Association OASIS Optimising Antimicrobials for improving Stewardship
IIRC International Integrated Reporting Council OCI Other comprehensive income
IIS investigator-initiated studies ODS Ozone Depleting Substances
IND Investigational New Drug OECD Organisation for Economic Co-Operation and
IND AS Indian Accounting Standards Development
IoT Internet of Things OHH Occupational Health and Hygiene
IPA Indian Pharmaceutical Association OHS Occupational Health and Safety
IPA Indian Pharmaceutical Alliance OHSAS Occupational Health and Safety Assessment
IPD Integrated Product Development Series
IPM Indian Pharma Market OSD Oral Solid Dosage
IPR&D In-Process Research and Development assets OT Operational Technology
IPWD International Day of Persons with Disabilities OTC Over The Counter
IRMC Investment and Risk Management Committee P.a. Per annum
IROs Impacts, Risks, and Opportunities PAGE Foundation for Pharmaceutical Academy for
ISMS Information Security Management System Global Excellence
ISO Organization for Standardization pALD Paediatric Abacavir/Lamivudine/ Dolutegravir
IT Information Technology PAT Profit After Tax
IUCN International Union for Conservation of Nature PBRB Performance Based Retention Bonus
JIBAR Johannesburg Interbank Average Rate PCF Product Carbon Footprint
KFDA Korea Food and Drug Administration PEC Predicted Environmental Concentration
KL Kilo Liter PHARMEXCIL Pharmaceutical Export Promotion Council
KMP Key Managerial Persons PIT Prohibition of Insider Trading
KPI Key Performance Indicators PM Particulate matter
KWp Kilo Watt peak PMDA Pharmaceuticals and Medical Devices Agency,
LAIs Long-Acting Injectables Japan
LAMA long-acting muscarinic antagonist pMdI Pressured Metered Dose Inhaler
LCA Life Cycle Assessments POP Persistent organic pollutants
LGWP Low Global Warming Potential Propellant POSH Prevention of Sexual Harassment
LLP Limited Liability Partnership PPP Purchasing Power Parity
LMIC low-and middle-income countries PQP Prequalification of Medicines Programme
LMS Learning Management System PRPCS Paediatric Palliative Care Leadership
LODR Listing Obligations and Disclosure Requirements Programme
LPG Liquefied Petroleum Gas PSCI Pharmaceutical Supply Chain Initiative
LTIFR Lost Time Injury Frequency Rate QMS Quality Management System
MAT Minimum Alternate Tax
R&D Research and development
MCA Ministry of Corporate Affairs R&R Rehabilitation and Resettlement
MD Managing Director RCP Representative Concentration Pathways
MDI Metered Dosage Inhaler
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Abbreviation Full Form Abbreviation Full Form
RE Renewable Energy TA Tentative Approval
RO Reverse Osmosis TCFD Task Force on Climate Related Financial
RoE Return on Equity Disclosures
RoIC Return on invested capital tCO2e Tonnes of CO2 Equivalent
ROU Right-of-Use TEACH Training and Educational Centre for Hearing
RPT Related Party Transactions Impaired
RPT Policy Policy on Related Party Transactions TGA Theoretical Goods Administration
RTA Registrar and Share Transfer Agent TJ Tera Joules
RWE Real-World Evidence TLD Tenofovir-Lamivudine-Dolutegravir
Rx Prescription drugs TNFD Task-force on Nature related Financial
SAGA South Africa, Sub-Saharan Africa, Global Access Disclosures
SAHPRA South African Health Products Regulatory TSDF Treatment,Storage and Disposal Facilities
Authority UNSDG United Nations Sustainable Development Goals
SC Supreme Court UPSI Unpublished price sensitive information
SCM Supply Chain Management USD US Dollar
SCoC Supplier Code of Conduct USFDA United States Food and Drug Administration
SDD Structured Digital Database UTIs Urinary Tract Infections
SDGs Sustainable Development Goals VAI Voluntary Action Indicated
SEBI Securities and Exchange Board of India VAP Ventilator-Associated Pneumonia
SEZ Special Economic Zone VC Video conferencing
SFE Sales Force Effectiveness VFD Variable Frequency Drive
SHRM Society for Human Resource Management VOC Volatile organic compounds
SIA Social Impact Assessments VTFD Vertical Thin Film Dryer
SMA Spinal Muscular Atrophy WACC Weighted average cost of capital
SMP Senior Management Personnel WHO World Health Organisation
SOP Standard Operating Procedure WUGs Water User Groups
SOx sulfur oxides XDR Extended Detection and Response
SSA Sub-Saharan Africa ZAR South African Rand
STP Sewage Treatment Plant ZLD Zero Liquid Discharge
SVHC Substances of Very High Concern ZWTL Zero Waste to Landfill
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Notes

Disclaimer

Except for the historical information contained herein, statements in this annual report and the subsequent discussions may constitute "forward-looking statements". These risks and uncertainties include, but are not limited to our ability to successfully implement our strategy, our growth and expansion plans, our ability to obtain regulatory approvals, technological changes, fluctuation in earnings, foreign exchange rates, our ability to manage international operations and exports, our exposure to market risks, impact of pandemic as well as other risks that could cause actual results to differ materially from those suggested by the forward-looking statements.

Cipla Limited does not undertake any obligation to update forward-looking statements to reflect events or circumstances after the date thereof. This annual report and its contents is not intended to endorse, advertise, promote or recommend the use of any products listed in it which are for representation purpose only, some of which are reference listed drugs of which the Company has approved, under approval or under development generic equivalents. The prefixes “g” and “generic” used interchangeably indicate the generic versions of the named brand drugs. Information relating to any medical products or medical devices contained herein is provided by Cipla for general information purposes only. Information on any of the medical products or medical devices may vary from country-to-country. A reference to a medical product or a medical device does not imply that such medical product or medical device is available in your country. The commercial availability of the medical products or medical devices listed herein in your country is dependent on the validity and status of existing patents and/or marketing authorisations related to each. An independent enquiry regarding the availability of each medical products or medical device should be made for each individual country. The product information contained herein is not intended to provide complete medical information and is not intended to be used as an alternative to consulting with qualified doctors or health care professionals. Nothing contained herein should be construed as giving of advice or the making of a recommendation and it should not be relied on as the basis for any decision or action. It is important to only rely on the advice of a health-care professional.

Cipla Limited

Cipla House, Peninsula Business Park, Ganpatrao Kadam Marg, Lower Parel, Mumbai - 400013 Tel: +91 22 41916000; Fax: +91 22 41916120 Email: contactus@cipla.com; Website: www.cipla.com Corporate Identity Number: L24239MH1935PLC002380

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Cipla Limited

CIN: L24239MH1935PLC002380

Regd. Office: Cipla House, Peninsula Business Park, Ganpatrao Kadam Marg, Lower Parel, Mumbai -400 013 Tel. No.: +91 22 4191 6000 • Fax No.: +91 22 4191 6120 E-mail: cosecretary@cipla.com • Website: www.cipla.com

Sub: Notice of the 89[th] Annual General Meeting (‘AGM’) and the Integrated Annual Report for financial year 2024-25

Dear Members,

We are pleased to invite you to attend the 89[th] AGM of Cipla Limited, to be held on Wednesday, 16[th] July, 2025 at 3:00 p.m. IST through Video Conferencing (VC).

The Notice of the 89[th] AGM (AGM Notice) and the Integrated Annual Report for financial year 2024-25 are being sent through email to all the members whose email addresses are registered with the Registrar & Share Transfer Agent (RTA) or the Depository.

Since your email address is not registered with the RTA or the Depository, in compliance with Regulation 36(1)(b) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, we are sharing the QR code, web-link and the path to access (i) AGM Notice setting out the business(es) to be transacted at the AGM (ii) Integrated Annual Report for financial year 2024-25, as given below.

AGM Notice	Weblink: https://www.cipla.com/sites/default/files/Notice-of-89th- Annual-General-Meeting.pdf
	Path:www.cipla.com > Investors > Annual Reports > Year 2024-2025 > Annual Report 2024-25
	QR Code:
Integrated Annual Report	Weblink: https://www.cipla.com/sites/default/files/Cipla-AR-2024-25.pdf
	Path:www.cipla.com > Investors > Annual Reports > Year 2024-2025 > Annual Report 2024-25

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 contactus@cipla.com Corporate Identity Numbe r L24239MH1935PLC002380

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QR Code:
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For details relating to instructions for e-voting, attending the AGM through VC, dividend entitlement, TDS on dividend amount etc., kindly refer to the AGM Notice.

Thank you

For Cipla Limited

Sd/- Rajendra Chopra Company Secretary ICSI Membership No: A12011

Date: 19[th] June, 2025 Place: Mumbai

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 contactus@cipla.com Corporate Identity Numbe r L24239MH1935PLC002380