Cipla Ltd. — Audit Report / Information 2025

May 29, 2025

29th May, 2025

• Listing Department Listing Department Dalal Street Plot no. C/1, G Block
• (1) BSE Ltd. (2) National Stock Exchange of India Ltd. Phiroze Jeejeebhoy Towers Exchange Plaza, 5th floor Mumbai 400 001 Bandra Kurla Complex Scrip Code: 500087 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: Annual Secretarial Compliance Report for the financial year ended 31st March, 2025

Dear Sir/Madam,

Pursuant to Regulation 24A of the Securities and Exchange Board of India (Listing Obligation and Disclosure Requirement) Regulations, 2015, please find enclosed the Annual Secretarial Compliance Report for the financial year 2024-25 issued by M/s BNP & Associates, Practising Company Secretaries.

This will also be hosted on the Company's website, at www.cipla.com.

Kindly take the above information on record.

Thanking you,

Yours faithfully, For Cipla Limited Rajendra Chopra Company Secretary RAJENDR A KUMAR CHOPRA Digitally signed by RAJENDRA KUMAR CHOPRA Date: 2025.05.29 18:10:17 +05'30'

Encl: As above

Prepared by: Chirag Hotchandani

Secretarial Compliance Report of Cipla Limited For The Financial Year Ended 31st March, 2025

We have conducted the review of the compliance of the applicable statutory provisions and the adherence to good corporate practices by Cipla Limited (CIN: L24239MH1935PLC002380) (hereinafter referred as "the Listed Entity"), having its Registered Office at Cipla House, Peninsula Business Park, Ganpatrao Kadam Marg, Lower Pare!, Mumbai - 400013, Secretarial Review was conducted in a manner that provided us a reasonable basis for evaluating the corporate conducts/statutory compliances and to provide our observations thereon.

Based on our verification of the listed entity's books, papers, minutes books, forms and returns filed and other records maintained by the listed entity and also the information provided by the listed entity, its officers, agents and authorized representatives during the conduct of Secretarial Review, we hereby report that the listed entity has, during the review period covering the financial year ended on 31st March, 2025, complied with the statutory provisions listed hereunder and subject to the reporting made hereinafter:

We, BNP & Associates, have examined:

• (a) all the documents and records made available to us and explanations provided by the Listed Entity,
• (b) the filings/ submissions made by the listed entity to the Stock Exchanges,
• (c) website of the listed entity,
• (d) any other documents/ filings, as may be relevant, which have been relied upon to make this Report,

for the year ended 31st March, 2025 ("Review Period") in respect of the compliance with the provisions of:

• (a) The Securities and Exchange Board of India Act, 1992 ("SEBI Act") and the Regulations, circulars, guidelines issued thereunder; and
• (b) The Securities Contracts (Regulation) Act, 1956 ("SCRA"), rules made thereunder and the Regulations, circulars, guidelines issued thereunder by the Securities and Exchange Board of India ("SEBI");

The specific Regulations, whose provisions and the circulars / guidelines issued thereunder, have been examined, include:

• (a) Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011; (to the extent applicable)
• (b) Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015;
• (c) Securities and Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regulations, 2021;
• (d)' Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("Listing Regulations");
• ( e) Securities and Exchange Board of India (Depositories and Participants) Regulations, 2018;
• (f) Securities and Exchange Board of India (Registrars to an Issue and Share Transfer Agents) Regulations, 1993;

and the circulars/ guidelines issued thereunder, hereinafter collectively referred as "SEBI Regulations".

Page 1 of 5

And based on the above examination, we hereby report that, during the Review Period:

(a) The Listed Entity has complied with the provisions of the above Regulations and circulars/ guidelines issued thereunder .. except in respect of matters specified below: -

Sr. No.	Compliance(Regulations/	Requirementcirculars/	Regulation /Circular No.	Deviations	Action Takenby	Type ofAction
	guidelines/ including specificclause)
(a)	(b)		(c)	(d1	(e1	(f)
None

Details of Violation	Fine Amount	Observations/Remarks of	Management	Remarks
		CompanythePracticing	response
(g)		Secretary (PCS)
	(h)	(i)	m	(k1
None

(b) The Listed Entity has taken the following action to comply with the observations made in previous reports:

Sr.	Observations/	Observations	Compliance	Details of	Remedial	Comments of
No.	Remarks of the	made in the	Requirement	violation/	actions,	the PCS
	Practicing	Secretarial	(Regulations/	Deviations	if any,	on the
	Company	Compliance	circulars/	and actions	taken by	actions
	Secretary (PCS)	report for the	guidelines	taken	the listed	taken by
	in the previous	year ended	including	/penalty	entity	the listed
	reports)		specific	imposed, if		entity
			clause)	any, on the
				listed entity
(a)	(b)	(c)	(d)	(e)	(tl	(21
None

We hereby report that during the review period, the compliance status of the Listed Entity with the following requirements is as follows:

Sr.No.	Particulars	Compliance StatusYes No NA	Observations/RemarksbPCS
1.	Secretarial Standards:The compliances of the Listed Entity are inaccordancewiththeapplicableSecretarialStandardsissuedbytheInstituteof(SS)Company Secretaries India (ICSI).	Yes	None
2.	Adoption and timely Updation of the Policies:•applicablepoliciesundertheAllSEBIRegulations are adopted with the approval ofBoard of Directors of the Listed Entity.•All the policies are in conformity with the SEBIRegulations and have been reviewed andtimelyupdatedontime,aspertheregulations/ circulars/ guidelinesissuedbythe SEBI.	Yes	None
3.	Maintenance and disclosures on Website:•The Listed Entity is maintaining a functionalwebsite•Timelydisseminationof the documents/information under a separate section on thewebsite•Web-linksprovideinannualcorporategovernance reports under Regulation 27(2)are accurate and specific which re-directs tothe relevant document(s)/ section of thewebsite.	Yes	None
4.	Disqualification of Director:None of the Directors of the Company aredisqualified under Section 164 of the CompaniesAct, 2013.	Yes	None
5.	Details related to Subsidiaries of the Listed Entityhave been examined w.r.t.:(a) Identificationofmaterialsubsidiarycompanies.(b) Disclosure requirements of material as well asother subsidiaries.	Yes	None

Page 3 of 5

E-mail: support@bnpassociates.in Web: www.bnpassociates.in

6.	Preservation of Documents:The Listed Entity is preserving and maintainingrecords as prescribed under the SEBI Regulationsand disposal of records as per the Policy ofPreservation of Documents and Archival policyprescribed under the SEBI Listing Regulations.	Yes	None
7.	Performance Evaluation:The Listed Entity has conducted performanceevaluation of the Board, Independent Directorsand the Committees during the financial year asprescribed in the SEBI Regulations.	Yes	None
8.	Related Party Transactions:(a) The Listed Entity has obtained prior approvalof the Audit Committee for all the Relatedparty transactions.	Yes	None
	(b) In case no prior approval obtained, the listedentity shall provide detailed reason along withconfirmation whether the transaction weresubsequently approved/ratified/rejected bythe Audit Committee.	NA	No suchinstancesobserved
9.	Disclosure of events or information:The Listed Entity has provided all the requireddisclosure(s) under Regulation 30 along withSchedule IIIof the SEBI Listing Regulationswithin the time limits prescribed thereunder.	Yes	None
10.	Prohibition of Insider Trading:TheListedEntityisincompliancewithRegulation 3(5) & 3(6) SEBI(Prohibition ofInsider Trading) Regulations, 2015.	Yes	None
11.	Actions taken by SEBI or Stock Exchange(s), ifam[;No action(s) has been taken against the ListedEntity /its promoters/ directors/ subsidiarieseither by SEBIor by the Stock Exchanges(includingundertheStandardOperatingProcedures issued by the SEBI through variouscirculars)under theRegulationsandSEBIcirculars/ guidelines issued thereunder.	NA	None
12.	Resignation of statutory auditors from the listedentity or its material subsidiaries:In case of resignation of statutory auditor fromtheListedEntityoranyofitsmaterialsubsidiaries during the financial year, the Listed	NA	None

& Associates E-mail: support@bnpassociates.in Web: www.bnpassociates.in

	Entity and/ or its material subsidiary(ies) has/have compiled with paragraph 6.1 and 6.2 ofsection V-D of chapter V of the Master Circular oncompliance with the provisions of the SEBIListing Regulations by the Listed Entity.
13.	Additional non-compliances. if any:No non-compliance was observed of any SEBIregulation/circular/guidance note etc.	NA	None

We further, report that the listed entity is in compliance with the disclosure requirements of Employee Benefit Scheme Documents in terms of regulation 46(2) (za) of the SEBI Listing Regulations.

Assumptions & Limitation of scope and Review:

• 1. Compliance of the applicable laws and ensuring the authenticity of documents and information furnished, are the responsibilities of the management of the listed entity.
• 1. Our responsibility is to certify based upon our examination ofrelevant documents and information. This is neither an audit nor an expression of opinion.
• 1. We have not verified the correctness and appropriateness of financial records and books ofaccounts of the listed entity.
• 1. This Report is solely for the intended purpose of compliance in terms of Regulation 24A (2) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and is neither an assurance as to the future viability of the listed entity nor of the efficacy or effectiveness with which the management has conducted the affairs of the listed entity.

Date: 28th May, 2025 Place: Mumbai

For BNP & Associates Company Sec [Firm Regn. No ] [P ]

Avinash Bagul Partner FCS: 5578/ CP No. 19862 PR No. 637 /2019 UDIN:F005578G000474233