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Ind-Swift Laboratories Ltd. Board/Management Information 2025

May 30, 2025

62552_rns_2025-05-30_2dff81d5-ab80-4dfe-baa9-db0520dec0d5.pdf

Board/Management Information

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Ref: ISLL:CH:2025 Date: 30th May, 2025
The President The Vice President,
Corporate Relationship Department Listing Compliance Department,
BSE Limited National Stock Exchange of India Limited,
Phiroze Jeejeebhoy Towers, Exchange Plaza, 5th Floor
25th Floor, Dalal Street, Plot No. C/2, G-Block,
Mumbai 400 001 Bandra Kurla Complex, Bandra (E),
Mumbai 400 051
ISIN: INE915B01019
BSE Scrip Code: 532305 NSE Symbol: INDSWFTLAB

Sub: Outcome of the Board Meeting dated 30[th] May, 2025

Ref: Disclosure under Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Respected Sir/Ma’am,

Pursuant to the provisions of Regulation 30 and 33 and any other applicable provisions, if any, of the SEBI (LODR) Regulations, 2015, we would like to inform that the Board of Directors of the Company in their meeting held today i.e. Friday, 30[th] May, 2025 took on record the following:

  1. In view of the ongoing Scheme of Arrangement for the Amalgamation (where the appointed date is 31.03.2024) of Ind-Swift Limited (the Transferor Company ) with Ind-Swift Laboratories Limited (the Transferee Company /the Company ), which is currently at an advanced stage, and with the final order of merger expected shortly, the Board of Directors of the Company has decided to adopt the Audited Financial Statements of the merged entity only for the financial year 2024-25.

Accordingly, the Company will not adopt the pre-merger Audited Standalone and Consolidated Financial Statements for the quarter and financial year ended 31[st] March 2025. The Board is of the view that the post-merger financial statements will provide a more accurate and fair representation of the financial position and performance of the Company.

Further, the prior intimation of the Board Meeting to consider and adopt the Audited Financial Statements of the merged entity will be provided in compliance with Regulation 29 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

We also request to consider the reason disclosed herein above as compliance with the requirement of circular no. CIR/CFD/CMD-1/142/2018 dated 19[th] November, 2018 which requires intimation to the stock exchanges about reason for delay in submission of financial results.

Further in accordance with our intimation dated March 26, 2025 regarding Code of Conduct to Regulate, Monitor and Report Trading by Insiders of the Company pursuant to SEBI (Prohibition of Insider Trading) Regulations 2015, the "Trading Window" for trading / dealing in the securities of the Company shall continue to remain closed until 48 hours after the declaration of financial results for the year ended on March 31, 2025.

Any further information in this regard shall be submitted in due course.

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  1. Resignation of Sh. Param Bir Singh (DIN: 07616561), Non-executive, Independent Director of the Company, who tendered his resignation vide resignation letter dated 30[th] May, 2025, with effect from the closure of business hours, due to personal commitments and other pre-occupations.

The details as required under the SEBI Circular No. SEBI/HO/CFD/PoD2/CIR/P/0155 dated November 11, 2024 (“Master Circular”) has been attached as "Annexure-1".

  1. Reconstitution of the following Committees of the Board of Directors, effective from 31[st] May, 2025 –

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COMMITTEE MEMBER DESIGNATION
1. Nomination and R.K. Gupta Chairman (Independent Director)
S P Sharma Member (Independent Director)
Remuneration Committee
Neerja Chathley Member (Independent Director)
2. Stakeholders Relationship R.K. Gupta Chairman (Independent Director)
Navrattan Munjal Member (Independent Director)
Committee
S P Sharma Member (Independent Director)
Navrattan Munjal Chairman
Himanshu Jain Member (Independent Director)
3. Sub- Committee of Board
Neerja Chathley Member (Independent Director)
S P Sharma Member (Independent Director)
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The Board Meeting commenced at 05:00 P.M and concluded at 06:30 P.M.

Kindly take the same on your record.

With Regards,

For IND-SWIFT LABORATORIES LTD.

Pardeep Digitally signed by Pardeep Verma Verma Date: 2025.05.30 19:05:07 +05'30' PARDEEP VERMA VP-CORPORATE AFFAIRS & COMPANY SECRETARY

Encl: As Above

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Annexure- 1

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S No Particulars Details
1 Reason for change viz. appointment, Resignation of Mr. Param Bir Singh as
resignation, removal, death or otherwise Independent Director of the Company.
2 Date of appointment/ re-appointment/ Closing of business hours on 30 [th] May 2025
cessation (as applicable) & term of
-
appointment/re appointment
3 Brief profile Not Applicable
(in case of appointment)
4 disclosure of relationships between Not Applicable
directors (in case of appointment of a
director)
Additional information in case of resignation of an Independent Director
5. Letter of Resignation along with detailed Enclosed as Annexure - 2
reason for resignation
Names of listed entities in which the NIL
6. resigning director holds directorships,
indicating the category of directorship and
membership of board committees, if any.
7. The independent director shall, along with The required confirmation has been
the detailed reasons, also provide provided in the enclosed letter.
confirmation that there are no other
material reasons other than those provided.
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Pardeep Digitally signed by Pardeep Verma Verma Date: 2025.05.30 19:05:49 +05'30'

Annexure 2