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Lupin Ltd Board/Management Information 2025

May 14, 2025

61031_rns_2025-05-14_a422ca5d-799e-433d-ba80-4a0378bb4c4b.pdf

Board/Management Information

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May 14, 2025

National Stock Exchange of India Limited Exchange Plaza, Bandra Kurla Complex, Bandra (East), Mumbai - 400 051

BSE Limited

P. J. Towers, Dalal Street, Mumbai Samachar Marg, Mumbai - 400 001

Symbol: LUPIN

Scrip Code: Equity - 500257

Subject: Intimation under Regulation 30 of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘SEBI Listing Regulations’)

Dear Sir/ Madam,

Pursuant to Regulation 30 read with Schedule III of SEBI Listing Regulations, we are pleased to inform you that the Board of Directors of the Company, at its meeting held on Wednesday, May 14, 2025, inter alia, considered and unanimously approved:

  • (i) Appointment of Ms. Punita Lal (DIN: 03412604) as an Additional Director (Non-Executive, Independent), for a term of five years effective May 14, 2025 to May 13, 2030, on the recommendation of the Nomination and Remuneration Committee.

  • (ii) Appointment of M/s. Makarand M. Joshi & Co., Company Secretaries (Firm Registration Number - P2009MH007000), as Secretarial Auditors of the Company for a term of five consecutive years to conduct the Secretarial Audit for the financial year 2025-26 to 2029-30.

  • (iii) Adoption of new set of Articles of Association of the Company pursuant to the provisions of the Companies Act, 2013.

The above mentioned matters shall be subject to approval of the Members of the Company.

The detailed disclosures as required under SEBI Circular No. SEBI/HO/CFD/CFDPoD-1/P/CIR/2023/123 dated July 13, 2023 and such other circulars as applicable, in respect of aforesaid matters are enclosed as Annexures I, II, and III respectively.

The Board meeting commenced at 05:00 p.m. (IST) and concluded at 07:55 p.m. (IST).

The above is for your information and dissemination.

Thanking you.

For LUPIN LIMITED

Digitally signed by AMIT KUMAR GUPTA DN: c=IN, st=Maharashtra, 2.5.4.20=f72cf02f52d2a7e595b45b84659bdca28c8f26a939bb35835a169f2a237229a3, postalCode=400705, street=C701 Shivdarshan CHS Ltd Sector16 Plot No5 Navi Mumbai, pseudonym=d3a468d0d03546efabffd2a7cb7aaaae, title=7875, serialNumber=de9bbd80d8994e4be9f0dd2399144eba7e782d70287df6aad1994f0b522fa08a, o=Personal, cn=AMIT KUMAR GUPTA Date: 2025.05.14 22:16:50 +05'30'

AMIT KUMAR GUPTA

AMIT KUMAR GUPTA COMPANY SECRETARY & COMPLIANCE OFFICER (ACS -15754)

Encl.: - a/a

LUPIN LIMITED

Registered Office: 3[rd] Floor, Kalpataru Inspire, Off W. E. Highway, Santacruz (East), Mumbai - 400 055 India. Tel: (91-22) 6640 2323. Corporate Identity Number: L24100MH1983PLC029442 www.lupin.com

www.lupin.com

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Annexure I

Disclosure as per Regulation 30 of SEBI Listing Regulations read with SEBI Circular No. SEBI/HO/CFD/CFD-PoD-1/P/CIR/2023/123 dated July 13, 2023.

Appointment of Ms. Punita Lal (DIN: 03412604), as an Additional Director (Non-Executive, Independent) of the Company.

Sr.
No.
Particulars Particulars Details
1. Reason for Change viz. appointment,
~~re-appointment, resignation, removal,~~
~~death or otherwise~~
Appointment of Ms. Punita Lal, as an Additional Director
(Non-Executive, Independent) of the Company.
2. Date of appointment/ ~~re-appointment~~ May 14, 2025
3. Term of appointment/ ~~re-appointment~~ Appointment for a term of five years effective May 14,
2025 to May 13, 2030, subject to approval of the
Members of the Company.
4. Brief Profile Ms. Punita Lal is BA(Hons) in Economics from St.
Stephen’s College, Delhi and an MBA from the Indian
Institute of Management, Kolkata having 35 years of
experience in strategy, marketing and leadership in the
corporate world across Asia, spanning multiple disciplines,
geographies and cultures. Her executive experience
includes working for Coca Cola in China, and PepsiCo in
India and was MD & CEO for NourishCo, a strategic joint
venture between Tata Global Beverages and PepsiCo. She
had served on the boards of Cipla Limited, CEAT Limited
and Entertainment Networks India Limited.
5. Disclosure of relationship between
Directors
Ms. Punita Lal is not related to any of the Directors or Key
Managerial Personnel or the Promoters of the Company.
6. Information as required pursuant to
BSE Circular no. LIST/COMP/14/2018-
19 and the National Stock Exchange of
India
Ltd.
Circular
no.
NSE/CML/2018/24, dated June 30,
2018.
Based on the information available with the Company,
Ms. Punita Lal is not debarred from holding the office of
Director by virtue of any SEBI order or any other
authority.

LUPIN LIMITED

Registered Office: 3[rd] Floor, Kalpataru Inspire, Off W. E. Highway, Santacruz (East), Mumbai - 400 055 India. Tel: (91-22) 6640 2323. Corporate Identity Number: L24100MH1983PLC029442 www.lupin.com

www.lupin.com

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Annexure II

Disclosure as per Regulation 30 of SEBI Listing Obligations read with SEBI Circular No. SEBI/HO/CFD/CFD-PoD-1/P/CIR/2023/123 dated July 13, 2023.

Appointment of M/s. Makarand M. Joshi & Co., Company Secretaries (Firm Registration Number - P2009MH007000), as Secretarial Auditors of the Company for a term of five consecutive years .

Sr.
No.
Particulars Details
1. Reason
for
Change
viz.
appointment,
~~re-appointment,~~
~~resignation,~~
~~removal,~~
~~death~~
~~or~~
~~otherwise~~
Appointment of M/s. Makarand M. Joshi & Co. (‘MMJC’),
Company
Secretaries
(Firm
Registration
Number
-
P2009MH007000), as Secretarial Auditors of the Company.
It is a peer reviewed firm registered with the Institute of
Company Secretaries of India.
2. Date
of
appointment
/
~~re-~~
~~appointment~~
~~/cessation~~
~~(as~~
~~applicable)~~& term of appointment /
~~re-appointment~~
The Board at its meeting held on May 14, 2025, approved
the appointment of MMJC, as Secretarial Auditors of the
Company for a period of five consecutive years to conduct
the Secretarial Audit for the financial year 2025-26 to
2029-30, subject to approval of the Members of the
Company.
3. Brief Profile MMJC is a leading firm of Practicing Company Secretaries
with over 25 years of excellence in Corporate Governance
and Compliance, widely recognized for its expertise in
Secretarial Audits, Compliance Audits, and Due Diligence
across sectors like banking, financial services, IT/Telecom,
pharmaceuticals, FMCG, and infrastructure etc.
The firm offers various professional services to the listed
and unlisted companies in the areas of corporate laws,
securities laws, foreign exchange management, mergers
and acquisitions, secretarial audit and representation
related services. The firm is led by experienced partners, all
of whom are distinguished professionals in their respective
areas.
4. Disclosure of relationship between
Directors
Not Applicable

LUPIN LIMITED

Registered Office: 3[rd] Floor, Kalpataru Inspire, Off W. E. Highway, Santacruz (East), Mumbai - 400 055 India. Tel: (91-22) 6640 2323. Corporate Identity Number: L24100MH1983PLC029442 www.lupin.com

www.lupin.com

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Annexure III

Disclosure as per Regulation 30 of SEBI Listing Obligations read with SEBI Circular No. SEBI/HO/CFD/CFD-PoD-1/P/CIR/2023/123 dated July 13, 2023.

Adoption of new set of Articles of Association of the Company pursuant to the provisions of the Companies Act, 2013.

The existing Articles of Association (‘AoA’) of the Company were based on the erstwhile provisions of the Companies Act, 1956 and several clauses contain references to specific sections of the Companies Act, 1956. With implementation of the Companies Act, 2013 (‘the Act’) and other statutory revisions, the existing AoA requires alteration of several clauses. Since the changes required in the existing AoA to align with the provisions of the Act, were numerous, the Board considered it expedient to adopt the new set of AoA by replacing the existing AoA.

Accordingly, the Board at its meeting held on May 14, 2025, approved the adoption of new set of AoA of the Company, subject to approval of the Members of the Company by way of Special Resolution.

LUPIN LIMITED

Registered Office: 3[rd] Floor, Kalpataru Inspire, Off W. E. Highway, Santacruz (East), Mumbai - 400 055 India. Tel: (91-22) 6640 2323. Corporate Identity Number: L24100MH1983PLC029442 www.lupin.com

www.lupin.com