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SMS Pharmaceuticals Ltd Capital/Financing Update 2026

Feb 10, 2026

62302_rns_2026-02-10_222ed225-0241-4619-a421-a6fb38997487.pdf

Capital/Financing Update

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Date: 10[th] February, 2026

To, The Manager, Corporate Filings Department, BSE Limited, Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai- 400 001

Security Code: 532815

The Manager, Listing Compliance Department, National Stock Exchange of India Ltd. Exchange Plaza, Plot no. C/1, G Block, Bandra-Kurla Complex, Bandra (E), Mumbai - 400 051.

Symbol: SMSPHARMA

Dear Sir/Madam,

Subject: Report of the Monitoring Agency with respect to utilization of proceeds of the Preferential issue of warrants of SMS Pharmaceuticals Limited.

Pursuant to Regulation 32(6) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, please find enclosed herewith Monitoring Agency Report in respect of utilization of proceeds of the Preferential issue of convertible warrants for the quarter ended 31[st] December, 2025 issued by CARE Ratings Limited, Monitoring Agency.

We request to kindly take note of the same

Thanking you

Yours faithfully

For SMS Pharmaceuticals Limited

THIRUMALESH Digitally signed by THIRUMALESH TUMMA TUMMA Date: 2026.02.10 18:25:25 +05'30' Thirumalesh Tumma Company Secretary

Encl: a/a

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No. CARE/HRO/GEN/2025-26/1041

The Board of Directors

SMS Pharmaceuticals Limited

H No: 8-2-334/3 and 4, Plot No: 72, Opp SBI Executive Enclave, Road No: 5 Hyderabad Telangana - 500096

February 10, 2026

Dear Sir/Ma’am,

Monitoring Agency Report for the quarter ended 31/12/2025 - in relation to the share warrants – Private placement issue (whichever is applicable) of SMS Pharmaceuticals Limited (“the Company”)

We write in our capacity of Monitoring Agency for the Rights Issue for the amount aggregating to Rs. 114.30 crore of the Company and refer to our duties cast under 162A of the Securities & Exchange Board of India (Issue of Capital & Disclosure Requirements) Regulations.

In this connection, we are enclosing the Monitoring Agency Report for the quarter ended 31/12/2025 as per aforesaid SEBI Regulations and Monitoring Agency Agreement dated 27/03/2025.

Request you to kindly take the same on records.

Thanking you,

Yours faithfully,

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Y Tejeshwar Reddy

Associate Director [email protected]

CARE Ratings Limited

==> picture [124 x 173] intentionally omitted <==

401, Ashoka Scintilla, 3-6-520, Himayat Nagar, Hyderabad - 500 029 Phone: +91-40-4010 2030

4th Floor, Godrej Coliseum, Somaiya Hospital Road, Off Eastern Express Highway, Sion (East), Mumbai - 400 022 Phone: +91-22-6754 3456 Email: [email protected] • www.careedge.in

CIN-L67190MH1993PLC071691

Report of the Monitoring Agency

Name of the issuer: SMS Pharmaceuticals Ltd For quarter ended: 12/31/2025 Name of the Monitoring Agency: CARE Ratings Limited (a) Deviation from the objects: Nil (b) Range of Deviation: Nil

Declaration:

We declare that this report provides an objective view of the utilization of the issue proceeds in relation to the objects of the issue based on the information provided by the Issuer and information obtained from sources believed by it to be accurate and reliable. The MA does not perform an audit and undertakes no independent verification of any information/ certifications/ statements it receives. This Report is not intended to create any legally binding obligations on the MA which accepts no responsibility, whatsoever, for loss or damage from the use of the said information. The views and opinions expressed herein do not constitute the opinion of MA to deal in any security of the Issuer in any manner whatsoever. Nothing mentioned in this report is intended to or should be construed as creating a fiduciary relationship between the MA and any issuer or between the agency and any user of this report. The MA and its affiliates also do not act as an expert as defined under Section 2(38) of the Companies Act, 2013.

The MA or its affiliates may have credit rating or other commercial transactions with the entity to which the report pertains and may receive separate compensation for its ratings and certain credit related analyses. We confirm that there is no conflict of interest in such relationship/interest while monitoring and reporting the utilization of the issue proceeds by the issuer, or while undertaking credit rating or other commercial transactions with the entity.

We have submitted the report herewith in line with the format prescribed by SEBI, capturing our comments, where applicable. There are certain sections of the report under the title “Comments of the Board of Directors”, that shall be captured by the Issuer’s Management / Audit Committee of the Board of Directors subsequent to the MA submitting their report to the issuer and before dissemination of the report through stock exchanges. These sections have not been reviewed by the MA, and the MA takes no responsibility for such comments of the issuer’s Management/Board.

Signature:

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Name and designation of the Authorized Signatory: Y Tejeshwar Reddy Designation of Authorized person/Signing Authority: Associate Director

CARE Ratings Limited

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401, Ashoka Scintilla, 3-6-520, Himayat Nagar, Hyderabad - 500 029 Phone: +91-40-4010 2030

4th Floor, Godrej Coliseum, Somaiya Hospital Road, Off Eastern Express Highway, Sion (East), Mumbai - 400 022 Phone: +91-22-6754 3456 Email: [email protected] • www.careedge.in

CIN-L67190MH1993PLC071691

1) Issuer Details:

Name of the issuer : SMS Pharmaceuticals Ltd Name of the promoter : Ramesh Babu Potluri Industry/sector to which it belongs : Healthcare - Pharmaceuticals

2) Issue Details

Issue Period : 07/03/2024 to 13/03/2024 Type of issue (public/rights) : Private placement Type of specified securities : Convertible Share Warrants IPO Grading, if any : Not applicable Issue size (in crore) : Rs. 114.30 crore

3) Details of the arrangement made to ensure the monitoring of issue proceeds:

Particulars Particulars Reply Source of information / certifications
considered by Monitoring Agency for
preparation of report
Comments of the
Monitoring Agency
Comments of the
Board of
Directors
Whether all utilization is as per the disclosures in the Offer
Document?
Yes Offer document (Form PAS-4 and EGM
notice) and Chartered Accountant
certificate*
Proceeds from the share warrants issue
have been utilized for the objects
mentioned in the offer document and EGM
notice.
As per the CA certificate, the utilized funds
amounting to Rs. 80.93 Crore as of
December 31, 2025. Unutilized funds
continued to be deployed in working
capital limits. Timely receipt of funds
temporarily deployed for working capital
into the MA account, as and when
required, to meet the stated objects of the
issue,remains important.
No comments
received
Whether shareholder approval has been obtained in case of No deviation Management certificate No deviations No comments
CARE Ratings Limited
401, Ashoka Scintilla, 3-6-520, Himayat Nagar,
Hyderabad - 500 029
Phone: +91-40-4010 2030
CIN-L67190MH1993PLC071691
Corporate Office :4th Floor, Godrej Coliseum,
Somaiya Hospital Road, Off Eastern Express
Highway, Sion (E), Mumbai - 400 022
Phone: +91-22-6754 3456 • www.careedge.in
3
Particulars Reply Source of information / certifications
considered by Monitoring Agency for
preparation of report
Comments of the
Monitoring Agency
Comments of the
Board of
Directors
material deviations# from expenditures disclosed in the Offer
Document?
received
Whether the means of finance for the disclosed objects of the
issue have changed?
No Offer document (Form PAS-4 and EGM
notice) and Chartered Accountant
certificate* and Management
certificate
No No comments
received
Is there any major deviation observed over the earlier
monitoringagencyreports?
No Chartered Accountant certificate* and
Management certificate
No deviations from earlier monitoring
report issued forQ2FY26.
No comments
received
Whether all Government/statutory approvals related to the
object(s) have been obtained?
Yes Management certificate As per management confirmation, all
necessary approvals required for the
objects have been obtained from time to
time.
No comments
received
Whether all arrangements pertaining to technical
assistance/collaboration are in operation?
Not
applicable
Management Certificate As per management confirmation, these
arrangements are not applicable.
No comments
received
Are there any favorable/unfavorable events affecting the
viabilityof these object(s)?
No Management Certificate - No comments
received
Is there any other relevant information that may materially
affect the decision makingof the investors?
No Management certificate - No comments
received

* Certificate from Suryanarayana & Suresh, Chartered Accountants (Statutory auditor) dated January 30, 2026.

Where material deviation may be defined to mean:

a) Deviation in the objects or purposes for which the funds have been raised

b) Deviation in the amount of funds actually utilized by more than 10% of the amount projected in the offer documents.

4) Details of objects to be monitored:

(i) Cost of objects –

Sr. Sr. Item Comments of the Board of Directors
CARE Ratings Limited
401, Ashoka Scintilla, 3-6-520, Himayat Nagar,
Hyderabad - 500 029
Phone: +91-40-4010 2030
CIN-L67190MH1993PLC071691
No Head Source of information /
certifications considered by
Monitoring Agency for
preparation of report
Original cost
(as per the Offer
Document) in Rs.
Crore
Revised Cost
in Rs. Crore
Comments of
the
Monitoring
Agency
Reason for cost
revision
Proposed
financing
option
Particulars of -firm
arrangements
made
1 Capital Expenditure Chartered Accountant
certificate*, Bank statements
and Offer document (Form
PAS-4 and EGM notice)
62.87 NA NA No comments received
2 Working Capital 40.00 NA NA No comments received
3 General Corporate Purposes 11.43 NA NA No comments received
Total 114.30

*Certificate from Suryanarayana & Suresh, Chartered Accountants (Statutory auditor) dated January 30, 2026.

(ii) Progress in the objects –

Item Head Source of information
/ certifications
considered by
Monitoring Agency for
preparation of report
Amount as
proposed
in the Offer
Document in
Rs. Crore
Amount utilised in Rs. Crore Amount utilised in Rs. Crore Amount utilised in Rs. Crore Total
unutilis
Comments of the Monitoring Agency Comments of the Board of
Directors
Comments of the Board of
Directors
As at
beginning
of the
quarter in
Rs. Crore
During Reasons for
idle funds
Proposed
course of
action
the At the end
ed
quarter
in Rs.
Crore
of the
quarter in
Rs. Crore
amoun
t in Rs.
Crore
1 Capital
Expenditure
Chartered Accountant
certificate*, Bank
statements and Offer
document (Form PAS-4
and EGM notice).
62.87 17.14 30.91 48.05 14.82 During Q3FY26, the Company utilised
Rs.30.91
crore
towards
capital
expenditure, with all payments to
vendors routed through the MA
account. Purchase orders have been
provided on a sample basis for advance
payments made towards capex.
The
Company
has
temporarily deployed an
amount of Rs.3334.7 lakhs
towards working capital,
pending its utilization, with
the objective of reducing
finance costs. The Audit
CARE Ratings Limited
401, Ashoka Scintilla, 3-6-520, Himayat Nagar,
Hyderabad - 500 029
Phone: +91-40-4010 2030
CIN-L67190MH1993PLC071691
Corporate Office :4th Floor, Godrej Coliseum,
Somaiya Hospital Road, Off Eastern Express
Highway, Sion (E), Mumbai - 400 022
Phone: +91-22-6754 3456 • www.careedge.in
5
Sr.
No
Item Head Source of information
/ certifications
considered by
Monitoring Agency for
preparation of report
Amount as
proposed
in the Offer
Document in
Rs. Crore
Amount utilised in Rs. Crore Amount utilised in Rs. Crore Amount utilised in Rs. Crore Total
unutilis
Comments of the Monitoring Agency Comments of the Board of
Directors
Comments of the Board of
Directors
As at
beginning
of the
quarter in
Rs. Crore
During Reasons for
idle funds
Proposed
course of
action
the At the end
ed
quarter
in Rs.
Crore
of the
quarter in
Rs. Crore
amoun
t in Rs.
Crore
In Q3FY26, out of total funds of Rs.61.9
crore
utilized
towards
temporary
deployment of working capital, funds
amounting to Rs.22.1 crore were
transferred
back
to
monitoring
account. These along with balance
funds in MA were utilized towards
payments to vendors for capex.
Committee advised that
the said amount be re-
transferred to the specified
bank
account,
when
required
for
project
execution.
2 Working Capital 40.00 11.43 15.00 26.43 13.57 During Q3FY26, SMS transferred Rs. 15
crores from MA account to CC account
towards workingcapital requirements.
3 General
Corporate
Purposes
11.43 0.00 6.45 6.45 4.98 During the quarter, Rs. 6.45 crores have
been utilized towards registration and
maintenance charges of corporate
building under GCP which is as per the
offer document. The payment is made
from the CC account.
114.30 28.57 52.36 80.93 33.37^
  • Certificate from Suryanarayana & Suresh, Chartered Accountants (Statutory auditor) dated January 30, 2026.

^As per the offer document, Interim use of issue proceeds can be utilized for temporary deployment of working capital. Hence, the company had utilized the funds amounting to Rs.48.35 crore towards the same while the balance amount of Rs.0.03 crore is maintained in the monitoring account.

(iii) Deployment of unutilized proceeds:

CARE Ratings Limited

401, Ashoka Scintilla, 3-6-520, Himayat Nagar, Hyderabad - 500 029 Phone: +91-40-4010 2030

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Corporate Office :4th Floor, Godrej Coliseum, Somaiya Hospital Road, Off Eastern Express Highway, Sion (E), Mumbai - 400 022 Phone: +91-22-6754 3456 • www.careedge.in

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CIN-L67190MH1993PLC071691

6

Sr. No. Type of instrument and name of the entity invested in Amount invested Maturity date Earning Return on
Investment (%)
Market Value as at the
end of quarter
1 Monitoringaccount,State bank of India 0.03 - - - -
2 Temporarilydeployed towards workingcapital requirements 33.34 - - - -

(iv) Delay in implementation of the object(s) –

Completion Date Completion Date Delay (no. of Comments of the Board of Directors Comments of the Board of Directors
Objects Asper the offer document Actual days/ months) Reason of delay Proposed course of action
Capital Expenditure
Within 24 months from receipt of funds for
warrants i.e.
Rs. 28.58 crores by March 14, 2026
Rs. 38.10 crores by March 25, 2027
Rs. 47.62 crores bySeptember 09,2027

Ongoing*
NA No comments received

WorkingCapital
Ongoing* No comments received



General Corporate Purposes
Ongoing* No comments received

*While the outer timeline is 2 years from the date of receipt of funds for implementation of the above objects. A detailed schedule for the project implementation is not available and hence Care Ratings is unable to ascertain the actual progress towards the same.

5) Details of utilization of proceeds stated as General Corporate Purpose (GCP) amount in the offer document:

Amount
in Rs. Crore
Source of information / certifications
Sr. No Item Head^ considered by Monitoring Agency for Comments of Monitoring Agency Comments of the Board of Directors
preparation of report
1
General Corporate Purposes
6.45
Chartered Accountant certificate*, Bank
statements and offer document
Amount utilized for registration and
maintenance expenses incurred for
corporate building.


No comments received
Total 6.45

* Certificate from Suryanarayana & Suresh, Chartered Accountants (Statutory auditor) dated January 30, 2026.

^ Section from the offer document related to GCP:

“General Corporate Purposes, which includes, inter alia, meeting ongoing general corporate exigencies and contingencies, expenses of the Company as applicable in such a manner and proportion as may be decided by the Board from time to time, and/or any other general purposes as may be permissible under applicable laws.”

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==> picture [30 x 21] intentionally omitted <==

CARE Ratings Limited

Corporate Office :4th Floor, Godrej Coliseum, Somaiya Hospital Road, Off Eastern Express Highway, Sion (E), Mumbai - 400 022 Phone: +91-22-6754 3456 • www.careedge.in

401, Ashoka Scintilla, 3-6-520, Himayat Nagar, Hyderabad - 500 029 Phone: +91-40-4010 2030

CIN-L67190MH1993PLC071691

7

Disclaimers to MA report:

a) This Report is prepared by CARE Ratings Ltd (hereinafter referred to as “Monitoring Agency/MA” ). The MA has taken utmost care to ensure accuracy and objectivity while developing this Report based on the information provided by the Issuer and information obtained from sources believed by it to be accurate and reliable. The views and opinions expressed herein do not constitute the opinion of MA to deal in any security of the Issuer in any manner whatsoever.

b) This Report has to be seen in its entirety; the selective review of portions of the Report may lead to inaccurate assessments. For the purpose of this Report, MA has relied upon the information provided by the management /officials/ consultants of the Issuer and third-party sources like statutory auditor appointed by the Issuer believed by it to be accurate and reliable.

c) Nothing contained in this Report is capable or intended to create any legally binding obligations on the MA which accepts no responsibility, whatsoever, for loss or damage from the use of the said information. The MA is also not responsible for any errors in transmission and specifically states that it, or its directors, employees do not have any financial liabilities whatsoever to the users of this Report.

d) The MA and its affiliates do not act as a fiduciary. The MA and its affiliates also do not act as an expert to the extent defined under Section 2(38) of the Companies Act, 2013. While the MA has obtained information from sources it believes to be reliable, it does not perform an audit and undertakes no independent verification of any information/ certifications/ statements it receives from statutory auditors, lawyers, chartered engineers or other experts, and relies on in its reports.

e) The MA or its affiliates may have other commercial transactions with the entity to which the report pertains. As an example, the MA may rate the issuer or any debt instruments / facilities issued or proposed to be issued by the issuer that is subject matter of this report. The MA may receive separate compensation for its ratings and certain credit-related analyses, normally from issuers or underwriters of the instruments, facilities, securities or from obligors.

CARE Ratings Limited

401, Ashoka Scintilla, 3-6-520, Himayat Nagar, Hyderabad - 500 029 Phone: +91-40-4010 2030

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4th Floor, Godrej Coliseum, Somaiya Hospital Road, Off Eastern Express Highway, Sion (East), Mumbai - 400 022 Phone: +91-22-6754 3456 Email: [email protected] • www.careedge.in

CIN-L67190MH1993PLC071691

8