STRIDES PHARMA SCIENCE LIMITED

January 17, 2020

To, BSE Limited The National Stock Exchange of India Limited Phiroze Jeejeebhoy Towers Exchange Plaza, Bandra Kurla Complex, Dalal Street, Mumbai – 400 001 Bandra (E), Mumbai – 400 051 BSE Scrip code: 532531 NSE Scrip Code: STAR

Dear Sirs,

Sub: National Company Law Tribunal convened meeting of Equity Shareholders of the Company

In compliance with Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, please find attached copy of the notice of the meeting of Equity Shareholders of the Company scheduled to be held on Thursday, February 20, 2020 at 12:00 Noon IST at Hotel Four Points by Sheraton, Plot No. 39/1, 6 to 15, Sector 30A, Vashi, Navi Mumbai – 400 701, Maharashtra, as directed by the Mumbai Bench of the National Company Law Tribunal (“NCLT”) vide its order delivered on 19th December 2019 read with order delivered on 28th November, 2019 to consider the scheme of amalgamation of ARROW REMEDIES PRIVATE LIMITED, the Transferor Company No.1 and FAGRIS MEDICA PRIVATE LIMITED, the Transferor Company No.2 and STRIDES EMERGING MARKETS LIMITED, the Transferor Company No.3 with STRIDES PHARMA SCIENCE LIMITED, the Transferee Company (“Scheme of Amalgamation”) and their respective shareholders and creditors pursuant to the provisions of Sections 230 -232 of the Companies Act, 2013 (the Act) or any other applicable provisions of the Act.

The Company is providing the facility of voting by remote e-voting as well as voting through electronic means at the venue of the Meeting (Insta Poll), so as to enable the equity shareholders to consider and, if thought fit, approve the Scheme of Amalgamation. The remote e-voting shall commence on Saturday, February 15, 2020 at 9.00 a.m. IST and end on Wednesday, February 19, 2020 at 5.00 p.m. IST. During this period, equity shareholders of the Company holding shares and whose name is recorded in the register of members or in the register of beneficial owners maintained by the NSDL/ CDSL as on Thursday, February 13, 2020, being the cut-off date, may cast their vote electronically.

Strides Pharma Science Limited (Formerly Strides Shasun Limited) CIN: L24230MH1990PLC057062 Corp Off : Strides House, Bilekahalli, Bannerghatta Road, Bangalore - 560 076, India Tel: +91 80 6784 0000 Fax: +91 80 6784 0700 Regd Off : 201, Devavrata, Sector 17, Vashi, Navi Mumbai – 400 703, India Tel: +91 22 2789 2924 / 3199 Fax: +91 22 2789 2942 [email protected]; www.strides.com

This notice along with the process of e-voting, the attendance slip and proxy form may also be accessed on the website of the Company at www.strides.com

You are requested to take the same on record.

Thanks & Regards, For Strides Pharma Science Limited

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Manjula Ramamurthy Company Secretary

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Encls: As above

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(i)
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(formerly Strides Shasun Limited)

CIN: L24230MH1990PLC057062 Registered Office: 201, Devavrata, Sector 17, Vashi, Navi Mumbai – 400 703 Tel No: +91 22 2789 2924/ 3199; Fax No: +91 22 2789 2942 Corp. Office: ‘Strides House’, Bilekahalli, Bannerghatta Road, Bengaluru – 560 076 Tel No.: +91 80 6784 0000/ 6784 0290, Fax No.: +91 80 6784 0700 Website: www.strides.com; and Email ID: [email protected]

MEETING OF THE EQUITY SHAREHOLDERS OF STRIDES PHARMA SCIENCE LIMITED CONVENED AS PER THE DIRECTIONS OF THE HON’BLE NATIONAL COMPANY LAW TRIBUNAL, MUMBAI BENCH

MEETING

Day	Thursday
Date	February 20, 2020
Time	12:00 NoonIST
Venue	Hotel Four Points by Sheraton, Plot No. 39/1, 6 to 15, Sector 30A, Vashi, Navi Mumbai – 400 701, Maharashtra

REMOTE E-VOTING

Commencing on	Saturday, February 15, 2020 at 9.00 a.m. IST
Ending on	Wednesday, February 19, 2020 at 5.00 p.m. IST

CONTENTS

SN	Particulars	Page No.
1	Notice of meeting of the equity shareholders of Strides Pharma Science Limited convened as per the directions of the Hon'ble National Company Law Tribunal, Mumbai Bench, under the provisions of Sections 230 to 232 of the Companies Act, 2013 read with Rule 6 of the Companies (Compromises, Arrangements and Amalgamations) Rules, 2016	3 to 7
2	Explanatory Statement under Section 230(3) and Section 102 of the Companies Act, 2013 read with Rule 6(3)of the Companies(Compromises,Arrangements and Amalgamations)Rules,2016	8 to 27
3	Annexure 1 Scheme of Amalgamation of Arrow Remedies Private Limited (“Transferor Company No. 1”), Fagris Medica Private Limited (“Transferor Company No. 2”), Strides Emerging Markets Limited (“Transferor Company No. 3”) (together referred to as “Transferor Companies”), Strides Pharma Science Limited (“Transferee Company”) and their respective shareholders and creditors under the provisions of Section 230 to 232 of the Companies Act,2013	28 to 56
4	Annexure 2 Supplementary Accounting Statements for 6 (six) months ending September 30, 2019 of Arrow Remedies Private Limited	57 to 58
5	Annexure 3 Report adopted by the Board of Directors of Arrow Remedies Private Limited in its meeting held on October 25, 2019 pursuant to the provisions of Section 232(2)(c) of the Companies Act, 2013	59 to 63
6	Annexure 4 Supplementary Accounting Statements for 6 (six) months ending September 30, 2019 of Fagris Medica Private Limited	64 to 65
7	Annexure 5 Report adopted by the Board of Directors of Fagris Medica Private Limited in its meeting held on October 25,2019pursuant to theprovisions of Section 232(2)(c)of the Companies Act,2013	66 to 70
8	Annexure 6 Supplementary Accounting Statements for 6 (six) months ending September 30, 2019 of Strides EmergingMarkets Limited	71 to 72
9	Annexure 7 Report adopted by the Board of Directors of Strides Emerging Markets Limited in its meeting held on October 25,2019pursuant to theprovisions of Section 232(2)(c)of the Companies Act,2013	73 to 77
10	Annexure 8 Supplementary Accounting Statements for 6 (six) months ending September 30, 2019 of Strides Pharma Science Limited	78 to 86
11	Annexure 9 Report adopted by the Board of Directors of Strides Pharma Science Limited in its meeting held on October 25,2019pursuant to theprovisions of Section 232(2)(c)of the Companies Act,2013	87 to 92
12	Annexure 10 Certificate dated October 18, 2019 issued by the Statutory Auditor of the Strides Pharma Science Limited (i.e., BSR & Co. LLP), Chartered Accountants stating that the accounting treatment proposed in the Scheme of Amalgamation is in conformity with the accounting standards prescribed under Section 133 of the Companies Act,2013	93 to 94
13	ProxyForm	95 to 97
14	Attendance Slipalongwith Route Mapto the venue of the meeting	99 to 100

NATIONAL COMPANY LAW TRIBUNAL, MUMBAI BENCH

C.A. (CAA)/MB/3761/2019

In the matter of the Companies Act, 2013

AND

In the matter of Sections 230 to 232 and other applicable provisions of the Companies Act, 2013, read with Companies (Compromises, Arrangements and Amalgamations) Rules, 2016

AND

In the matter of Strides Pharma Science Limited

AND

In the matter of Scheme of Amalgamation of Arrow Remedies Private Limited (“Transferor Company No. 1”) and Fagris Medica Private Limited (“Transferor Company No. 2”) and Strides Emerging Markets Limited (“Transferor Company No. 3”) and Strides Pharma Science Limited (“Transferee Company”) and their respective shareholders and creditors

Strides Pharma Science Limited

(formerly Strides Shasun Limited) (CIN: L24230MH1990PLC057062) A Company incorporated under the Companies Act, 1956, having its Registered Office at 201, Devavrata, Sector 17, Vashi, Navi Mumbai – 400 703 …Applicant Company/Transferee Company

Form No. CAA. 2

[Pursuant to Section 230(3) of the Companies Act, 2013 and Rule 6 and 7 of Companies (Compromises, Arrangements and Amalgamations) Rules, 2016]

NOTICE CONVENING THE MEETING OF THE EQUITY SHAREHOLDERS OF STRIDES PHARMA SCIENCE LIMITED (“MEETING”) PURSUANT TO THE ORDER DATED DECEMBER 19, 2019 READ WITH ORDER DATED NOVEMBER 28, 2019 PASSED BY THE HON’BLE NATIONAL COMPANY LAW TRIBUNAL, MUMBAI BENCH

To,

The Equity Shareholders of Strides Pharma Science Limited

(“the Applicant Company” or “the Company” or “the Transferee Company”)

NOTICE is hereby given that by an order dated December 19, 2019 read with order dated November 28, 2019 in the above mentioned Company Application (i.e., C.A. (CAA)/MB/3761/2019) (the “ Order ”), the Mumbai Bench of the Hon’ble National Company Law Tribunal (“ NCLT ” or “Tribunal” ) has directed that a meeting be convened and held of the equity shareholders of the Applicant Company, for the purpose of considering, and if thought fit, approving with or without modification, the proposed Scheme of Amalgamation of Arrow Remedies Private Limited, Fagris Medica Private Limited, Strides Emerging Markets Limited (together the “Transferor Companies”), the Transferee Company and their respective shareholders and creditors ( “Scheme” ) under the provisions of Sections 230 to 232 of the Companies Act, 2013 (the “ Act ”).

In pursuance of the said order and as directed therein, further notice is hereby given that a meeting of the equity shareholders of the Applicant Company will be held at Hotel Four Points by Sheraton, Plot No. 39/1, 6 to 15, Sector 30A, Vashi, Navi Mumbai – 400 701, Maharashtra on Thursday, February 20, 2020 at 12:00 Noon at which time and place the equity shareholders are requested to attend.

Copies of the Scheme, notice, explanatory statement under Section 230 of the Companies Act, 2013 read with Section 102 of the Companies Act, 2013 and other annexures including Proxy Form, Attendance Slip and e-voting process can be obtained free of charge at the Registered Office of the Company at 201, Devavrata, Sector 17, Vashi, Navi Mumbai – 400 703. Persons entitled to attend and vote at the said Meeting, may vote in person or by proxy or through authorised representative, provided that the proxy in the prescribed form, duly signed by the person entitled to attend and vote is deposited at the Registered Office of the Applicant Company at 201, Devavrata, Sector 17, Vashi, Navi Mumbai – 400 703, not later than 48 hours before the commencement of the Meeting . The form of proxy can be obtained free of charge from the Registered Office of the Applicant Company at 201, Devavrata, Sector 17, Vashi, Navi Mumbai – 400 703.

The Hon’ble Tribunal has appointed Mr. Deepak Vaidya, Non-Executive Director of the Company, failing whom, Mr. Bharat Shah, Independent Director of the Company, failing whom, Mr. Badree Komandur, Executive Director, Finance & Group CFO of the Company as the Chairperson of the Meeting. The above Scheme, if approved, by the equity shareholders, will be subject to the subsequent approval of the Hon’ble National Company Law Tribunal, Mumbai Bench and Bengaluru Bench and any other approvals as may be required.

At the said Meeting, it is proposed to consider and if thought fit, to pass, with or without modification(s), the following resolution:

“ RESOLVED THAT pursuant to the provisions of Sections 230 to 232 of the Companies Act, 2013 and any other applicable provisions of the Companies Act, 2013 (including any statutory modification(s), amendment(s) or reenactment(s) thereof), the rules, circulars and notifications made thereunder as may be applicable, the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (including any statutory modification(s), amendment(s) or re-enactment(s) thereof), and relevant provisions of other applicable laws, the provisions of the Memorandum of Association and Articles of Association of the Company, and subject to the approval of the Hon’ble National Company Law Tribunal, Mumbai Bench and Bengaluru Bench (hereinafter referred to as “Tribunals”) and/or any other relevant government or regulatory authority, body, institution (hereinafter collectively referred as “Concerned Authority(ies)”), if any, of competent jurisdiction under applicable laws for the time being in force, and subject to such other approvals and permissions, which may be prescribed or imposed by the Hon’ble National Company Law Tribunal, Mumbai Bench and Bengaluru Bench or the Concerned Authorities, while granting such consents, approvals and permissions, which may be agreed to by the Board of Directors of the Company (hereinafter referred to as “Board” which term shall be deemed to mean and include one or more committee(s) constituted/ to be constituted by the Board or any other person authorized by it to exercise its power including the powers conferred by this resolution), the amalgamation/ merger embodied in the Scheme of Amalgamation of Arrow Remedies Private Limited, Fagris Medica Private Limited, Strides Emerging Markets Limited, Strides Pharma Science Limited and their respective shareholders and creditors (hereinafter referred to as “Scheme”) placed before this meeting and initialled by the Company Secretary for the purpose of identification, be and is hereby approved by the equity shareholders of the Company, with or without modification and for conditions, if any, which may be required and/ or imposed and/ or permitted by the Tribunals and/ or by the Concerned Authorities while sanctioning the Scheme.

RESOLVED FURTHER THAT for the purpose of giving effect to the above resolution and for removal of any difficulties or doubts, the Directors of the Company, be and is hereby authorized to do all such acts, deeds, matters and things as it may, in its absolute discretion, deem necessary, expedient, usual or proper, and to settle any questions or difficulties or doubts that may arise, as considered necessary to give effect to the above resolution, settling of any questions or difficulties arising under the Scheme or in regard to and of the meaning or interpretation of the Scheme or implementation thereof or in any

matter whatsoever connected therewith, and to do all acts, deeds and things as may be necessary, desirable or expedient for carrying the Scheme into effect or to carry out such modifications/directions as may be required and/or imposed and/or permitted by the Tribunals while sanctioning the Scheme, or by the Concerned Authorities, or to approve withdrawal (and where applicable, re-filing) of the Scheme at any stage for any reason whatsoever including but not limited to any changes and/or modifications suggested/required to be made in the Scheme or any condition suggested, required or imposed, whether by any shareholder, the Tribunals, and/or any Concerned Authority, are in its view not acceptable to Strides Pharma Science Limited, and/or if the Scheme cannot be implemented otherwise, and/ or it would be in the best interest of the Company, and to do all such acts, deeds and things as it may deem necessary and desirable in connection therewith and incidental thereto.”

TAKE NOTICE that in compliance with the Order of the NCLT and the provisions of (i) Sections 230 to 232 read with Section 108 of the Companies Act, 2013 and other applicable provisions of the Companies Act, 2013; (ii) Rule 6(3)(xi) of the Companies (Compromises, Arrangements and Amalgamation) Rules, 2016; (iii) Rule 20 and other applicable provisions of the Companies (Management and administration) Rules, 2014; and (iv) Regulation 44 and other applicable provisions of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Applicant Company has provided the facility of voting by remote e-voting as well as voting through electronic means at the venue of the Meeting (Insta Poll), so as to enable the equity shareholders to consider and, if thought fit, approve the Scheme. Accordingly, voting by the equity shareholders of the Company to the Scheme shall be carried out through: (a) remote e- voting; (b) voting through electronic means at the venue of the Meeting (Insta Poll) to be held on Thursday, February 20, 2020 at 12:00 Noon.

Explanatory Statement under Section 230(3) read with Section 102 of the Companies Act, 2013 along with copy of the Scheme of Amalgamation and other annexures as indicated in the Contents including proxy form and attendance slip are enclosed herewith.

Date: January 14, 2020

Sd/-

Deepak Vaidya (Chairperson appointed for the meeting by NCLT)

Registered Office:

Strides Pharma Science Limited 201, Devavrata, Sector 17, Vashi, Navi Mumbai – 400 703

Notes:

(1) Explanatory Statement under Section 102 of the Companies Act, 2013 read with the provisions of Sections 230 to 232 of the Companies Act, 2013 and applicable rules thereunder setting out material facts forms part of this Notice.
(2) The Company has engaged the services of KFin Technologies Private Limited, Hyderabad, (“KFin”) as the authorized agency to provide remote e-voting facility through its platform. The Company will also provide facility to vote through electronic means (Insta Poll) at the venue of the Meeting. Accordingly, voting by the equity shareholder of the Company to the Scheme shall be carried out through: (a) remote e-voting; (b) voting through electronic means at the venue of the Meeting (Insta Poll) to be held on Thursday, February 20, 2020 at 12:00 Noon.
(3) Only registered equity shareholders of the Company may attend and vote (either in person or by proxy or by authorised representative) at the Meeting. An equity shareholder entitled to attend and vote at the Meeting is entitled

to appoint a proxy(ies) to attend and vote instead of himself/ herself and such proxies need not be an equity shareholder of the Applicant Company. The authorised representative of a body corporate which is a registered equity shareholder of the Company may attend and vote at the Meeting, provided a certified true copy of the resolution of the Board of Directors or other governing body of the body corporate authorising such representative to attend and vote at the Meeting is deposited at the Registered Office of the Company not later than 48 hours before the commencement of the Meeting .

(4) The proxy form, to be effective, shall be in the prescribed form, duly completed, stamped and should be deposited at the Registered Office of the Company (i.e., 201, Devavrata, Sector 17, Vashi, Navi Mumbai – 400 703) not less than 48 hours before the commencement of the Meeting.
(5) Pursuant to the provisions of the Companies Act, 2013 and the rules made thereunder, a person can act as proxy on behalf of shareholders not exceeding 50 (fifty) in number and/ or holding in aggregate not more than 10% (ten percent) of the total share capital of the Applicant Company carrying voting rights. In case a proxy is proposed to be appointed by shareholder(s) holding more than 10% (ten percent) of the total share capital of the Applicant Company carrying voting rights, then such proxy shall not act as a proxy for any other person or shareholder.
(6) All alterations made in the proxy form should be initialled.
(7) A person who is a minor cannot be appointed as proxy.
(8) Proxies can vote only at the Meeting and not through any other mode.
(9) The proxy of a member who is blind or incapable of writing will be accepted if such member has attached his/ her signature or mark thereto in presence of a witness who has signed the proxy form and added his/ her description and address provided that all insertion have been made by the witness at the request and in the presence of the member before the witness attached his/ her signature or mark.
(10) The proxy of a member who does not know English may be accepted if it is executed in the manner prescribed in note 9 above and the witness certifies that it was explained to the member in the language known to him/ her and gives the member’s name in English below the signature.
(11) A registered equity shareholder or his proxy or authorized representative is requested to produce the Attendance Slip duly completed, signed in accordance with their specimen signature(s) registered with the Applicant Company or with their respective Depositories at the entrance of the Meeting hall. Shareholders who hold shares in dematerialized form are requested to bring in their Client ID and DP ID for easy identification of attendance at the Meeting.
(12) The authorised representative of the member (in case such member is a body corporate) or the Proxy should carry any of their identity proof (i.e., a Pan Card / Aadhaar Card / Passport / Driving License / Voter ID Card or such other proof) at the venue of the Meeting.
(13) Registered members are informed that in case of joint holders attending the Meeting, only such joint holder whose name stands first in the register of members / list of beneficial owners as received from NSDL/CDSL in respect of such joint holding will be entitled to vote.
(14) This notice, along with the process of e-voting, the attendance slip, proxy form and other documents accompanying the same, is being sent to the equity shareholders whose names appear in the register of members/ list of beneficial owners as received from NSDL/ CDSL as on Friday, January 10, 2020, i.e. cut-off date for dispatch of Notice. In case an equity shareholder wishes to receive a physical copy of the Notice, along with other documents attached herewith, he/she is requested to send an e-mail from their registered email ID to [email protected] or [email protected] duly quoting his/her DP ID and Client ID or the Folio number, as the case may be.
(15) Relevant documents referred to in the notice and the explanatory statement are open for inspection by the equity shareholders at the registered office of the Company between 10.00 A.M. to 1.00 P.M. on any working day up to the date of the Meeting and at the Meeting during the Meeting hours.
(16) This notice along with the process of e-voting, the attendance slip, proxy form and other documents accompanying the same, may also be accessed on the website of the Applicant Company at www.strides.com and on the website of KFin at https://evoting.karvy.com

(17) A person, whose name is recorded in the register of members or in the register of beneficial owners maintained by the NSDL/ CDSL as on Thursday, February 13, 2020, being the cut-off date, only will be entitled to exercise their right to vote on the above resolution. Persons who are not equity shareholders of the Applicant Company as on the cut-off date i.e., Thursday, February 13, 2020 should treat this notice for information purposes only.
(18) In accordance with the provisions of Sections 230 to 232 of the Companies Act, 2013, the Scheme is subject to approval by majority in number representing three-fourth in value of the equity shareholders of the Applicant Company, voting in person or by proxy or through authorized representative.
(19) The facility for voting through electronic means (Insta Poll) shall be available at the venue of the Meeting and the members attending the Meeting who have not already cast their vote by remote e-voting shall be able to exercise their vote at the Meeting.

It is clarified that votes may be casted by equity shareholders by remote e-voting and casting of votes by remote e- voting does not disentitle them or their proxies or authorized representatives from attending the Meeting. The equity shareholder or his/her proxy or its authorized representatives shall not be allowed to vote again at the Meeting, if such equity shareholder has exercised his/ her right to vote through remote e-voting.

(20) The remote e-voting shall commence on Saturday, February 15, 2020 at 9.00 a.m. IST and end on Wednesday, February 19, 2020 at 5.00 p.m. IST. The remote e-voting module shall be disabled by KFin for voting at 5 p.m. on Wednesday, February 19, 2020. Once the vote on a resolution is casted by the equity shareholder in the remote e- Voting module, the equity shareholder shall not be allowed to change it subsequently.
(21) Kindly note that the equity shareholders can opt only one mode for voting, i.e., by remote e-voting or voting at the venue of the Meeting. In case members cast their vote both via remote e-voting and voting at the Meeting, then voting through remote e-voting shall prevail and voting done at the Meeting shall be treated as invalid by the Scrutinizer.
(22) The notice convening the aforesaid Tribunal Convened Meeting shall be published through an advertisement in “Free Press Journal” in the English language and Marathi translation thereof in “Navshakti” both having wide circulation in the State in which Registered Office of the Company is situated indicating the day, date, place and time of the Meeting and stating that the copies of the Scheme, the Explanatory Statement required to be furnished pursuant to Sections 230 - 232 of the Act and the form of proxy shall be provided free of charge at the Registered Office of the Applicant Company.
(23) The Hon’ble National Company Law Tribunal, Mumbai Bench vide its order dated December 19, 2019 read with order dated November 28, 2019 has appointed M/s. Nilesh Shah and Associates, Practicing Company Secretaries, represented by Mr. Nilesh Shah having membership number FCS–4554), failing which, Ms. Hetal Shah having membership number FCS–8063, failing which Mr. Mahesh Darji, having membership number FCS–7175 to act as Scrutinizer to scrutinize the remote e-voting process and voting done at the venue of the Meeting.
(24) The Scrutinizer will submit his consolidated report to the Chairperson of the Meeting after scrutinizing the voting made by the members/ proxies/ through authorized representatives through remote e-voting and voting at the Meeting.

(25) The result of the voting, together with the Scrutinizer’s report, shall be announced within 48 hours from the conclusion of the meeting and the same shall be placed on the Company’s website (i.e.,www.strides.com) and on the website of KFin (i.e., evoting.karvy.com) and the same shall be communicated to the BSE Limited (“ BSE ”) and National Stock Exchange of India Limited (“ NSE ”), where the shares of the Company are listed.
(26) Any queries/grievances pertaining to voting by remote e-voting process, you may refer the Frequently Asked Questions (FAQs) and e-voting User Manual for Shareholders available at the download Section of https://evoting.karvy.com or contact Mr. Raju S.V/ Mr. Mohan Kumar A of KFin Tech Pvt Ltd at +91 40 6716 2222 or at 1800 345 4001 (toll free).
(27) The instructions for the members for voting electronically is enclosed herewith.

Encls: As above

EXPLANATORY STATEMENT UNDER SECTION 230(3) AND 102 OF THE COMPANIES ACT, 2013 READ WITH RULE 6 OF THE COMPANIES (COMPROMISES, ARRANGEMENTS AND AMALGAMATIONS) RULES, 2016 FOR THE MEETING OF THE EQUITY SHAREHOLDERS OF STRIDES PHARMA SCIENCE LIMITED DIRECTED TO BE CONVENED BY THE HON’BLE NATIONAL COMPANY LAW TRIBUNAL, MUMBAI BENCH

______________

Details of the Companies or Parties involved in the Scheme:

Arrow Remedies Private Limited is referred to as “ Transferor Company No. 1
Fagris Medica Private Limited is referred to as “ Transferor Company No. 2 ”;
Strides Emerging Markets Limited is referred to as “ Transferor Company No. 3 ”; and
Strides Pharma Science Limited is referred to as “ Transferee Company ” or “ Applicant Company

The Scheme of Amalgamation amongst the above companies and their respective shareholders and creditors is referred to as “ the Scheme ” or “ this Scheme ” or “ Scheme ” and the Transferor Company No. 1, Transferor Company No. 2 and the Transferee Company are within the jurisdiction of National Company Law Tribunal, Mumbai. The Transferor Company No. 3 is within the jurisdiction of National Company Law Tribunal, Bengaluru. Other definitions contained in the enclosed Scheme will apply to this Statement.

This is a Statement accompanying the Notice convening the meeting of the equity shareholders of the Transferee Company, pursuant to an order dated December 19, 2019 read with order dated November 28, 2019 passed by the Mumbai Bench of the Hon’ble National Company Law Tribunal in the Company Application (i.e., C.A. (CAA)/MB/3761/2019) referred to hereinabove, the meeting of the equity shareholders of the Applicant Company is being convened and held on Thursday, February 20, 2020 at 12:00 Noon (IST), for the purpose of considering and, if thought fit, approving with or without modification(s), the amalgamation embodied in the Scheme.
The Scheme inter alia provides for the amalgamation of the Transfer Company No. 1, the Transferor Company No. 2 and the Transferor Company No. 3 (together referred to as “Transferor Companies”) with the Applicant Company by way of amalgamation/ merger and followed by the dissolution without winding up of the Transfer Company No. 1, the Transferor Company No. 2 and the Transferor Company No. 3 and the consequent cancellation of equity shares held by the Applicant Company and its indirect wholly-owned subsidiary in the Transferor Companies, and various other matters consequential to or otherwise integrally connected with the above pursuant to the provisions of Sections 230 - 232 of the Companies Act, 2013 and any other applicable provisions of the Companies Act, 2013, as applicable (including any statutory modification(s) or re-enactment thereof), for the time being in force.
In terms of the said Order, the quorum for the said Meeting shall be 30 (thirty) equity shareholders of the Applicant Company, as prescribed under Section 103 of the Companies Act, 2013, present in person. Further in terms of the said Order, the Hon’ble National Company Law Tribunal, Mumbai Bench has appointed Mr. Deepak Vaidya, NonExecutive Director of the Company, failing whom, Mr. Bharat Shah, Independent Director of the Company, failing whom, Mr. Badree Komandur, Executive Director Finance and Group CFO of the Company to be the Chairperson of the said Meeting including for any adjournment or adjournments thereof.
If the entries in the records/registers of the Transferee Company in relation to the number or value, as the case may be, of the equity shares are disputed, the Chairperson of the Meeting shall determine the number or value, as the case may be, for the purposes of the said Meeting, subject to the Orders of the Hon’ble National Company Law Tribunal, Mumbai Bench in the petition seeking sanction of the Scheme.
In accordance with the provisions of Sections 230 to 232 of the Companies Act, 2013, the Scheme is subject to approval by majority in number representing three-fourth in value of the equity shareholders of the Applicant Company, voting in person or by proxy or through authorized representative.

A copy of the Scheme as approved by the Board of directors of the Applicant Company is enclosed as Annexure 1 . The proposed Scheme is envisaged to be effective from the Appointed Date (as defined in the Scheme) but shall be made operative from the Effective Date (as defined in the Scheme).
All the capitalized terms used in this Explanatory Statement and defined in the Scheme shall have the same meaning ascribed to them in the Scheme.

9. Details of the Transferor Companies and the Transferee Company as per Rule 6 of the Companies (Compromises, Arrangements and Amalgamations) Rules, 2016

9.1 Transferor Company No. 1
(a) Arrow Remedies Private Limited (the “ Transferor Company No. 1 ”) is a private limited company which was incorporated on September 12, 2015 under the provisions of the Companies Act, 2013 under the name and style of “Lex. Pharma Private Limited”. By a subsequent fresh certificate of incorporation consequent to change of name dated March 5, 2016, the name of “Lex. Pharma Private Limited” was changed to its current name i.e., “ARROW REMEDIES PRIVATE LIMITED”. The Transferor Company No. 1 is engaged in providing support services to its group companies.
(b) Corporate Identification Number (CIN): U33111MH2015FTC268380
(c) Permanent Account Number: AACCL9245P
(d) The Registered Office of the Transferor Company No. 1 is situated at 201, Devavrata, Sector 17, Vashi, Navi Mumbai – 400 703. The e-mail address of the Transferor Company No. 1 is [email protected].
(e) The Authorised, Issued, Subscribed and Paid-up Share Capital of the Transferor Company No. 1, as on the December 31, 2019 is as under:

Particulars	Amount in(Rs.)
Authorised Capital
10,000Equity Shares of Rs.10/-each	1,00,000
Total	1,00,000
Issued, Subscribed and Paid-up
10,000 Equity Shares of Rs. 10/- each fully paid-up	1,00,000
Total	1,00,000

As on date of this notice, there is no change in the capital structure of the Transferor Company No. 1. The shares of the Transferor Company No. 1 are not listed on any stock exchanges.

(f) The objects of the Transferor Company No. 1 are set out in the Memorandum of Association. They are briefly produced as under:

“[A] THE MAIN OBJECTS TO BE PURSUED BY THE COMPANY ON ITS INCORPORATION IS:

(1) To carry on the business of providing support services to entities engaged in the marketing/ distribution of pharmaceutical products which inter alia includes trading/ marketing of pharmaceutical products in India or overseas and any other allied activities in relation to it.
(2) To carry on the business of support services including accounting, tax finance, human resource, legal, secretarial etc. for group entities.
(3) To carry on the business of marketing of pharmaceutical formulations and such other related pharmaceutical preparations for human consumption in India or elsewhere in the world including in Asian Markets.

(4) To carry on the business of procuring/ trading/ export/ import of pharmaceutical products and related goods.
(5) To carry on the business of providing pharma related technical and allied services.”

(g) Details of the promoters and present directors of the Transferor Company No. 1 along with their addresses

The entire share capital of Transferor Company No. 1 is held by Applicant Company and its nominee.

The Transferor Company No. 1 has two Directors as on date of this notice whose details are set forth below:

SN 1 2	Name	DIN	Address
	Mrs. Sormistha Ghosh (Non-executive Director)	07669095	#B-402, Rohan Jharoka Apartments, Behind HAL Airport, Kempapura Village, Varthur Hobli, Bangalore - 560 037.
	Mr. Krishnan Tirucherai Parthasarathy (Non-executive Director)	08061680	29 Jurong West St 41 #09-02 The Lakeshore Singapore 649411

(h) Details of change of name of the Transferor Company No. 1 in the last five years: The name of the Transferor Company No. 1 was changed from ‘Lex. Pharma Private Limited’ to ‘Arrow Remedies Private Limited’ and a fresh certificate of incorporation consequent to the change of name was issued to the Transferor Company No. 1 on March 05, 2016.
(i) Details of change of registered office of Transferor Company No. 1 in the last five years: There has been no change in the registered office of Transferor Company No. 1 in the last five years.
(j) Details of change of Objects of the Transferor Company No. 1 in the last five years: Main Object of the Transferor Company No. 1 was altered to include providing support services to entities engaged in the marketing/ distribution of pharmaceutical products vide a special resolution passed at the Extraordinary General Meeting held on May 20, 2016 and a fresh Certificate confirming the alteration of object clause(s) was issued by the Registrar of Companies, Mumbai, Maharashtra on June 1, 2016.
(k) Date of Board Meeting at which the Scheme was approved by the Board of Directors including the name of the directors who voted in favour of the resolution, who voted against the resolution and who did not or participate on such resolution :

Details of directors of the Transferor Company No. 1 who voted on the resolution passed by the Board of Directors on August 01, 2019 are as follows:

SN	Name	Voted in Favour/ Against/ Abstain
1	Mrs. Sormistha Ghosh (Non-executive Director)	Favour
2	Mr. Krishnan Tirucherai Parthasarathy (Non-executive Director)	Favour

(l) Amount due to Secured Creditors of the Transferor Company No. 1 as on October 31, 2019 : Nil
(m) Amount due to Unsecured Creditors of the Transferor Company No. 1 as on October 31, 2019 : The Transferor Company No. 1 has 2 (Two) unsecured creditors and the amount due to such unsecured creditors is Rs. 96,400/-.

None of the Directors, the Key Managerial Personnel (as defined under the Companies Act, 2013 and rules formed thereunder) of the Transferor Company No. 1 and their respective Relatives (as defined under the Companies Act, 2013 and rules formed thereunder) have any interests, financial or otherwise in the Scheme except to the extent of their respective shareholding in the Transferor Companies and the Transferee Company, if any.

(n) Disclosure about the effect of Scheme on the material interests of shareholders, promoters, non-promoter shareholders, directors, key managerial personnel, employees, creditors, depositors, debenture holders and debenture trustees: Refer the report adopted by the Board of Directors of Transferor Company No. 1 in its meeting held on October 25, 2019 annexed herewith as Annexure 3 .

9.2 Transferor Company No. 2

(a) Fagris Medica Private Limited (the “ Transferor Company No. 2 ”) is a private limited company which was incorporated on September 04, 2008 under the provisions of the Companies Act, 1956. The Transferor Company No. 2 is engaged in the business of marketing and commercializing of pharmaceutical products.
(b) Corporate Identification Number (CIN): U24230MH2008PTC271062
(c) Permanent Account Number: AABCF2728A
(d) The Registered Office of the Transferor Company No. 2 is situated at 201, Devavrata, Sector 17, Vashi, Navi Mumbai – 400 703. The e-mail address of the Transferor Company No. 2 is [email protected].
(e) The Authorised, Issued, Subscribed and Paid-up Share Capital of the Transferor Company No. 2, as on the December 31, 2019 is as under:

Particulars	Amount in(Rs.)
Authorised Capital
16,05,000Equity Shares of Rs.10/-each	1,60,50,000
5,000 6%RedeemableNon-CumulativePreference Shares of Rs.10/-each	50,000
Total	1,61,00,000
Issued, Subscribed and Paid-up
10,40,000 Equity Shares of Rs.10/- each	1,04,00,000
Total	1,04,00,000

As on date, there is no change in the capital structure of the Transferor Company No. 2. The shares of the Transferor Company No. 2 are not listed on any stock exchanges.

(f) The objects of the Transferor Company No. 2 are set out in the Memorandum of Association. They are briefly produced as under:

“[A] THE MAIN OBJECT TO BE PURSUED BY THE COMPANY ON ITS INCORPORATION IS:

(1) To carry on in India or elsewhere the business to manufacture, produce, process, prepare, treat, disinfect, compound, formulate, mix, concentrate, pack, repack, refine, add, remove, pure, preserve, grade, freeze, distillate, boil, sterilize, improve, extract, buy, sell, resale, import, export, barter, store, forward, distribute, dispose, develop, research, discover, manipulate, market, supply and to act as agent, broker, adatia, representative, consultant, collaborator, stockiest, liasioner, middleman, job worker or otherwise to deal in all types, descriptions, specifications, strengths and applications of medicines, pharmaceutical, cosmetics products and chemical products of medicaments used for treatment, cure and healthcare of human beings and animals including bulk drugs, basic drugs, intermediates, tonics, antibiotics, enzymes, steroids, vitamins, hormones, biological & immunological chemicals, contraceptives, surgical Plaster of Paris, yeasts, diagnostic agents, oils and tinctures, medicinal products in all forms such as capsules, tablets, powders, ointments, syrups, ingestible, pills, fluids, granules, sprayers, inhalers, droppers, removers,

medicines, poultry medicines, herbal products, their by-products, intermediates, residues, mixtures and compounds.”

(g) Details of the promoters and present directors of the Transferor Company No. 2 along with their addresses

The entire share capital of Transferor Company No. 2 is held by Applicant Company and its nominee.

Transferor Company No. 2 has three Directors as on date of this notice whose details are set forth below:

Name	DIN	Address
Mr. Alexander Alexander (Non-executive Director)	02276597	Meenathethil-Kanjikal, Kannamangalam, Chettikulangara P.O, Mavelikara, Kannamangalam (part), Chettikulangara, Alappuzha 690106, Kerala
Mr. Krishnan Tirucherai Parthasarathy (Non-executive Director)	08061680	29 Jurong West St 41 #09-02 The Lakeshore Singapore 649411
Mrs. Sormistha Ghosh (Non-executive Director)	07669095	#B-402, Rohan Jharoka Apartments, Behind HAL Airport, Kempapura Village, Varthur Hobli, Bangalore - 560 037

(h) Details of change of name of the Transferor Company No. 2 in the last five years: There has been no change in the name of Transferor Company No. 2 in the last five years
(i) Details of change of registered office of Transferor Company No. 2 in the last five years: The Registered office was shifted from the State of Gujarat (i.e., Office No. 255, 2[nd] Floor, Satyam Mall, Near Kameshwar School, Jodhpur, Ahmedabad – 380015) to the State of Maharashtra (i.e., 201, Devavrata, Sector 17, Vashi, Navi Mumbai – 400 703) vide Certificate of Registration of Regional Director order for change of State on February 07, 2016.
(j) Details of change of Objects of the Transferor Company No. 2 in the last five years: There has been no change in the objects of the Transferor Company No. 2 in the last five years.
(k) Date of Board Meeting at which the Scheme was approved by the Board of Directors including the name of the directors who voted in favour of the resolution, who voted against the resolution and who did not or participate on such resolution :

Details of directors of the Transferor Company No. 2 who voted on the resolution passed by the Board of Directors on September 11, 2019 are as follows:

SN	Name	Voted in Favour/ Against/ Abstain
1	Mr. Alexander Alexander (Non-executive Director)	Favour
2	Mr. Joe Thomas (Non-executive Director)*	Favour
3	Mr. Krishnan Tirucherai Parthasarathy (Non-executive Director)	Favour

*Resigned from the Board of Directors effective from October 25, 2019 and Mrs. Sormistha Ghosh was appointed as Non-executive Director effective from October 25, 2019

(l) Amount due to Secured Creditors of the Transferor Company No. 2 as on October 31, 2019: Nil
(m) Amount due to Unsecured Creditors of the Transferor Company No. 2 as on October 31, 2019: The Transferor Company No. 2 has 1 (One) unsecured creditor and the amount due to such unsecured creditors Rs. 3,39,411/-.

None of the Directors, the Key Managerial Personnel (as defined under the Companies Act, 2013 and rules formed thereunder) of the Transferor Company No. 2 and their respective Relatives (as defined under the Companies Act, 2013 and rules formed thereunder) have any interests, financial or otherwise in the Scheme except to the extent of their respective shareholding in the Transferor Companies and the Transferee Company, if any.

(n) Disclosure about the effect of Scheme on the material interests of shareholders, promoters, non-promoter shareholders, directors, key managerial personnel, employees, creditors, depositors, debenture holders and debenture trustees: Refer the report adopted by the Board of Directors of Transferor Company No. 2 in its meeting held on October 25, 2019 annexed herewith as Annexure 5 .
9.3 Transferor Company No. 3
(a) Strides Emerging Markets Limited (the “ Transferor Company No. 3 ”) is an unlisted public limited company which was incorporated on June 01, 2012 under the provisions of the Companies Act, 1956. The Transferor Company No. 3 is engaged in the business of manufacturing and distribution of pharmaceutical products.
(b) Corporate Identification Number (CIN): U24132KA2012PLC064214
(c) Permanent Account Number: AARCS5667D
(d) The Registered Office of the Transferor Company No. 3 is situated at “Strides House”, Bilekahalli, Bannerghatta Road, Bangalore –560 076. The e-mail address of the Transferor Company No. 3 is [email protected].
(e) The Authorised, Issued, Subscribed and Paid-up Share Capital of the Transferor Company No. 3, as on the December 31, 2019 is as under:

Particulars	Amount in (Rs.)
Authorised Capital
1,00,00,000Equity shares of Rs.10/-each	10,00,00,000
Total	10,00,00,000
Issued, Subscribed and Paid-up
56,26,562 Equity shares of Rs.10/- each fully paid-up	5,62,65,620
Total	5,62,65,620

As on date of this notice, there is no change in the capital structure of the Transferor Company No. 3. The shares of the Transferor Company No. 3 are not listed on any stock exchanges.

(f) The objects of the Transferor Company No. 3 are set out in the Memorandum of Association. They are briefly produced as under:

“[A] THE MAIN OBJECTS TO BE PURSUED BY THE COMPANY ON ITS INCORPORATION IS:

(1) To carry on the business of manufacturing & marketing of Pharmaceutical Formulations and such other related pharmaceutical preparations for human consumption in India or elsewhere in the world especially in emerging markets.
(2) To carry on the business of Trading of pharmaceutical manufacturing equipments and related goods in India or elsewhere in the world especially in emerging markets.
(3) To carry on the business Trading/ Export/ Import of pharmaceutical products and related products in India or elsewhere in the world especially in emerging markets.”

(g) Details of the promoters and present directors of the Transferor Company No. 3 along with their addresses

The entire share capital of Transferor Company No. 3 is held by Strides Pharma (Cyprus) Limited, Cyprus, an indirect wholly owned subsidiary of the Applicant Company, and its nominees.

Transferor Company No. 3 has three Directors as on the date of this notice whose details are set forth below:

Name	DIN	Address
Mr. Umesh Pralhadrao Kale (Non-executive Director)	07486080	No. 605, Spring Block, Windsor Four Seasons Hulimavu, Bannerghatta Road, Bangalore 560076
Mr. Venkata Seetharama Raju Pakalapati (Non-executive Director)	07500141	#930/913, Flat No C 106, Meenakshi Mangalam Apts, Near Mitra Academy, Arekere, 2nd Main Road, BG Road Bangalore 560076
Mr. Krishnan Tirucherai Parthasarathy (Non-executive Director)	08061680	29 Jurong West St 41 #09-02 The Lakeshore Singapore 649411

(h) Details of change of name of the Transferor Company No. 3 in the last five years: The Transferor Company No. 3 was converted from a private limited company to a public limited company and the name of the Transferor Company No. 3 was changed from ‘Strides Emerging Markets Private Limited’ to ‘Strides Emerging Markets Limited’ and a fresh certificate of incorporation consequent on the change of name was issued to the Transferor Company No. 3 on November 15, 2017.

(i) Details of change of registered office of Transferor Company No. 3 in the last five years: There has been no change in the registered office in the last five years.
(j) Details of change of Objects of the Transferor Company No. 3 in the last five years : There has been no change in the objects of the Transferor Company No. 3 in the last five years.
(o) Date of Board Meeting at which the Scheme was approved by the Board of Directors including the name of the directors who voted in favour of the resolution, who voted against the resolution and who did not or participate on such resolution :

Details of directors of the Transferor Company No. 3 who voted on the resolution passed by the Board of Directors on September 4, 2019 are as follows:

SN	Name	Voted in Favour/ Against/ Abstain
1	Mr. Umesh Pralhadrao Kale (Non-executive Director)	Favour
2	Mr. Venkata Seetharama Raju Pakalapati (Non-executive Director)	Favour
3	Mr. Krishnan Tirucherai Parthasarathy (Non-executive Director)	Leave of absence granted

(k) Amount due to Secured Creditors of the Transferor Company No. 3 as on October 15, 2019 : Nil.
(l) Amount due to Unsecured Creditors of the Transferor Company No. 3 as on October 15, 2019 : The Transferor Company No. 3 has 148 (One Hundred and Forty Eight) unsecured creditors and the amount due to such unsecured creditors Rs. 99,95,19,705/-.

None of the Directors, the Key Managerial Personnel (as defined under the Companies Act, 2013 and rules formed thereunder) of the Transferor Company No. 3 and their respective Relatives (as defined under the Companies Act, 2013 and rules formed thereunder) have any interests, financial or otherwise in the Scheme except to the extent of their respective shareholding in the Transferor Companies and the Transferee Company, if any.

(m) Disclosure about the effect of Scheme on the material interests of shareholders, promoters, non-promoter shareholders, directors, key managerial personnel, employees, creditors, depositors, debenture holders and debenture trustees: Refer the report adopted by the Board of Directors of Transferor Company No. 3 in its meeting held on October 25, 2019 annexed herewith as Annexure 7 .

9.4 Details of the Transferee Company

(a) Strides Pharma Sciences Limited (the “ Transferee Company ”) is a listed public limited company which was incorporated on June 28, 1990 under the provisions of the Companies Act, 1956 and at present mainly operates in the regulated markets in the pharmaceutical industry and has an ‘in Africa, for Africa’ strategy along with an Institutional Businesses to service donor-funded markets. The Transferee Company focuses on ‘difficult to manufacture’ pharmaceutical products that are sold in over 100 countries and has global manufacturing sites located in India, Singapore, Italy, Kenya and United States owned directly or through its subsidiaries.
(b) Corporate Identification Number (CIN): L24230MH1990PLC057062
(c) Permanent Account Number: AADCS8104P
(d) The Registered Office of the Transferee Company is situated at 201, Devavrata, Sector 17, Vashi, Navi Mumbai – 400 703. The e-mail address of the Transferee Company is [email protected].
(e) The Authorised, Issued, Subscribed and Paid-up Share Capital of the Transferee Company, as on the December 31, 2019 is as under:

Particulars	Amount in (Rs.)
Authorised Capital
17,67,50,000 EquityShares of Rs.10/- each	1,76,75,00,000
Total	1,76,75,00,000
Issued, Subscribed and Paid-up
8,95,52,826 Equity Shares of Rs.10/- each fully paid-up	89,55,28,260
Total	89,55,28,260

The Transferee Company has 5,32,213 outstanding employee stock options under the Existing Stock Option Schemes, the exercise of which may result in an increase by equal number of equity shares in the issued and paid-up share capital of the Transferee Company.

The equity shares of the Transferee Company are listed on BSE Limited and National Stock Exchange of India Limited.

Post Scheme Capital Structure:

Upon the coming into effect of the Scheme, the authorised share capital of the Transferee Company shall automatically stand increased as follows:

Particulars	Amount in(Rs.)
Authorized Capital
18,83,70,000 EquityShares of Rs.10/- each	1,88,37,00,000
Total	1,88,37,00,000

The entire share capital of the Transferor Companies are held, either directly or through its indirect wholly-owned subsidiaries, by the Transferee Company and its nominee(s). No shares will be issued by the Transferee/ Applicant Company as consideration pursuant to the merger and shares held by the Applicant Company or its indirect whollyowned subsidiary, in the Transferor Companies will be cancelled pursuant to the merger.

(f) The objects of the Transferee Company are set out in the Memorandum of Association. They are briefly produced as under:

“[A] THE MAIN OBJECTS TO BE PURSUED BY THE COMPANY ON ITS INCORPORATION IS:

(1) To carry on business in India and elsewhere as manufacturers, producers, processors, formulators, sellers, importers, exporters, merchants, distributors, traders and dealers in proprietary medicine, common medical preparations, drugs, chemicals and allieds, solvents, dyes, vitamin preparations, elixirs, drops, tonics, other liquid drugs and medicines, injections tablets, capsules, lotions and ointments.
(2) To carry on the business of preparing for sale or otherwise the formula and formulations for the manufacture of pharmaceutical drugs and medicines, injections, capsules, lotions, patent and proprietary medicines, common medicinal preparations, elixirs, drops, tonics, other liquid drugs and medicines, injections, tablets, lotions ointments, antibiotics, hormones, liver extract, biological and non-biological pharmaceutical tablets, biological and non-biological capsules, tranquilisers, vitamins and tonic preparations, medicated ointments, hormone preparations, ayurvedic products, medicated powders, re-packed drugs, analgesics and antipyretic preparations, anti-diarrheal preparations, diffestures anti-cholinergic preparations, antiasthmatic preparations, ophthalmic lotions and ointments, drugs, druggist as defined under the Drugs Act and Rules in all its branches.”

(g) The details of the promoters and directors of the Transferee Company along with their addresses as on the date of this notice are as follows:

#	Name	Address
Promoters
1.	Arun Kumar Pillai	E-102, Adarsh Gardens, Jayanagar 8th Block, Bangalore- 560082
2.	K R Ravishankar	No. 1, Serenity Park, Sarjapur Road, Kaikondranahalli Village, Carmelram Post, Bangalore -560035
3.	Devendra Kumar S	No 2, Jagadeswaran Street, T Nagar, Chennai-600017
4.	Vimal Kumar S	Old No 30, New No 14, Krishna Rao Street, T Nagar, Chennai-600017
5.	Pronomz Ventures LLP	Plot No.30, 1st Main Road, J P Nagar, Third Phase, Bangalore-560078
Promoter Group

6.	Aditya Arun Kumar	E-102, Adarsh Gardens, Jayanagar 8th Block, Bangalore - 560 082
7.	Chaitanya D	Old No 2, New No 1, Jagadeshwaran Street, T Nagar, Chennai - 600 017
8.	Deepa Arun Kumar	E-102, Adarsh Gardens, Jayanagar 8th Block, Bangalore - 560 082
9.	Deepak Abhaya Kumar	No.27, Mylai Ranganathan Street, T.Nagar, Chennai- 600 017

10.	Gayatri Nair	B-2501, Palm Beach Residency, Amey CHS, Palm Beach Road, Sector 4, Nerul, Navi Mumbai – 400 706
11.	Hemalatha Pillai	‘Karuna’, Kalkere, Opp. Union Bank, Bannerghatta Road, Bangalore – 560 083
12.	Jatin V	Old No 30, New No 14, Krishna Rao Street, T Nagar, Chennai - 600 017
13.	Jitesh D	Old No 2, New No 1, Jagadeshwaran Street, T Nagar, Chennai – 600 017
14.	K R Lakshmi	No.4019, 6th Cross, 7th Block, Jayanagar, Bangalore -560 082
15.	Lakshmi Gopalakrishnan	7 B, Dover Court, Sreekandath Road, Ravipuram, Cochin- 682 016
16.	Leela V	No 14/30, Krishna Rao Street, T Nagar, Chennai -600 017
17.	Monisha Nitin	No 14/30, Krishna Rao Street, T Nagar, Chennai -600 017
18.	Nitin Kumar V	No 14/30, Krishna Rao Street, T Nagar, Chennai - 600 017
19.	Padmakumar Karunakaran Pillai	D-1002, Tower 1, Adarsh Palm Retreat, Outer Ring Road, Devarabeesana Halli, Bangalore-560 103
20.	Pooja Srisrimal	Old No 2, New No 1, Jagadeshwaran Street, T Nagar, Chennai-600 017
21.	Purushothaman Pillai G	‘Karuna’, Kalkere, Opp. Union Bank, Bannerghatta Road, Bangalore -560 083
22.	Rahul Nair	B-2501, Palm Beach Residency, Amey CHS, Palm Beach Road, Sector 4, Nerul, Navi Mumbai, Maharashtra-400 706
23.	Rajeswari Amma	‘Karuna’, Kalkere, Opp. Union Bank, Bannerghatta Road, Bangalore -560 083
24.	Rajitha Gopalakrishnan	7 B, Dover Court, Sree Kandath Road, Ravipuram, Cochin, Ernakulam-682 016
25.	Rupali Jatin	Old No 30, New No 14, Krishna Rao Street, T Nagar, Chennai-600 017
26.	Sajitha Pillai	Karuna, Surabhi Road, Pulamon.P.O, Kottarakkara-691 531
27.	Sajjan D	No 2, Old No. 1 Jagadeswaran Street, T Nagar, Chennai-600 017
28.	Suchi Chaitanya Srisrimal,	No 2, Jagadeswaran Street, T Nagar, Chennai - 600 017
29.	Tarini Arun Kumar	E-102, Adarsh Gardens, Jayanagar 8th Block, Bangalore- 560 082
30.	Taru Mardia	No.27, Mylai Ranganathan Street, T.Nagar, Chennai- 600 017
31.	Vibha Srisrimal	No.27, Mylai Ranganathan Street, T.Nagar, Chennai- 600 017

32.	Vineetha Mohanakumar Pillai	1, Jervois Cl, #04- 02, Singapore-249115
33.	S Abhaya Kumar - HUF	27, Mylai Ranganathan Street, T Nagar, Chennai -600 017
34.	V Jatin (HUF)	New No 14, Krishna Rao Street, T Nagar, Chennai- 600 017
35.	V Nitin Kumar (HUF)	New No 14, Krishna Rao Street, T Nagar, Chennai -600 017
36.	Vimal Kumar S (HUF)	Old No 30, New No 14, Krishna Rao Street, T Nagar, Chennai – 600 017
37.	Abusha Investment & Management Services LLP	No.27, Mylai Ranganathan Street, T. Nagar, Chennai, Tamil Nadu – 600 017
38.	Agnus Capital LLP	Plot No.30, 1st Main Road, J P Nagar, Third Phase, Bangalore – 560 078
39.	Agnus Holdings Private Limited	Plot No.30, 1st Main Road, J P Nagar, Third Phase, Bangalore – 560 078
40.	Ambemata Securities	No: 36, Malony Road, Prabhakara Apartments, 2nd Floor, T Nagar, Chennai – 600 017
41.	Chayadeep Properties Private Limited	Plot No.30, 1st Main Road, J P Nagar, Third Phase, Bangalore – 560 078
42.	Devendra Estates LLP	No 36, Melony Road, Prabakaran Apartments Flat No 4, 2nd Floor, T. Nagar Chennai, Tamil Nadu - 600 017
43.	Devendra Estates Private Limited	No 36, Melony Road, Prabakaran Apartments Flat No 4, 2nd Floor, T. Nagar Chennai, Tamil Nadu - 600 017
44.	Karuna Business Solutions LLP	Plot No.30, 1st Main Road, J P Nagar, Third Phase, Bangalore - 560 078
45.	Karuna Ventures Private Limited	Plot No.30, 1st Main Road, J P Nagar, Third Phase, Bangalore - 560 078
46.	Lifecell International Private Limited	No.26, Vandalur-Kelambakkam Main Road, Keelakottaiyur Village, Kancheepuram, Chennai – 600048
47.	Sequent Scientific Limited	301, 3rdFloor, Dosti Pinnacle, Plot no. E7 Road No. 22, Wagle Industrial Estate, Thane West, Maharashtra – 400 604
48.	Shasun Leasing and Finance Private Limited	Shasun Road, Periakalapet Pondichery-605014
49.	Triumph Venture Holdings LLP	No 1. Serenity Park, Sarjapur Road, Kaikondranahalli Village, Carmelram Post, Bangalore-560 035

Directors	Directors
SN	Name	DIN	Address
1	Mr. Deepak Calian Vaidya (Non-executive Director)	00337276	''Suraj', 249 / 251, Walkeshwar Road, Mumbai - 400 006
2	Mr. S Sridhar (Independent Director)	00004272	D-905, Ashok Towers, Dr. S S Road, Parel, Mumbai - 400 012
3	Mr. Bharat Dhirajlal Shah (Independent Director)	00136969	Flat No. 21, Hill Park Bldg. No. 2, A G Bell Marg, Malabar Hill, Mumbai - 400 006

4	Mr. Homi Rustam Khusrokhan (Independent Director)	00005085	302 Daisylea, Off. Mt. Pleasant Road, Malabar Hill,Mumbai - 400 006
5	Dr. Kausalya Santhanam* (Independent Director)	06999168	128/129, Phase-1 Royal Enclave Srirampura, Bangalore - 560 064
6	Mr. Arun Kumar Pillai** (Executive Director)	00084845	E- 102, Adarsh Residency, Jayanagar, 8th Block, Bangalore - 560 082
7	Mr. Badree Komandur (Executive Director, Finance and Group CFO)	07803242	No. 235, 6B Cross, 3rd Main, Sundaramshetty Nagar, Vijaya Bank Layout, Bilekahalli, Bangalore – 560 076
8	Dr. R Ananthanarayanan *** (CEO & Managing Director)	02231540	Flat No.2501, Wing B, 25th Floor, Raheja Vivarea, Dr. A L Nair Marg, Jacob Circle, Mahalaxmi,Mumbai – 400 011

Appointed effective December 11, 2019.
** Change in designation effective January 9, 2020.
*** Appointed effective January 9, 2020.
(h) Details of change of name of the Transferee Company in the last five years: The name of the Transferee Company was changed from 'Strides Arcolab Limited' to ‘Strides Shasun Limited’ vide the Registrar of Companies certificate dated November 18, 2015.

Further, the name of the Transferee Company was subsequently changed from 'Strides Shasun Limited' to ‘Strides Pharma Science Limited’ vide Special Resolution passed by the Shareholders of the Transferee Company through Postal Ballot on July 2, 2018 and as confirmed by the Registrar of Companies vide its certificate dated July 18, 2018.

(i) Details of change of registered office of Transferee Company in the last five years: There has been no change in the registered office of Transferee Company in the last five years
(j) Details of change of Objects of the Transferee Company in the last five years: There has been no change in the objects of the Transferee Company in the last five years.
(p) Date of Board Meeting at which the Scheme was approved by the Board of Directors including the name of the directors who voted in favour of the resolution, who voted against the resolution and who did not or participate on such resolution :

Details of directors of the Transferee Company who voted on the resolution passed by the Board of Directors on July 29, 2019 are as follows:

SN	Name	Voted in Favour/ Against/ Abstain
1	Mr.DeepakCalianVaidya	Favour
2	Mr. S Sridhar	Favour
3	Mr. Bharat Dhirajlal Shah	Favour
4	Mrs. Sangita Reddy*	Favour
5	Mr. Arun Kumar Pillai	Favour
6	Mr. Badree Komandur	Favour
7	Mr. Homi Rustam Khusrokhan	Leave of Absencegranted

*Ceased to be a director effective July 30, 2019

(k) Amount due to Secured Creditors of the Transferee Company as on October 31, 2019: The Transferee Company has 4 (Four) secured creditors and the amount due to such secured creditors is Rs. 8,40,13,50,563/-.

(l) Amount due to Unsecured Creditors of the Transferee Company as on October 31, 2019: The Transferee Company has 1,079 (One Thousand and Seventy Nine) unsecured creditors and the amount due to such unsecured creditors is Rs.3,69,03,80,565/-

None of the Directors, the Key Managerial Personnel (as defined under the Companies Act, 2013 and rules formed thereunder) of the Transferee Company and their respective Relatives (as defined under the Companies Act, 2013 and rules formed thereunder) have any interests, financial or otherwise in the Scheme except to the extent of their respective shareholding in the Transferor Companies and the Transferee Company, if any.

(m) Disclosure about the effect of Scheme on the material interests of shareholders, promoters, non-promoter shareholders, directors, key managerial personnel, employees, creditors, depositors, debenture holders and debenture trustees: Refer the report adopted by the Board of Directors of Transferee Company in its meeting held on October 25, 2019 annexed herewith as Annexure 9 .

9.5 Other Details

(a) Relationship between the Transferor Companies and the Transferee Company:

The Transferor Companies are, direct or indirect, wholly-owned subsidiaries of the Transferee Company. The Transferee Company shall not issue and allot any shares as consideration to the shareholders of the Transferor Companies as the Transferee Company is the ultimate holding company of the Transferor Companies.

(b) Appointed Date, Effective Date, Record Date and Share Exchange Ratio:

“Appointed Date” means 1st day of April 2019, or such other date as the Hon’ble National Company Law Tribunal, Mumbai Bench and Bengaluru Bench or such other competent authority may direct/ fix in relation to amalgamation of the Transferor Company No. 1, the Transferor Company No. 2 and the Transferor Company No. 3 into the Transferee Company.

“Effective Date” or the “Scheme coming into effect” or the “coming into effect of this Scheme” means the last of the dates on which the certified true copy of the order of the National Company Law Tribunal, Mumbai Bench and Bengaluru Bench, sanctioning the Scheme, are filed with the Registrar of Companies, Mumbai, by the Transferor Company No. 1, the Transferor Company No. 2 and the Transferee Company and filed with the Registrar of Companies, Bengaluru by the Transferor Company No. 3.

Consideration for the merger of Strides with the Applicant Company:

The entire share capital of the Transferor Companies are held, either directly or through its indirect wholly-owned subsidiaries, by the Transferee Company and its nominee(s). The Transferee Company shall not issue and allot any shares as consideration to the shareholders of the Transferor Companies as the Transferee Company is the ultimate holding company of the Transferor Companies. Further, upon this Scheme becoming effective, the investments in the share capital of the Transferor Companies, appearing in the books of account of the Transferee Company and its indirect wholly-owned subsidiary shall be cancelled without, any further application, act, instrument or deed.

(c) Summary of the Accounting Treatment:

The Applicant Company shall follow the accounting treatment in accordance with Indian Accounting Standards (Ind AS) prescribed under Section 133 of the Act applicable to the Applicant Company.

(d) No investigation or proceedings have been instituted or are pending in relation to the Transferor Companies and the Transferee Company under the Companies Act, 2013.

10. Description of the Scheme:

The proposed Scheme contemplates the following:

1) The merger of the Transferor Companies as a going concern with the Applicant Company in accordance with sections 230 to 232 and/ or other applicable provisions of the Companies Act, 2013;
2) The entire share capital of the Transferor Companies are held, either directly or through its indirect wholly-owned subsidiaries, by the Transferee Company and its nominee(s). The Transferee Company shall not issue and allot any shares as consideration to the shareholders of the Transferor Companies as the Transferee Company is the ultimate holding company of the Transferor Companies;
3) Further, upon this Scheme becoming effective, the investments in the share capital of the Transferor Companies, appearing in the books of account of the Transferee Company and its indirect wholly-owned subsidiary shall be cancelled without, any further application, act, instrument or deed; and
4) The Transferor Companies will stand dissolved due to operation of the Scheme without winding up.

11. Rationale and the Benefits of the Scheme as perceived by the Board of Directors of the Transferee Company

a) Simplified management structure, leading to better administration and reduction in costs from more focused operational efforts, rationalization, standardization and simplification of business processes, elimination of duplication and optimize operational efficiency.
b) The amalgamation would lead to greater and efficient use of infrastructure facilities and optimum utilisation of the available resources.
c) Simplification of group structure by eliminating multiple companies within the group.

12. Key salient features of the Scheme:

a) With effect from the Appointed Date, all the assets and property of the Transferor Companies shall without any further act, instrument, deed or order to be transferred to and be vested with the Transferee Company as a going concern.
b) On and from the Appointed Date, all debts, secured and unsecured liabilities, if any and obligations of every kind including tax liabilities of the Transferor Companies to become the debts, liabilities and obligations of the Transferee Company from that date.
c) All legal proceedings of whatsoever in nature by or against the Transferor Companies shall be continued by or against the Transferee Company.
d) The entire share capitals of the Transferor Companies are held, either directly or through its indirect whollyowned subsidiaries, by the Transferee Company and its nominee(s). The Transferee Company shall not issue any shares as consideration to the shareholders of the Transferor Companies as the Transferee Company is the ultimate holding company of the Transferor Companies.
e) “Appointed Date” means 1st day of April 2019, or such other date as the National Company Law Tribunal, Mumbai Bench and Bengaluru Bench or such other competent authority may direct/ fix in relation to amalgamation of the Transferor Company No. 1, the Transferor Company No. 2 and the Transferor Company No. 3 into the Transferee Company.
f) “Effective Date” or the “Scheme coming into effect” or the “coming into effect of this Scheme” means the last of the dates on which the certified true copy of the order of the National Company Law Tribunal, Mumbai Bench and Bengaluru Bench, sanctioning the Scheme, are filed with the Registrar of Companies, Mumbai, by the Transferor Company No. 1, the Transferor Company No. 2 and the Transferee Company and filed with the Registrar of Companies, Bengaluru by the Transferor Company No. 3.

g) “Undertaking” shall mean and include the whole of the undertaking of Transferor Company 1, Transferor Company 2 & Transferor Company 3 respectively, as a going concern, including entire business and properties of the Transferor Companies as on the Appointed Date, including (without limitation) in particular:
i. all assets, properties, rights, titles, benefits and interests of whatsoever nature and kind and where-so-ever situated in India and outside India, whether moveable or immovable, real or personal, in possession or reversion, corporeal or incorporeal, tangible or intangible, freehold or leasehold, non-current or current, present or contingent, including but not limited to land & buildings, roads, drains, civil works, warehouses, structures, plants & machineries, furniture and fixtures, office equipment, appliances, accessories, computers & telecommunication equipment, laptops, computer hardware, software and programs, tools, processes, applications, methodologies, office automation, multimedia, capital work-in-progress, vehicles, sundry debtors, cash & bank balances, loans & advances, earnest moneys and/or security deposits, deposits, inventories, bills of exchange, peripherals and accessories, receivables, investments, funds, goodwill, investment in shares, debentures, bonds, mutual funds or any other securities, contingent rights and benefits, intangible assets, intangible assets under development, export benefits and entitlements, tax credits (including but not limited to Minimum Alternate Tax (“MAT”) credit entitlements, Modified Value Added Tax (“MODVAT”) / Central Value Added Tax (“CENVAT”), Service tax / Value Added Tax (“VAT”) credits, Goods and Service Tax (“GST”) Credits, etc.), tax incentives, tax concessions, tax losses, unabsorbed tax depreciation, advance taxes, deferred tax assets and tax refunds;
ii. all the registrations, permits, approvals, quotas, rights, entitlements, applications, agreement to manufacture or sell, industrial and other licences, no objection, exemptions, subsidies, tax deferrals, concessions, claims, incentives, subsidies, approvals, authorisations, consents, credits, tenancies, dossiers, domain names, drug master files, special status, trade secrets, research and studies, confidential information, privileges, insurance cover of every description, goodwill, trademarks, patents, copyrights, marketing authorisation, marketing rights, dossiers, all intellectual property rights and licences thereunder, applications for copyrights, patents, tradenames, trademarks, marketing intangibles, technical know-how, permits, designs, patterns, inventions, benefits of security arrangements, hire purchase, leasehold rights, leases, tenancy rights privileges, all other rights, benefits and entitlements including lease rights (including the benefit of any applications made thereof), powers and facilities of every kind, nature and description whatsoever, rights to use and avail of telephones, telexes, facsimile connections, e-mail connections, communication facilities and installations, utilities, electricity, water and other services, provisions, funds, benefits of all agreements, contracts and arrangements including but not limited to contracts entered into with vendors, customers and service providers, benefits under letter of credit, guarantees, letters of comfort, maintenance contracts, memorandum of understanding, memorandum of undertakings, memorandum of agreements, memorandum of agreed points, bids, tenders, tariff policies, expression of interest, letter of intent, hire and purchase agreements, power purchase agreements, lease/ license agreements, tenancy rights, agreements/ panchanamas for right of way, equipment purchase agreements etc. issued for the benefit of the company, benefits under government schemes, deferred tax benefits and other benefits accruing on account of past expenditure and all such other interests / benefits;
iii. all books, records, files, papers, engineering and process information, manuals, data, software licenses (whether proprietary or otherwise), test reports, computer programmes, drawings, catalogues, quotations, sales and advertising materials, list of present and former customers and suppliers, customer credit information, customer pricing information and all other books and records, whether in physical or electronic form;
iv. all the debts, secured and unsecured loans, liabilities (including tax liabilities), losses responsibilities, obligations and duties; and
v. all employees, directly or indirectly, engaged by the Transferor Companies.
h) All the contracts and deeds of which the Transferor Companies are a party shall remain in full force and effect against or in favour of the Transferee Company.
i) The Scheme shall take effect on the Effective Date and shall be operative as of the Appointed Date.

j) On and from the Appointed Date, the Transferor Companies shall be deemed to have carried on and carry on their business for and on behalf of the Transferee Company.
k) All the employees working in the Transferor Companies shall become employees of the Transferee Company without any break or interruption in service and on terms of service not less favourable than those enjoyed by them.
l) Upon this Scheme becoming effective, the investments in the share capital of the Transferor Companies, appearing in the books of account of the Transferee Company and its indirect wholly-owned subsidiary shall be cancelled without, any further application, act, instrument or deed.
m) Upon the coming into effect of the Scheme, the Transferor Companies shall stand dissolved, without being wound-up.
n) Conditionality of the Scheme

This Scheme is and shall be conditional upon and subject to:

(i) Approval by the respective requisite majorities of the shareholders and/ or creditors (wherever applicable) of the Transferee Company and the Transferor Companies as required under the Companies Act, 2013;

(ii) The requisite consent, approval or permission of the Government Authorities, which by law may be necessary for the implementation of the Scheme;

(iii) Approval by the National Company Law Tribunal, Mumbai Bench and Bengaluru Bench;

(iv) The certified copy of the order of the National Company Law Tribunal, Mumbai Bench and Bengaluru Bench sanctioning the Scheme is filed with the Registrar of Companies, Mumbai by the Transferor Company No. 1, the Transferor Company No. 2 and the Transferee Company and filed with the Registrar of Companies, Bengaluru by the Transferor Company No. 3; and

(v) Compliance with such other conditions as may be imposed by the National Company Law Tribunal, Mumbai Bench and Bengaluru Bench or the Government Authorities.

A copy of the proposed Scheme is attached as Annexure 1 to this Explanatory Statement. The Scheme is not prejudicial to the interest of the shareholders and creditors of the Applicant Company.

The features set out above being only the salient features of the Scheme, which are subject to details set out in the Scheme, the members are requested to read the entire text of the Scheme (annexed herewith) to get fully acquainted with the provisions thereof and the rationale and objectives of the Scheme.

13. Compliance under SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015

The Scheme solely provides for amalgamation of the Transferor Company No. 1, the Transferor Company No. 2, the Transferor Company 3 with and into the Transferee Company. The Transferor Companies are, directly or indirectly, wholly-owned by the Transferee Company or its nominees.

Pursuant to SEBI Circular No. CIR/CFD/CMD/16/2015 dated November 30, 2015 as amended by SEBI Circular No. CFD/DIL3/CIR/2017/21 dated March 10, 2017 and, as amended by SEBI Circular No. CFD/DIL3/CIR/2018/2 dated January 3, 2018 read with SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended from time to time, there is no requirement to obtain a no-objection letter from the stock exchanges, valuation report from an independent Chartered Accountant, Audit Committee report, fairness opinion by a SEBI registered Merchant Banker, report on complaints, etc. The Scheme has already been filed with the Stock Exchanges, (i.e., the BSE Limited and the National Stock Exchange of India Limited) for the purpose of disclosure only.

14. Capital Structure Pre And Post Amalgamation

(a) The pre-Scheme capital structure of the Transferor Companies is mentioned in paragraph 9.1(e), 9.2(e) and 9.3(e) above. Post the amalgamation, the Transferor Companies shall stand dissolved without being wound-up.
(b) The pre-Scheme capital structure of the Transferee Company is mentioned in paragraph 9.4(e) above. Post the amalgamation, there shall be no change in the subscribed and paid up share capital structure as the Transferee Company shall not issue and allot any shares as consideration to the shareholders of the Transferor Companies as the Transferee Company is the ultimate holding company of the Transferor Companies. However, upon the coming into effect of the Scheme, the authorised share capital of the Transferee Company shall automatically stand increased which had been mentioned in paragraph 9.4(e) above.

15. Pre And Post Amalgamation Shareholding Pattern

(a) The pre-Scheme shareholding pattern of the Transferor Company No. 1 as on December 31, 2019 is as under:

		Number of Equity Shares held
SN	Name		% of holding

1	Strides Pharma Science Limited	9,990	99.90%
2	Manjula Ramamurthy (on behalf of and as a nominee of Strides Pharma Science Limited)	10	0.10%
	Total	10,000	100%

(b) The pre-Scheme shareholding pattern of the Transferor Company No. 2 as on December 31, 2019 is as under:

		Number of Equity Shares held
SN	Name		% of holding

1	Strides Pharma Science Limited	10,39,990	100.00%
2	Manjula Ramamurthy (on behalf of and as a nominee of Strides Pharma Science Limited)	10	0.00%
	Total	10,40,000	100.00%

*Due to rounding-off

SN	Name	Number of Equity Shares held	% of holding

1	Strides Pharma (Cyprus) Limited, an indirect wholly owned subsidiary of Strides Pharma Science Limited	56,26,502	100.00%
2	Manjula Ramamurthy (on behalf of and as a nominee of Strides Pharma (Cyprus) Limited)	10	0.00%*
3	Sormistha Ghosh (on behalf of and as a nominee of Strides Pharma(Cyprus)Limited)	10	0.00%*

4	Vinod Kumar Bhaskaran (on behalf of and as a nominee of Strides Pharma (Cyprus) Limited)	10	0.00%
5	Anirban Gupta (on behalf of and as a nominee of Strides Pharma (Cyprus) Limited)	10	0.00%*
6	Kala Raghunath (on behalf of and as a nominee of Strides Pharma (Cyprus) Limited)	10	0.00%*
7	Rashmi BV (on behalf of and as a nominee of Strides Pharma (Cyprus) Limited)	10	0.00%*
	Total	56,26,562	100.00%

*Due to rounding-off

(d) The Transferor Companies will stand dissolved without winding up in accordance with the Scheme. Therefore, there will not be any post-Scheme shareholding pattern of the Transferor Companies.

(e) The pre-Scheme shareholding pattern of the Transferee Company as on December 31, 2019, as filed with the Stock Exchanges, is as under:

#	Category	Total Shares	% to PUC

A	Persons resident in India
1	Promoters	2,80,10,081	31.28
2	Mutual Funds	1,45,87,310	16.29
3	Banking/ IFI and Insurance Companies	33,71,043	3.76
4	Bodies Corporate & NBFC	44,26,485	4.94
5	Qualified Institutional Buyers	83,410	0.09
6	Others	1,28,07,282	14.30
	Total (A)	6,32,85,611	70.67
B	Persons resident outside India
7	Foreign Institutional Investor	68,32,704	7.63
8	Foreign Portfolio Investor	1,74,91,126	19.53
9	Non-Resident Indians	18,25,265	2.04
10	Foreign Nationals	97,120	0.11
11	Overseas Corporate Bodies/ Foreign Companies	21,000	0.02
	Total(B)	2,62,67,215	29.33
	Total (A+B)	8,95,52,826	100.00

(f) The Transferee Company shall not issue and allot any shares as consideration to the shareholders of the Transferor Companies as the Transferee Company is the ultimate holding company of the Transferor Companies. Further, the investments in the share capital of the Transferor Companies, appearing in the books of account of the Transferee Company and its indirect wholly-owned subsidiary shall be cancelled. Consequently, there shall be no change in the paid-up share capital of the Transferee Company pursuant to merger.

16. Details of approvals, sanctions or no-objection(s), if any, from regulatory or any other governmental authorities required, received or pending for the proposed scheme of amalgamation and arrangement.

(a) The Transferor Company No. 1, the Transferor Company No. 2 and the Transferee Company have filed the Scheme with National Company Law Tribunal, Mumbai Bench while the Transferor Company No. 3 has filed the Scheme with the National Company Law Tribunal, Bengaluru Bench for the sanction of the Scheme under Section 230 to 232 and other applicable provisions of the Companies Act, 2013.
(b) A copy of the notice and explanatory statement under Section 230 read with Rules 6 and 8 of the Companies (Compromises, Arrangements and Amalgamations) Rules, 2016 is also being filed with the Registrar of Companies, Mumbai and other regulatory authorities by the Transferee Company in terms of the Order of the National Company Law Tribunal, Mumbai Bench.
(c) Further, the Applicant Company may be required to seek further approvals / sanctions / no-objections from certain regulatory and governmental authorities for the Scheme of Amalgamation such as the concerned Registrar of Companies, Regional Director and will obtain the same at the relevant time
The copy of the Scheme has been filed with the Registrar of Companies, Mumbai by the Transferee Company.
No winding up proceedings are pending against the Applicant Company and Transferor Companies as on the date of this notice.
The rights and interests of the creditors of the Transferor Companies and the Transferee Company will not be prejudicially affected by the Scheme as no sacrifice or waiver is at all called from them nor their rights sought to be modified in any manner and post the Scheme, the Transferee Company will be able to meet its liabilities as they arise in the ordinary course of business.
A copy of the Supplementary Accounting Statements of the Transferor Company No. 1 for 6 (Six) months ending September 30, 2019 are enclosed as Annexure 2 herewith.
A copy of the Supplementary Accounting Statements of the Transferor Company No. 2 for 6 (Six) months ending September 30, 2019 are enclosed as Annexure 4 herewith.
A copy of the Supplementary Accounting Statements of the Transferor Company No. 3 for 6 (Six) months ending September 30, 2019 are enclosed as Annexure 6 herewith.
A copy of the Supplementary Accounting Statements of the Transferee Company for 6 (Six) months ending September 30, 2019 are enclosed as Annexure 8 herewith.
On the Scheme being approved by a majority in number representing three-fourths in value of the members of the Transferee Company, voting in person or by proxy or by authorized representative, or by remote e-voting, agree to the Scheme of the members, the Transferor Company No.1, the Transferor Company No. 2 and the Transferee Company will file a petition with the National Company Law Tribunal, Mumbai Bench for sanction of the Scheme.
The following documents will be available for obtaining extract from or for making or obtaining copies of or for inspection by the members of the Applicant Company at its Registered Office at 201, Devavrata, Sector 17, Vashi, Navi Mumbai – 400 703, India between 10:00 a.m. to 1:00 p.m on any working day up to the date of the Meeting:
(a) Certified copy of the order dated December 19, 2019 and order dated November 28, 2019 passed by the Mumbai Bench of the Hon’ble National Company Law Tribunal directing the Transferee Company to convene equity shareholders meeting;
(b) Copy of the Scheme of Amalgamation;
(c) Copy of the Memorandum and Articles of Association of the Transferor Companies and the Transferee Company;

(d) Copy of the Audited Financial Statements of the Transferor Company No. 1, Transferor Company No. 2, Transferor Company No. 3 and Transferee Company for the financial year ended March 31, 2019;
(e) Copy of the Supplementary Accounting Statements of the Transferor Company No. 1, Transferor Company No. 2, Transferor Company No. 3 and Transferee Company for 6 (Six) months ending September 30, 2019;
(f) Copy of the resolution passed by the Board of Directors of the Transferor Companies and the Transferee Company, approving the Scheme;
(g) Copy of the Statutory Auditors' certificate of the respective Transferee Company dated October 18, 2019 issued by BSR & Co. LLP, Chartered Accountants to the effect that the accounting treatment in the Scheme is in conformity with the Accounting Standards prescribed under Section 133 of the Companies Act, 2013;
(h) Copy of Form No. GNL-1 filed by the respective Companies with the concerned Registrar of Companies along with challans, evidencing filing of the Scheme;
(i) Copies of the Report adopted by the Board of Directors of the Transferee Company pursuant to the provisions of Section 232(2)(c) of the Companies Act, 2013; and
(j) Such other information or documents as the Board or Management believes necessary and relevant for making decision for or against the Scheme.

This Explanatory Statement is made under Section 230(3), 232(1) and 232(2) and 102 of the Companies Act, 2013 read with Rule 6 of the Companies (Compromises, Arrangements and Amalgamations) Rules, 2016. A copy of the Scheme, explanatory statement and proxy form may be obtained from the registered office of Strides Pharma Science Limited.

Date: January 14, 2020

Sd/-

Deepak Vaidya (Chairperson appointed for the meeting by NCLT)

Registered Office:

Strides Pharma Science Limited 201, Devavrata, Sector 17, Vashi, Navi Mumbai – 400 703

Encls: As above

Annexure 1

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STRIDES PHARMA SCIENCE LIMITED

(formerly Strides Shasun Limited) Corporate Identity Number: L24230MH1990PLC057062 Registered Office: 201, Devavrata, Sector 17, Vashi, Navi Mumbai – 400 703 Tel No: +91 22 2789 2924/ 3199; Fax No: +91 22 2789 2942 Corp. Office: ‘Strides House’, Bilekahalli, Bannerghatta Road, Bengaluru – 560 076 Tel No.: +91 80 6784 0000/ 6784 0290, Fax No.: +91 80 6784 0700 Website: www.strides.com; and Email ID: [email protected]

PROXY FORM

[Pursuant to Section 105(6) of the Companies Act, 2013 and Rule 19(3) of the Companies (Management and Administration) Rules, 2014]

In the matter of the Companies Act, 2013 and in the matter of Sections 230 to 232 and other applicable provisions of the Companies Act, 2013, read with Companies (Compromises, Arrangements and Amalgamations) Rules, 2016 and in the matter of Strides Pharma Science Limited and in the matter of Scheme of Amalgamation of Arrow Remedies Private Limited (“Transferor Company No. 1”) and Fagris Medica Private Limited (“Transferor Company No. 2”) and Strides Emerging Markets Limited (“Transferor Company No. 3”) and Strides Pharma Science Limited (“Transferee Company”) and their respective shareholders and creditors

Companies (Management and Administration) Rules, 2014] NATIONAL COMPANY LAW TRIBUNAL, MUMBAI BENCH C.A. (CAA)/MB/3761/2019 In the matter of the Companies Act, 2013 and in the matter of Sections 230 to 232 and other applicable provisions of the Companies Act, 2013, read with Companies (Compromises, Arrangements and Amalgamations) Rules, 2016 and in the matter of Strides Pharma Science Limited and in the matter of Scheme of Amalgamation of Arrow Remedies Private Limited (“Transferor Company No. 1”) and Fagris Medica Private Limited (“Transferor Company No. 2”) and Strides Emerging Markets Limited (“Transferor Company No. 3”) and Strides Pharma Science Limited (“Transferee Company”) and their respective shareholders and creditors Strides Pharma Science Limited (formerly Strides Shasun Limited) (CIN: L24230MH1990PLC057062) A Company incorporated under the Companies Act, 1956, having its Registered Office at 201, Devavrata, Sector 17, Vashi, Navi Mumbai – 400 703 …Applicant Company/Transferee Company MEETING OF THE EQUITY SHAREHOLDERS AS PER THE DIRECTIONS OF THE HON’BLE NATIONAL COMPANY LAW TRIBUNAL, MUMBAI BENCH Name of the Shareholder(s): Registered Address: Email: Folio No. / Client ID DP ID 95

I/ We, being the member(s) of ………………… shares of the above-named Company, hereby appoint

Name: ……………………..................................................................................................................................................... Address: .................................................................................................................................................................................. E-mail Id: .............................................................Signature: .................................................…………………………….... or failing him Name: ……………………..................................................................................................................................................... Address: .................................................................................................................................................................................. E-mail Id: .............................................................Signature: .................................................…………………………….... or failing him Name: ……………………..................................................................................................................................................... Address: .................................................................................................................................................................................. E-mail Id: .............................................................Signature: .................................................……………………………....

as my/ our proxy, to attend and vote for me/ us at the Hon’ble National Company Law Tribunal, Mumbai Bench convened meeting of the Equity Shareholders of Strides Pharma Science Limited to be held at Hotel Four Points by Sheraton, Plot No. 39/1, 6 to 15, Sector 30A, Vashi, Navi Mumbai – 400 701, Maharashtra on Thursday, February 20, 2020 at 12:00 Noon IST for the purpose of considering and, if thought fit, approving, with or without modification(s), the amalgamation embodied in the Scheme of Amalgamation amongst Arrow Remedies Private Limited, Fagris Medica Private Limited, Strides Emerging Markets Limited and Strides Pharma Science Limited and their respective shareholders and creditors (the “Scheme”) or at any adjournment or adjournments thereof, to vote, for me/us and in my/our name(s) ________ here, if ‘for’, insert ‘FOR’ , if ‘against’, insert ‘AGAINST’ , and in the later case, strike out the words below after ‘the Scheme’) the said amalgamation/ merger embodied in the Scheme, either with or without modification(s)*, as my/ our proxy may approve.

(*Strike out whatever is not applicable)

S. No.	Particulars	For
1	Approval of Scheme of Amalgamation amongst Arrow Remedies Private Limited (“Transferor Company No. 1”), Fagris Medica Private Limited (“Transferor Company No. 2”), Strides Emerging Markets Limited (“Transferor Company No. 3”) and Strides Pharma Science (“Transferee Company”) Limited and their respective shareholders and creditors
Signed this _day of __ 2020 Signature of the Shareholder ____ Signature of Proxy holder(s) _______
		Afx Revenue Stamp

Notes: 1. Please affix appropriate Revenue Stamp. 2. This form of proxy in order to be effective should be duly completed and deposited at the Registered Office of the Company (i.e., 201, Devavrata, Sector 17, Vashi, Navi Mumbai – 400 703) not less than 48 (forty-eight) hours before the commencement of the Hon’ble National Company Law Tribunal, Mumbai Bench convened meeting of the Equity Shareholders of the Company.
1. A person can act as proxy on behalf of shareholders not exceeding fifty and/or holding in aggregate not more than ten percent of the total share capital of the Company carrying voting rights. In case a proxy is proposed to be appointed by shareholder(s) holding more than ten percent of the total share capital of the Company carrying voting rights, then such proxy shall not act as proxy for any other person or shareholder.
1. All alterations made in the Form of Proxy should be initialed. 5. In case multiple proxies are received not less than 48 (Forty Eight) hours before the time of holding the aforesaid Meeting, the proxy later in time shall be accepted.
1. A person who is a minor cannot be appointed as proxy. 7. In case of body corporate, copy of board resolution authorizing the signatory to represent the shareholder to be enclosed along with the form.
1. A member entitled to attend and vote at the meeting is entitled to appoint a proxy to attend and vote in the Meeting instead of himself/ herself and the proxy need not be a member of the Company.
1. The proxy of a shareholder, blind or incapable of writing, would be accepted if such shareholder has attached his signature or mark thereto in the presence of a witness who shall add to his signature his description and address: provided that all insertions in the proxy are in the handwriting of the witness and such witness shall have certified at the foot of the proxy that all such insertions have been made by him at the request and in the presence of the shareholder before he attached his signature or mark.
1. The proxy of a shareholder who does not know English would be accepted if it is executed in the manner prescribed in point no. 9 above and the witness certifies that it was explained to the shareholder in the language known to him, and gives the shareholder’s name in English below the signature. 97

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I hereby record my presence at the Meeting of the equity shareholders of the Company convened by the Hon’ble National Company Law Tribunal, Mumbai Bench at Hotel Four Points by Sheraton, Plot No. 39/1, 6 to 15, Sector 30A, Vashi, Navi Hotel Four Points by Sheraton, Plot No. 39/1, 6 to 15, Sector 30A, Vashi, Navi Mumbai – 400 701, Maharashtra on Thursday, February 20, 2020 at 12:00 Noon on Thursday, February 20, 2020 at 12:00 Noon

STRIDES PHARMA SCIENCE LIMITED (formerly Strides Shasun Limited) Corporate Identity Number: L24230MH1990PLC057062 Registered Office: 201, Devavrata, Sector 17, Vashi, Navi Mumbai – 400 703 Tel No: +91 22 2789 2924/ 3199; Fax No: +91 22 2789 2942 Corp. Office: ‘Strides House’, Bilekahalli, Bannerghatta Road, Bengaluru – 560 076 Tel No.: +91 80 6784 0000/ 6784 0290, Fax No.: +91 80 6784 0700 Website: www.strides.com and Email ID: [email protected] ___________________ ATTENDANCE SLIP MEETING OF THE EQUITY SHAREHOLDERS AS PER THE DIRECTIONS OF THE HON’BLE NATIONAL COMPANY LAW TRIBUNAL, MUMBAI BENCH (Please complete this Attendance Slip and hand over at the entrance of the Meeting Hall) Name of the Shareholder Folio / DP & Client ID No. No. of shares held Name of proxy/ authorized representative I certify that I am a member/ proxy of the member of the Company. I hereby record my presence at the Meeting of the equity shareholders of the Company convened by the Hon’ble National Company Law Tribunal, Mumbai Bench at Hotel Four Points by Sheraton, Plot No. 39/1, 6 to 15, Sector 30A, Vashi, Navi Hotel Four Points by Sheraton, Plot No. 39/1, 6 to 15, Sector 30A, Vashi, Navi Mumbai – 400 701, Maharashtra on Thursday, February 20, 2020 at 12:00 Noon on Thursday, February 20, 2020 at 12:00 Noon Name of the attending Member/ Proxy Signature of the attending Member/ Proxy (In BLOCK Letters) Notes: 1. Equity Shareholder/ proxy holder/ authorised representative wishing to attend the Meeting must bring the attendance slip to the Meeting and handover at the entrance duly filled and signed. 2. Equity Shareholder/ proxy holder/ authorized representative are requested to bring their copy of notice for reference at the Meeting. 3. Equity Shareholders are requested to hand over the enclosed Attendance slip, duly completed and signed in accordance with their specimen signature(s) registered with the Company or NSDL/ CDSL for admission to the Meeting hall. 4. Equity Shareholders who hold shares in dematerialized form are requested to bring their client ID and DP ID for easy identification of attendance at the Meeting. 5. The authorised representative of a body corporate which is a registered equity shareholder of the Company may attend and vote at the Meeting, provided a certified true copy of the resolution of the Board of Directors or other governing body of the body corporate authorising such representative to attend and vote at the Meeting is deposited at the Registered Office of the Company not later than 48 hours before the commencement of the Meeting. 6. The authorised representative of a body corporate which is a registered equity shareholder of the Company may attend and vote at the Meeting, provided a certified true copy of the resolution of the Board of Directors or other governing body of the body corporate authorising such representative to attend and vote at the Meeting is deposited at the Registered Office of the Company not later than 48 hours before the commencement of the Meeting. 99

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100

STRIDES PHARMA SCIENCE LIMITED

(Formerly Strides Shasun Limited)

CIN: L24230MH1990PLC057062 Regd. Office: 201, Devavrata', Sector - 17, Vashi, Navi Mumbai - 400 703 Tel No.: +91 22 2789 2924/ 2789 3199, Fax No.: +91 22 2789 2942 Corp. Office:Strides House', Bilekahalli, Bannerghatta Road, Bengaluru - 560 076 Tel No.: +91 80 6784 0000/ 6784 0290, Fax No.: +91 80 6784 0700 Website: www.strides.com; Email: [email protected]

Serial No. :

Name & Address of Member : Name of joint holder(s) if any : Folio No/DP ID/Client ID : Number of Shares held :

Dear Member,

Sub: Instructions for e-voting

Pursuant to Section 108 of the Companies Act, 2013 (the Act'), read with the relevant Rules of the Act and Regulation 44 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (Listing Regulations'), the Company is pleased to provide the e-voting facility to the Members to cast their votes electronically on the resolution set forth in the notice convening the meeting of the equity shareholders of the Company pursuant to the Order dated December 19, 2019 read with Order dated November 28, 2019 passed by the Hon'ble National Company Law Tribunal, Mumbai Bench, to be held on Thursday, February 20, 2020at 12:00 noon at Hotel Four Points by Sheraton, Plot No. 39/1, 6 to 15, Sector 30A, Vashi, Navi Mumbai - 400 701.

The Company has engaged the services of KFin Technologies Private Limited to provide the e-voting facility. The e-voting facility is available at the link https://evoting.karvy.com/

The electronic voting particulars are set out below:

E-VOTING DETAILS	E-VOTING DETAILS	E-VOTING DETAILS	E-VOTING DETAILS
EVEN (E- Voting Event Number)	USER ID		PASSWORD/PIN

The e-voting facility will be available during the following voting period:
Commencement of e-voting		End of e-voting
9 a.m. (IST) on Saturday, February 15, 2020		5.00 p.m. (IST) on Wednesday, February 19, 2020

Please read the instructions attached before exercising your vote.

These details and instructions form an integral part of the Notice dated January 14, 2020.

Yours faithfully,

For Strides Pharma Science Limited

Sd/-

Deepak Vaidya Chairperson appointed for the meeting by NCLT

PROCEDURE FOR E-VOTING

To use the following URL for e-voting: https://evoting.karvy.com/
Enter the login credentials i.e.,user id and password mentioned below this communication. Your Folio No./DPID Client ID will be your user ID.

User - ID	For Members holding shares in Demat Form a) For NSDL: 8 Character DP ID followed by 8 Digits Client ID b) For CDSL: 16 digits beneficiary ID
	For Members holding shares in Physical Form Event no. followed by Folio Number registered with the Company
Password	In case of Members who have not registered their e-mail addresses, their User-Id and Password is printed below.
Captcha	Enter the Verification code i.e., please enter the alphabets and numbers in the exact way as they are displayed for security reasons.

After entering the details appropriately, click on LOGIN.
Password change menu will appear. Change the Password with a new Password of your choice. The new password has to be minimum eight characters consisting of at least one upper case (A-Z).one lower case (a-z), one numeric value (0-9) and a special character.

Kindly note that this password can be used by the Members for voting for resolution of any other Company on which they are eligible to vote, provided that Company opts for e-voting through KFin Technologies Private Limited (`KFin') e-Voting platform.

System will prompt you to change your password and update any contact details like mobile number, email ID etc., on first login. You may also enter the Secret Question and answer of your choice to retrieve your password in case you forget it.

It is strongly recommended not to share your password with any other person and take utmost care to keep your password confidential.

Login again with the new credentials.
On successful login, system will prompt to select the `Event ' i.e., the Company name - 'Strides Pharma Science Limited '.
On the voting page, you will see Resolution Description and against the same the option `FOR/ AGAINST/ ABSTAIN' for voting.

Enter the number of shares (which represents number of votes) under FOR/ AGAINST/ ABSTAIN' or alternatively you may partially enter any number inFOR' and partially in AGAINST', but the total number inFOR/ AGAINST' taken together should not exceed your total shareholding. If the Member does not want to cast his vote, select `ABSTAIN'.

Members holding multiple folios/ demat account shall choose the voting process separately for each folios/ demat account.
After selecting the resolution you have decided to vote on, click on "SUBMIT". A confirmation box will be displayed. If you wish to confirm your vote, click on "OK", else to change your vote, click on "CANCEL" and accordingly modify your vote.
Once you `CONFIRM' your vote on the resolution, you will not be allowed to modify your vote.
Corporate/ Institutional Members (Corporate/ Fls/ Flls/ Trust/ Mutual Funds/ Banks etc.,) are required to send scan (PDF format) of the relevant Board resolution to the Scrutinizer through e-mail to [email protected] with a copy to [email protected]
In case of any queries, you may refer the Frequently Asked Questions (FAQs) and e-voting User Manual for Members available at the download section of https://evoting.karvy.com or contact Mr. Raju S.V/ Mr. Mohan Kumar A of KFin at +91 40 67162222 or at 1800 345 4001 (toll free).
This Notice is dispatched/ emailed to Members, whose names appear in the Register of Members/ list of Beneficial Owners as on Friday, January 10, 2020.

However, the Members, whose names appear in the Register of Members/ list of Beneficial Owners as on Thursday, February 13, 2020are entitled to vote on the Resolutions set forth in this Notice. The e-voting period will commence at 9.00 a.m. (IST) on Saturday, February 15, 2020 and will end at 5.00 p.m. (IST) on Wednesday, February 19, 2020.

Members are eligible to cast vote electronically only if they are holding shares as on that date. Members who have acquired shares after the dispatch of said notice and before the cut-off date may approach the Registrar for issuance of the User ID and Password for exercising their right to vote by electronic means.

M/s. Nilesh Shah and Associates, Practicing Company Secretaries, represented by Mr. Nilesh Shah (having Membership No. FCS-4554) or failing him, Ms. Hetal Shah (having Membership No. FCS-8063) or failing her Mr. Mahesh Darji (having Membership No. FCS-7175) have been appointed as the Scrutinizer to scrutinize the remote e-voting process and voting at the venue in a fair and transparent manner.
The Scrutinizer shall submit a consolidated Scrutinizer's report of the total votes cast in Favor or Against. The result of the voting, together with the Scrutinizer's report, shall be announced within 48 hours from the conclusion of the meeting and the same shall be placed on the Company's website (i.e.,www.strides.com) and on the website of KFin (i.e., evoting.karvy.com) and the same shall be communicated to the BSE Limited ("BSE") and National Stock Exchange of India Limited ("NSE"), where the shares of the Company are listed.

AI assistant

STRIDES PHARMA SCIENCE LIMITED Proxy Solicitation & Information Statement 2020

62616_rns_2020-01-17_532acacc-df08-4839-9ae2-bd81333c8ada.pdf

Sub: National Company Law Tribunal convened meeting of Equity Shareholders of the Company

STRIDES PHARMA SCIENCE LIMITED

MEETING OF THE EQUITY SHAREHOLDERS OF STRIDES PHARMA SCIENCE LIMITED CONVENED AS PER THE DIRECTIONS OF THE HON’BLE NATIONAL COMPANY LAW TRIBUNAL, MUMBAI BENCH

NATIONAL COMPANY LAW TRIBUNAL, MUMBAI BENCH

Strides Pharma Science Limited

Form No. CAA. 2

To,

The Equity Shareholders of Strides Pharma Science Limited

(“the Applicant Company” or “the Company” or “the Transferee Company”)

Registered Office:

Notes:

Details of the Companies or Parties involved in the Scheme:

“[A] THE MAIN OBJECTS TO BE PURSUED BY THE COMPANY ON ITS INCORPORATION IS:

(g) Details of the promoters and present directors of the Transferor Company No. 1 along with their addresses

9.2 Transferor Company No. 2

“[A] THE MAIN OBJECT TO BE PURSUED BY THE COMPANY ON ITS INCORPORATION IS:

(g) Details of the promoters and present directors of the Transferor Company No. 2 along with their addresses

“[A] THE MAIN OBJECTS TO BE PURSUED BY THE COMPANY ON ITS INCORPORATION IS:

(g) Details of the promoters and present directors of the Transferor Company No. 3 along with their addresses

9.4 Details of the Transferee Company

Post Scheme Capital Structure:

9.5 Other Details

(a) Relationship between the Transferor Companies and the Transferee Company:

(b) Appointed Date, Effective Date, Record Date and Share Exchange Ratio:

Consideration for the merger of Strides with the Applicant Company:

(c) Summary of the Accounting Treatment:

10. Description of the Scheme:

11. Rationale and the Benefits of the Scheme as perceived by the Board of Directors of the Transferee Company

12. Key salient features of the Scheme:

13. Compliance under SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015

14. Capital Structure Pre And Post Amalgamation

15. Pre And Post Amalgamation Shareholding Pattern

Registered Office:

STRIDES PHARMA SCIENCE LIMITED

PROXY FORM

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Sub: Instructions for e-voting

AI assistant

STRIDES PHARMA SCIENCE LIMITED — Proxy Solicitation & Information Statement 2020

62616_rns_2020-01-17_532acacc-df08-4839-9ae2-bd81333c8ada.pdf

Sub: National Company Law Tribunal convened meeting of Equity Shareholders of the Company

STRIDES PHARMA SCIENCE LIMITED

MEETING OF THE EQUITY SHAREHOLDERS OF STRIDES PHARMA SCIENCE LIMITED CONVENED AS PER THE DIRECTIONS OF THE HON’BLE NATIONAL COMPANY LAW TRIBUNAL, MUMBAI BENCH

NATIONAL COMPANY LAW TRIBUNAL, MUMBAI BENCH

Strides Pharma Science Limited

Form No. CAA. 2

To,

The Equity Shareholders of Strides Pharma Science Limited

(“the Applicant Company” or “the Company” or “the Transferee Company”)

Registered Office:

Notes:

Details of the Companies or Parties involved in the Scheme:

“[A] THE MAIN OBJECTS TO BE PURSUED BY THE COMPANY ON ITS INCORPORATION IS:

(g) Details of the promoters and present directors of the Transferor Company No. 1 along with their addresses

9.2 Transferor Company No. 2

“[A] THE MAIN OBJECT TO BE PURSUED BY THE COMPANY ON ITS INCORPORATION IS:

(g) Details of the promoters and present directors of the Transferor Company No. 2 along with their addresses

“[A] THE MAIN OBJECTS TO BE PURSUED BY THE COMPANY ON ITS INCORPORATION IS:

(g) Details of the promoters and present directors of the Transferor Company No. 3 along with their addresses

9.4 Details of the Transferee Company

Post Scheme Capital Structure:

9.5 Other Details

(a) Relationship between the Transferor Companies and the Transferee Company:

(b) Appointed Date, Effective Date, Record Date and Share Exchange Ratio:

Consideration for the merger of Strides with the Applicant Company:

(c) Summary of the Accounting Treatment:

10. Description of the Scheme:

11. Rationale and the Benefits of the Scheme as perceived by the Board of Directors of the Transferee Company

12. Key salient features of the Scheme:

13. Compliance under SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015

14. Capital Structure Pre And Post Amalgamation

15. Pre And Post Amalgamation Shareholding Pattern

Registered Office:

STRIDES PHARMA SCIENCE LIMITED

PROXY FORM

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Sub: Instructions for e-voting

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STRIDES PHARMA SCIENCE LIMITED Proxy Solicitation & Information Statement 2020