Unichem Laboratories Ltd. — Board/Management Information 2025

Mar 28, 2025

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28[th] March 2025

National Stock Exchange of India Limited Exchange Plaza, BandraKurla Complex, Bandra (E), Mumbai- 400051

Symbol: UNICHEMLAB

BSE Limited Listing Department P.J. Towers, 1[st] Floor, Dalal Street, Fort, Mumbai – 400 001 Script Code: 506690

Dear Sir/Madam,

Subject: Outcome of Board Meeting

Pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("Listing Regulations"), we wish to inform that the Board of Directors of the Company at its meeting held today, i.e. on Friday, 28[th] March 2025 have, approved:

• a. Transferring its 100% stake in its wholly owned subsidiary Unichem Laboratories Limited, Ireland (“Unichem Ireland”), not a material subsidiary of the Company to its parent company, Ipca Laboratories Limited, subject to applicable regulatory approvals/consents, if any. (as per details provided in Annexure – A).

• b. Proposal to close manufacturing facility of its wholly owned subsidiary, viz., Niche Generics Limited (“ Niche UK ”) located at Baldoyle, Dublin, Ireland subject to regulatory approvals/consents, if any. (as per details provided in Annexure – B)

The Board meeting commenced at 12.00 noon and concluded at 12.30 p.m.

The aforesaid information will also be made available on Company’s website i.e. www.unichemlabs.com

Please take the above on record.

Thanking you,

For UNICHEM LABORATORIES LIMITED

PRADEEP Digitally signed by PRADEEP BHANDARI BHANDARI Date: 2025.03.28 12:32:21 +05'30'

PRADEEP BHANDARI Head – Legal & Company Secretary

Encl.: a/a

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Details pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("Listing Regulations") read with SEBI Circular No. SEBI/ HO/ CFD/ CFD-PoD-1/ P/ CIR/ 2023/ 123 dated July 13, 2023.

Annexure A

#	Particulars	Details
1.	The amount and percentage of the turnover or revenue or income and net worth contributed by such unit or division of the listed entity during the last financial year	Unichem Laboratories Limited, Ireland (“Unichem Ireland”) is an Ireland based company engaged in the marketing and distribution business of generic pharmaceuticals in the Netherlands. The products of the same are manufactured by Unichem Laboratories Limited (“Unichem India”) in India. The paid-up share capital of the Unichem Ireland is Rs. 24.85 crs. and its accumulated losses are Rs. 25.32 crs., the same had been fully provided in the books of accounts of Unichem India. The total sales of Unichem Ireland for FY 2023-24 was Rs. 8.13 crs., which constituted 0.47% of the consolidated revenue of Unichem India. The total sales of Unichem Ireland for the current year up to February 2025 was Rs. 8.71 crs. Net worth – Not applicable.
2.	Date on which the agreement for sale has been entered into	Not Applicable.
3.	The expected date of completion of sale/ disposal	Expected to be completed on or before 30thApril 2025, subject to regulatory approvals/ consents, if any.
4.	Consideration received from such sale/disposal	The Company to receive a consideration of Rs. 4.00 crs.
5.	Brief details of buyers and whether any of the buyers belong to the promoter/ promoter group/group companies. If yes, details thereof	Ipca Laboratories Limited (“Ipca”) is the holding company of Unichem India and Unichem Ireland is wholly owned subsidiary of the Unichem India. The transaction will be between the promoter group companies.

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1. Whether the transaction would fall Yes, said transaction would fall under within related party transactions? If yes, related party transactions and would be whether the same is done at “arm’s carried out at an arm’s length basis. length”. 7. Whether the sale, lease or disposal of Not applicable the undertaking is outside Scheme of Arrangement? If yes, details of the same including compliance with regulation 37A of LODR Regulations. 8. Additionally, in case of a slump sale, The criteria as set out in the definition of indicative disclosures provided for ‘Undertaking’ as per the provisions of amalgamation/merger, shall be Section 180 of the Companies Act, 2013 disclosed by the listed entity with is not met and hence not applicable in this respect to such slump sale. case. Therefore, the clause of ‘slump sale of the Undertaking’ is not applicable in the For the purpose of this sub-clause, present case in accordance with Section "slump sale" shall mean the transfer of 180 of the Companies Act, 2013 read with one or more undertakings, as a result Regulation 37A of SEBI (LODR) of the sale for a lump sum Regulations, 2015 and clause 1.4 of the consideration, without values being SEBI circular dt. 13.07.2023. assigned to the individual assets and liabilities in such sales.

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Annexure B

#	Particulars	Details
1.	Date of such binding agreement, if any, entered for sale of such unit/division, if any	Not Applicable.
2.	Amount & percentage of turnover or revenue or income and net worth of the listed entity contributed by such unit or division during the last financial year	Turnover of plant for FY 2023-24: Rs. 37.57 crs. Percentage to consolidated turnover of Unichem India (FY 2023-24): 2.20% Net worth of plant – Not applicable. Unichem India will continue to manufacture the products which are currently being manufactured at Irish facility from its Indian manufacturing facilities in more effective way due to economies of scale and therefore closure will not have any adverse impact on the business.
3.	Date of closure or estimated time of closure	The date of closure is expected to be completed by around Q1 of FY 2025-26.
4.	Reasons for closure	Niche Generics Limited markets formulations manufactured by Unichem India as well as from its Ireland facility in the UK and European countries. The plant was continuously incurring losses as the cost of operations of Ireland facility is very high. The Ireland manufacturing facility is very old and operates from leased premises. The lease period of the premises is also coming to an end in FY 2026-27. Unichem India will continue to manufacture the products which are currently being manufactured at Irish facility from its Indian manufacturing facilities in more effective way due to economies of scale and therefore closure will not have any adverse impact on the business.

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