Your Directors are pleased to present their Report and Audited Standalone and Consolidated Financial Statements for the

Financial Year (FY) ended March 31, 2026.

1. OVERVIEW

Jubilant Pharmova Limited (“Jubilant Pharmova”/ “Company”) is an integrated global pharmaceutical company engaged in Radiopharma, Allergy Immunotherapy, Contract Development and Manufacturing of sterile injectable, Contract Research Development and Manufacturing, Generics and Proprietary Novel Drugs businesses. With a network of 45 radiopharmacies in the USA, the Radiopharma business is engaged in manufacturing and supply of radiopharmaceutical products and services. Allergy Immunotherapy business is involved in the manufacturing and supply of allergic extracts and venom products in the USA and in some other markets such as Canada, Europe and Australia. Contract Development and Manufacturing of sterile injectables, with facilities in Spokane, USA, and Montreal, Canada, delivers end-to-end manufacturing solutions, including sterile fill-and-finish injectables (liquid and lyophilized), comprehensive ophthalmic products (liquids, ointments and creams) and ampoules. Contract Research Development and Manufacturing business provides end-to-end drug discovery and development services to the pharmaceutical and biotech industries through three world class research centres (two in India and one in France) and a US FDA approved, Active Pharmaceutical Ingredients manufacturing facility in Nanjangud, Karnataka. The Generics business focuses on development, manufacturing and distribution of Solid Dosage Formulations through multiple manufacturing facilities including the facility at Roorkee that cater to all the regulated market including USA, Europe and other geographies. Proprietary Novel Drugs is an innovative biopharmaceutical business developing breakthrough therapies in the area of oncology and auto-immune disorders. Jubilant Pharmova has a team of around 5,500 multicultural people across the globe. The Company is well recognised as a ''Partner of Choice'' by leading pharmaceutical companies globally. For more information, please visit: www.iubilantpharmova.com.

2. RESULTS OF OPERATIONS AND STATE OF COMPANY’S AFFAIRS & FINANCIALS

(i) Standalone Financials

Revenue from Operations

In the FY 2026, on a standalone basis, the Company recorded total revenue from operations of '' 2,635 million as compared to ''2,314 million in the FY 2025.

EBITDA

For the year ended March 31, 2026, Earnings before Interest, Taxes, Depreciation and Amortisation (''EBITDA'') stood at '' 512 million as compared to '' 609 million in the FY 2025.

Reported Net Profit after Tax and EPS

Reported Net Profit after Tax was '' 632 million in the FY 2026. Basic Earnings per Share (''EPS'') stood at '' 3.97 per equity share of '' 1 each.

(ii) Consolidated Financials

The Consolidated Financial Statements, prepared in accordance with the provisions of the Companies Act, 2013, (the ''Act''), the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (the ''Listing Regulations'') and Indian Accounting Standards (Ind-AS) as per the Companies (Indian Accounting

Standards) Rules, 2015 notified under Section 133 of the Act, form part of the Annual Report.

Performance Review

During the FY 2026, the Company reported revenue from operations of ''82,796 million, as compared to ''72,345 million in the previous FY, reflecting robust growth across key business segments.

The segment-wise revenue performance is summarised below:

The Company''s revenue growth during FY 2026 was broad-based across its key businesses. Radiopharma remained the largest contributor with revenue of ''36,901 million, followed by CDMO - Sterile Injectables at ''17,548 million and CRDMO at ''12,174 million. The Allergy Immunotherapy and Generics businesses reported revenues of ''7,853 million and ''7,735 million, respectively, reflecting steady underlying demand and operational strength. The Proprietary Novel Drugs business continued to focus on advancing its innovation pipeline and long-term value creation initiatives.

The Company reported EBITDA of ''13,258 million for the year, as compared to ''12,305 million in the previous FY.

The Company reported a Profit After Tax of ''3,975 million for the year, as compared to ''8,363 million in the previous FY. Basic earnings per share (EPS) stood at ''25.15 per equity share of face value ''1 each.

3. DIVIDEND

The Board is pleased to recommend a dividend of 500% (''5 per equity share of face value ''1 each) for the financial year ended March 31, 2026, aggregating to ''796.41 million. The proposed dividend underscores the Company''s commitment to delivering sustainable returns to its shareholders, while maintaining a prudent and balanced approach to capital allocation.

The dividend is subject to the approval of the Members at the ensuing Annual General Meeting (“AGM”). Upon approval, it will be electronically paid to those Members whose names appear in the Register of Members as on the record date, i.e., Friday, July 24, 2026.

Pursuant to the provisions of the Income Tax Act, 2025 read with rules made thereunder, dividend is taxable in the hands of Members, and the Company will deduct tax at source (TDS) at the applicable prescribed rates at the time of payment.

In accordance with Regulation 43A of the Listing Regulations, the Company''s Dividend Distribution Policy is available on its website: https://www. iubilantpharmova.com/investors/corporate-governance/policies-and-codes/dividend-distribution-policv.

TRANSFER TO GENERAL RESERVE

The Board of your Company does not propose to transfer any amount to the reserves.

4. TRANSFER OF ACTIVE PHARMACEUTICAL INGREDIENTS BUSINESS (API)

During the year under review, pursuant to the approval of the Members obtained through postal ballot (results declared on July 24, 2025), the Company completed the transfer of its Active Pharmaceutical Ingredients (API) business undertaking, located at 56 Industrial Area, Nanjangud, Mysuru, Karnataka-571302 to Jubilant Biosys Limited, a wholly owned subsidiary of the Company, on a going concern basis by way of a slump sale.

The transfer has been affected dated June 12, 2025 in terms of the Business Transfer Agreement (“BTA”) executed between the Company and Jubilant Biosys Limited, and includes all assets, liabilities, contracts,

employees, licenses, and obligations pertaining to the said undertaking. The transaction was consummated with effect from September 01, 2025 (“Effective Date”).

The consideration for the aforesaid transfer, aggregating to ''5,956 Million, has been discharged by Jubilant Biosys Limited through the issuance and allotment of 5,15,59,030 fully paid-up Optionally Convertible Redeemable Non-Cumulative Preference Shares of face value ''10 each, issued at a premium of ''90 per share to the Company. In addition, an amount of upto ''800 Million has been paid in cash in terms of the BTA and applicable regulatory provisions.

This strategic reorganization is aligned with the Company''s objective of integrating its API business with the Contract Research and Development capabilities of Jubilant Biosys Limited, thereby establishing a unified Contract Research, Development and Manufacturing Organisation (CRDMO) platform. The integration is expected to drive operational synergies, enhance focus, and support long-term value creation for all stakeholders.

5. CAPITAL STRUCTURE

(a) Share Capital

There were no changes in the authorised, subscribed, or paid-up share capital of the Company during the year under review. As on March 31, 2026, the paid-up equity share capital of the Company stood at ''159.28 million, comprising 159,281,139 equity shares of face value ''1 each.

(b) Employees Stock Option Plan and General Employee Benefits Scheme

The Company continues to invest in its human capital through structured equity-based incentive programmes aimed at enhancing employee engagement, aligning employee interests with long-term shareholder value, and supporting sustainable growth.

During the year under review, 123,066 stock options were granted. Each stock option entitles the holder to acquire one equity share of face value ''1 each at an exercise price determined at the time of grant.

The Company operates the Jubilant General Employee Benefits Scheme-2019 (“JGEBS-2019”), which is in compliance with the SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021 (“SEBI ESOP Regulations”). There were no changes to the scheme during the year.

The disclosures as required under the SEBI ESOP Regulations, in respect of JGEBS-2019 and Plan 2018, are available on the Company''s website at: https://www.iubilantpharmova.com/Uploads/ image/2973imguf esop disclosure2026.pdf

(c) Debentures

In FY 2020-21, the Company issued secured, redeemable, unlisted Non-Convertible Debentures (“NCDs”) aggregating to ''950 million. As on April 1, 2025, ''700 million remained outstanding for a period of five (5) years. During FY 2026, 200 secured, redeemable, unlisted non-convertible debentures of face value of ''10,00,000 per debenture aggregating to ''200 million were redeemed. As on March 31, 2026, ''500 million was outstanding and due to mature on January 13, 2031.

6. SUBSIDIARIES AND ASSOCIATES INCLUDING ITS PERFORMANCE AND FINANCIAL POSITION

With a global network of 38 subsidiaries as on March 31, 2026, Jubilant Pharmova continues to uphold a robust subsidiary governance framework that ensures consistent oversight, accountability, and alignment with the Group''s strategic priorities. During the year, the Group further strengthened its international footprint through an investment of CAD 30,000 (approximately ''2 million) by Jubilant Generics Limited in Jubilant Pharmaceuticals Inc., Canada, which consequently became a step-down wholly owned subsidiary of the Company.

The Company''s principal subsidiaries play a significant role in advancing the Group''s strategic priorities and global business operations. Brief particulars of these key subsidiaries are presented below:

(i) Jubilant Pharma Limited (Singapore)

Jubilant Pharma Limited (Jubilant Pharma'') is a wholly owned subsidiary of the Company. Jubilant Pharma holds the global pharmaceutical business of the Company through its subsidiaries in the US, Canada, Europe, India and rest of the world. These subsidiaries of Jubilant Pharma are engaged in manufacturing, marketing and distribution of various pharmaceutical products and services including APIs, oral dosage forms (tablets and capsules), contract manufacturing of sterile injectables including vaccines, ointment, creams and liquids, allergy therapy products and radiopharmaceutical products. Jubilant Pharma through its wholly owned subsidiary operates the second largest Radiopharmacy network in the US. Total income of the company during the FY 2026 was ''462 million as compared to ''459 million during FY 2025.

(ii) Jubilant Generics Limited

Jubilant Generics Limited (''JGL'') is a step-down wholly-owned subsidiary of the Company through Jubilant Pharma. JGL has been engaged in the business of development, manufacturing, distribution, sales and marketing of Dosage (formulations) Forms at its plant

at Roorkee and / or CMOs, including in licensing, out-licensing, collaboration with CROs to ensure a robust product pipeline that caters to over 50 countries and has expanded its market presence through strategic partnerships, fostering sustainable business growth.

JGL also has India Branded Pharmaceuticals (“IBP”) business which caters to dosage formulations under its own brand name to the Indian market in different therapeutic areas including chronic specialties like Cardiology and Diabetes and multi-specialty. The dosage formulations manufacturing facility at Roorkee, Uttarakhand with 5 acres of infrastructure, is inspected by global regulatory agencies such as US FDA, Japan PMDA, UK MHRA, Australia TGA, WHO and Brazil ANVISA. This facility primarily manufactures immediate and modified release oral solid dosage forms (Tablets, Capsules and Powder for Suspension) with capabilities on complex processes like fluid bed pellet coating, MUPS (Multi Unit Pellet System) and extended release drug delivery technology based on matrix formulations and functional coatings.

In addition to manufacturing and supplies of finished formulations to the US market, JGL''s non-US finished formulations business is focussed on various markets in Europe, UK, Japan, Canada, Australia, Middle East as well as various countries in the emerging markets.

JGL also caters to the selected overseas markets under its own brand name. JGL''s major therapy areas includes Cardiovascular, CNS and Gastrointestinal products. The business derives benefit of lowering cost and managing risks from sourcing APIs from both sources (a) vertical integration and in-house APIs from the Company and (b) qualifying alternate suppliers for key APIs with an objective to de-risk our API source. Your Solid Dosage Formulation facility at Roorkee, India which manufactures and distributes finished solid dosage pharmaceutical products was inspected by the US FDA in January 2024. The site was inspected by TGA agencies during the previous fiscal year. These inspections resulted in no critical observations. The site has already received EU compliant certificate.

Total income of JGL during the FY 2026 was ''4,155 million as compared to ''3,492 million during the FY 2025.

(iii) Jubilant Cadista Pharmaceuticals Inc. (USA)

Jubilant Cadista Pharmaceuticals Inc. (“Jubilant Cadista”), a wholly owned subsidiary of Jubilant Pharma Holdings Inc., is engaged in the development and marketing of solid oral dosage formulations in the United States. The company leverages a network of Contract Manufacturing Organisations (CMOs) to support its manufacturing requirements and ensure efficient market delivery.

The business caters to a broad customer base, including leading wholesalers, retail chains, and pharmacies, with a focus on key therapeutic segments such as cardiovascular (CVS), central nervous system (CNS), anti-allergics, and steroids.

Jubilant Cadista continued to execute its strategic transformation agenda during the year, successfully adapting its business model to the evolving dynamics of the U.S. generics market. The transition to a CMO-led operating framework, coupled with a disciplined portfolio optimization strategy, has enhanced operational flexibility, strengthened capital efficiency, and improved the quality of earnings. Backed by a robust commercial platform and a diversified sourcing network spanning Group manufacturing facilities, strategic CMO relationships, and in-licensed products, the company remains well positioned to capitalize on market opportunities. The strategic realignment has contributed to an improving margin profile, while continued portfolio expansion through targeted inlicensing initiatives is expected to support sustainable growth and long-term value creation. During FY 2026, Jubilant Cadista recorded a total income of ''3,864 million, registering a year-on-year growth of approximately 8% over the previous FY.

(iv) Jubilant Pharmaceuticals Inc., Canada

During the year under review, Jubilant Generics Limited invested CAD 30,000 (approximately ''2 million) in Jubilant Pharmaceuticals Inc., Canada, establishing a strategic platform for expanding the Group''s branded generics business in Canada. This initiative reinforces Jubilant''s international growth strategy, strengthens its presence in a key pharmaceutical market, and is expected to contribute to future revenue growth and long-term value creation.

(v) Jubilant HollisterStier LLC (USA & Canada)

Jubilant HollisterStier LLC (JHS), a wholly owned subsidiary of Jubilant Pharma Holdings Inc., having two Business streams:

Contract Manufacturing Business

Jubilant HollisterStier LLC (“JHS”) is a leading global Contract Manufacturing Organisation (CMO) with operations in Spokane, Washington, USA. The Company is a key player in sterile fill-finish and lyophilisation services, delivering high-quality, regulatory-compliant solutions to pharmaceutical innovators worldwide.

JHS facilities are approved by leading global regulatory authorities, including the US FDA, Health Canada, ANVISA (Brazil), PMDA (Japan), and MHRA (UK), among others. Products manufactured at these facilities are supplied to over 140 countries, reflecting

the Company''s strong global footprint and established reputation for quality and compliance.

The Spokane facility has consistently received Good Manufacturing Practice (GMP) compliant ratings from regulatory authorities and is subject to regular audits by global clients, underscoring its robust quality systems, operational excellence, and reliability.

The Company is currently undertaking a strategic expansion project with an estimated investment of approximately USD 350 million to significantly enhance and nearly double its injectable manufacturing capacity. This expansion is supported by a cooperative agreement of USD 149.6 million with the Biomedical Advanced Research and Development Authority (BARDA), a division of the U.S. Department of Health and Human Services. This initiative is expected to strengthen JHS''s positioning to capitalise on the growing global demand for high-quality injectable manufacturing, particularly in the post-pandemic landscape.

Allergy Immunotherapy Business

JHS also holds a leadership position in the Allergy Immunotherapy segment, offering a differentiated portfolio of allergenic extracts and diagnostic devices under the trusted HollisterStier brand, which carries a legacy of over 100 years. The business serves key markets across the United States, Canada, Europe, and Australia, and is the sole producer and supplier of venom immunotherapy in North America.

To address growing demand, the Company has augmented its lyophilisation capacity and continues to invest in expanding its Allergy Immunotherapy manufacturing capabilities. Strategic initiatives are underway to further expand market access across Europe, the Middle East & Africa (MEA), and Asia-Pacific (APAC) regions, with a focus on specialised venom-based therapies.

JHS delivered a robust financial performance during FY 2026, with total income rising to ''25,434 million, reflecting a year-on-year growth of approximately 48% over ''17,155 million in the previous FY.

(vi) Jubilant DraxImage Inc. (Canada)

Jubilant DraxImage Inc. (Canada) a wholly owned subsidiary of Jubilant Pharma Limited, is a market leader in North America''s radiopharmaceutical space with a strong foundation in specialty pharma. Headquartered in Montreal, Canada, the Company operates a US FDA and Health Canada approved manufacturing facility, serving hospital-based nuclear medicine professionals and commercial Radiopharmacies across the US and Canada. With a team of highly skilled professionals and a robust R&D infrastructure, Jubilant Radiopharma specialises in cardiology, oncology, neurology, and

therapeutics for neuroendocrine and thyroid diseases. The business operates 45 radio-pharmacies including 3 FDA approved PET manufacturing sites across 21 US states, delivering approximately 3 million patient doses annually, and directly serving over 1,800 hospitals and clinics.

Key innovations include:

The Company continues to advance innovation and strengthen its specialty portfolio through the following key initiatives:

• RUBY-FILL®: A cutting-edge PET myocardial perfusion imaging technology, approved across multiple global markets and now deployable in mobile settings, enhancing access to advanced cardiac diagnostics, particularly in underserved regions.

• I-131-MIBG Clinical Trials: Ongoing support for two pivotal clinical trials targeting high-risk neuroblastoma, reinforcing the Company''s commitment to advancing therapies in paediatric oncology.

The Montreal manufacturing site received Good Manufacturing Practice (GMP) compliant ratings from both the US FDA in 2024 and Health Canada in 2025, underscoring its strong regulatory track record and operational excellence.

During FY 2026, the business reported total income of ''38,204 million, up approximately 8% from ''35,303 million in the previous FY.

(vii) Jubilant Pharma UK Limited

Jubilant Pharma UK Limited, a wholly owned subsidiary of Jubilant Pharma (Singapore), is engaged in the marketing and supply of generic dosage formulations in the United Kingdom. During the FY 2026, the Company reported a total income of ''920 million, as compared to ''985 million in the previous FY.

Jubilant Pharma NV & Affiliates (Belgium)

These entities act as strategic holding and operational vehicles for the Company''s European business.

(viii) Jubilant Pharmaceuticals NV

Engaged in licensing and regulatory services for generic dosage formulations.

(ix) Jubilant Pharma NV

A wholly owned subsidiary of the Company through Jubilant Generics Limited and Jubilant Pharma, this entity holds 99.81% equity stake in Jubilant

reflecting stable operations while laying the foundation for future growth in the high-value biologics segment.

(xiii) Drug Discovery and Development Solutions Limited (Singapore)

Drug Discovery and Development Solutions Limited, incorporated in Singapore, is a wholly owned subsidiary of the Company. The principal activity of the Company is investment holding.

During FY 2026, the Company reported a total income of ''101.90 million, as compared to ''601.13 million in FY 2025.

(xiv) Jubilant Therapeutics Inc. (USA)

Jubilant Therapeutics Inc. is a clinical-stage biopharmaceutical company focused on developing precision oral therapies with an enhanced therapeutic index to address unmet medical needs in oncology and autoimmune diseases for genetically defined patient populations.

The Company''s advanced structure-based drug discovery platform, TIBEO (Therapeutic Index and Brain Exposure Optimisation), has been validated through strategic collaborations. Its pipeline includes:

• A first-in-class CoREST inhibitor (JBI-802), currently in Phase I/II clinical trials across multiple tumour types;

• A brain-penetrant PRMT5 modulator (JBI-778), currently undergoing Phase I clinical trials in advanced cancers;

• Additional programmes, including brain-penetrant and gut-restricted PD-L1 inhibitors, and PAD4 inhibitors for oncology and inflammatory indications.

During FY 2026, key milestones included continued progress in the clinical development of JBI-802 and JBI-778.

The Company reported a total income of ''1.08 million during FY 2026, as compared to ''2.63 million in the previous FY.

Other subsidiaries are mentioned below:

(xv) Jubilant Pharma Holdings Inc., USA

(xvi) Jubilant Pharma Australia Pty. Limited

(xvii) Jubilant Innovation (USA) Inc.

(xviii) Jubilant HollisterStier Inc., USA

(xix) Jubilant First Trust Healthcare Limited

(xx) Jubilant DraxImage Limited

(xxi) Jubilant DraxImage (USA) Inc.

(xxii) Jubilant Discovery Services LLC, USA

(xxiii) Jubilant Clinsys Inc., USA

(xxiv) Jubilant Clinsys Limited

(xxv) Jubilant Therapeutics India Limited

(xxvi) Jubilant Business Services Limited

(xxvii) Jubilant Pharma SA Pty. Limited

(xxviii) Jubilant Episcribe LLC, USA

(xxix) Jubilant Epicore LLC, USA

(xxx) Jubilant Prodel LLC, USA

(xxxi) Jubilant Epipad LLC, USA

(xxxii) Draxis Pharma LLC, USA

(xxxiii) Draximage (UK) Limited

(xxxiv) TrialStat Solutions Inc., Canada

(xxxv) Jubilant Pharma ME FZ-LLC, Dubai

(xxxvi) Jubilant Draximage Radiopharmacies Inc., USA

(xxxvii) Jubilant Biosys Innovative Research Services Pte. Limited, Singapore

(xxxviii) 1359773 B.C. Unlimited Liability Company, Canada

Pursuant to the Listing Regulations, the Company''s Policy on Determination of Material Subsidiaries is available on its website at: https://www.iubilantpharmova.com/ investors/corporate-governance/policies-and-codes/ policy-for-determining-material-subsidiaries.

As on March 31, 2026, your Company has following material Subsidiary companies.

a) Jubilant Pharma Holdings Inc.

b) Jubilant Draximage Inc.

c) Jubilant HollisterStier LLC Associate Company

i) SPV Laboratories Private Limited - The

Company holds 25.21% shareholding in SPV Laboratories Private Limited.

ii) O2 Renewable Energy XVI Private Limited

Pursuant to the transfer of the Company''s API business, as referred to in paragraph 4 of this Report, the Company''s investment in O2 Renewable Energy Private Limited was also transferred to Jubilant Biosys Limited. Consequently, O2 Renewable Energy Private Limited ceased to be an associate company of the Company.

The performance and financial position of the subsidiaries and associates is given in Form AOC-1 attached to the Financial Statements for the year ended March 31, 2026. There has been no material change in business of subsidiaries.

In line with Jubilant Pharmova''s commitment to transparency and investor accessibility, audited financial statements and related disclosures for each subsidiary are available on the Company''s website at https://www.iubilantpharmova.com/investors/ financials/subsidiaries-accounts

7. STRATEGIC PARTNERSHIPS Jubilant HollisterStier General Partnership (Canada)

Jubilant HollisterStier General Partnership is a Canada-based strategic alliance, jointly owned by subsidiaries of Jubilant Pharmova, along with Jubilant HollisterStier Inc., Draxis Pharma LLC, and 1359773 B.C. Unlimited Liability Company. The partnership represents a key pillar of the Company''s global CDMO platform, offering specialised contract manufacturing services for sterile products, including liquid and lyophilised injectables, ophthalmic solutions, and sterile ointments.

The manufacturing facility located in Montreal is compliant with Good Manufacturing Practices (GMP) as per Health Canada and caters to global pharmaceutical markets. Following a re-inspection by the US FDA in 2024, the site was classified under Official Action Indicated (OAI) status. The business has initiated comprehensive remediation measures and is targeting resolution of the OAI status by FY2027, reflecting its continued commitment to regulatory compliance and quality excellence.

To further strengthen its sterile manufacturing capabilities, the partnership has initiated a modernisation and capacity expansion project with an estimated investment of approximately CAD 145 million, aimed at significantly enhancing and potentially doubling its sterile production capacity. This strategic investment is supported, in part, by:

• CAD 23.8 million from the Government of Canada under the Strategic Innovation Fund (SIF); and

• CAD 25 million from the Province of Quebec.

These initiatives further reinforce Jubilant Pharmova''s positioning as a trusted global CDMO partner, well-placed to address the evolving requirements of the pharmaceutical industry.

8. STATUTORY AUDITORS

Pursuant to Section 139 of the Act, M/s Walker Chandiok & Co LLP, Chartered Accountants (ICAI

Registration No. 001076N/N500013), continue as the Statutory Auditors of the Company and shall hold office up to the conclusion of the 50^th Annual General Meeting (“AGM”). The Auditors have confirmed their eligibility to continue in office in accordance with the applicable provisions of the Act and attended the AGM held on August 29, 2025.

The Statutory Auditors have issued unmodified audit opinions on the standalone and consolidated financial statements of the Company for FY 2026. The Auditors'' Reports do not contain any qualification, reservation, adverse remark, disclaimer, or emphasis of matter.

9. COST AUDIT

In compliance with the provisions of Section 148(1) of the Act, with the rules made thereunder, the Company has maintained the prescribed cost records for the FY ended March 31, 2026. However, the Company is not required to have its cost records audited in terms of the applicable provisions of the Act.

10. SECRETARIAL AUDIT AND COMPLIANCE ASSURANCE

The Members at the 47^th AGM held on August 29, 2025, had appointed M/s Sanjay Grover & Associates, Company Secretaries (Firm Registration No. P2001DE052900), a peer-reviewed firm, as the Secretarial Auditor of the Company in accordance with the provisions of Section 204 of the Act read with rules made thereunder for a term of five (5) consecutive FYs commencing April 1, 2025.

The Secretarial Audit Report in Form MR-3 for the FY ended March 31, 2026, is annexed to this Report as Annexure-1. The said report confirms compliance with the applicable provisions of the Act and the Listing Regulations and does not contain any qualification, reservation, adverse remark, or disclaimer, reflecting the Company''s strong governance framework and adherence to regulatory requirements.

In addition, the Company has obtained an Annual Secretarial Compliance Report for the FY 2026 from M/s Sanjay Grover & Associates, which confirms compliance with the applicable provisions of the Listing Regulations and the circulars issued thereunder. The same shall be filed with the Stock Exchanges within the prescribed timelines.

11. REPORTING OF FRAUDS BY AUDITORS

During the year under review, no instances of fraud were reported by the Statutory Auditors or the Secretarial Auditor under Section 143(12) of the Act. This reinforces the robustness of the Company''s internal control framework and its commitment to high standards of ethics and integrity.

12. BOARD OF DIRECTORS AND KEY MANAGERIAL PERSONNEL

Jubilant Pharmova is governed by a highly experienced and diverse Board, committed to upholding the highest standards of corporate governance, strategic oversight, and shareholder value creation. The Board plays a pivotal role in shaping the Company''s longterm vision, overseeing risk management, capital allocation and ensuring regulatory compliance across global operations.

As of March 31, 2026, the Board comprises 10 Directors, including:

• Two (2) Executive Directors including one (1) Managing Director and one (1) Joint Managing Director;

• Eight (8) Non-Executive Directors, out of whom six (6) are Independent Directors including one (1) Woman Independent Director and two (2) NonExecutive Non-Independent Directors.

The Chairperson of the Board is a Non-Executive Non-Independent Director, ensuring a clear separation of governance and management roles. The Board''s composition is fully in compliant with Regulation 17 of the Listing Regulations and the applicable provisions of the Act.

During the year under review, the Non-Executive Directors of the Company had no pecuniary relationship or transactions with the Company, other than sitting fees, commission and reimbursement of expenses, if any.

Changes in Board Composition and Key Managerial Personnel

Mr. Arvind Chokhany, Group Chief Financial Officer and Whole-Time Director (DIN: 06668147) resigned from the Board with effect from the closing business hours of September 30, 2025. Further, Dr. Ramakrishnan Arul, Whole-Time Director (DIN: 08236356) resigned from the Board pursuant to transfer of API Business of the Company to a Wholly-Owned Subsidiary, Jubilant Biosys Limited with effect from the closing business hours of August 31, 2025. The Board placed on record its appreciation for the contributions made by them during their association with the Board.

Pursuant to the recommendation of the Nomination, Remuneration and Compensation Committee and the Audit Committee, the Board at its meeting held on September 23, 2025, appointed Mr. Arun Kumar Sharma as Chief Financial Officer of the Company with effect from October 01, 2025.

In the opinion of the Board, all independent Directors are persons of high repute, integrity and possess the

15. SEPARATE MEETING OF INDEPENDENT DIRECTORS

Pursuant to Schedule IV to the Act and Listing Regulations, one meeting of Independent Directors was held during the year i.e. on March 20, 2026, without the attendance of non-independent Directors.

16. COMPOSITION OF AUDIT COMMITTEE

As at March 31, 2026, the Audit Committee comprises Mr. Vivek Mehra (Chairperson), Mr. Sushil Kumar Roongta, Mr. Arun Seth, and Ms. Shivpriya Nanda.

Detailed information on the composition of the Audit Committee, its meetings, attendance of members, and terms of reference is provided in the Corporate Governance Report, which forms an integral part of this Report. During the year under review, all recommendations made by the Audit Committee were duly accepted by the Board of Directors of the Company.

17. DECLARATION BY INDEPENDENT DIRECTORS

The Company has, inter alia, received the requisite declarations from all Independent Directors confirming that:

• they meet the criteria of independence as prescribed under the provisions of the Act, read with the rules made thereunder, and the Listing Regulations. There has been no change in the circumstances affecting their status as Independent Directors of the Company;

• they have complied with the Code for Independent Directors as prescribed under Schedule IV to the Act; and

• they have registered themselves with the Independent Directors'' Database maintained by the Indian Institute of Corporate Affairs.

In the opinion of the Board, the Independent Directors of the Company possess the requisite qualifications, integrity, expertise, and experience, and demonstrate high standards of professional conduct. They remain independent of the management and bring objective judgment in the discharge of their duties, free from any external influence.

The details of the key skills, expertise, and core competencies of the Board, including those of the Independent Directors, are provided in the Corporate Governance Report forming part of this Annual Report.

18. APPOINTMENT AND REMUNERATION POLICY

The Company has in place an Appointment and Remuneration Policy in accordance with the provisions

of Section 178 of the Act and Regulation 19 read with Part D of Schedule II of the Listing Regulations. The Policy lays down the framework and criteria for the selection, appointment, and evaluation of Directors, including assessment of their qualifications, experience, independence, and overall suitability. It also governs the appointment and remuneration of Key Managerial Personnel (“KMP”) and Senior Management Personnel, ensuring alignment with the Company''s strategic objectives and adherence to principles of fairness and transparency.

The salient features of the Policy, along with other relevant details, are disclosed in the Corporate Governance Report forming part of this Annual Report. The Policy is also available on the Company''s website at:

www.iubilantpharmova.com/investors/corporate-

governance/policies-and-codes/appointment-and-

remuneration-policv.

There were no changes to the Policy during the year under review.

The Company affirms that the remuneration paid to its Directors, KMP, Senior Management Personnel, and other employees is in accordance with the said Policy.

19. ANNUAL PERFORMANCE EVALUATION OF THE BOARD

The Annual Performance Evaluation of the Directors (including Chairman), Committees and the Board as a whole was carried out in compliance with the requirement of Section 178 of the Act and Regulation 17, 19 and 25 of the Listing Regulations. The criteria, manner of evaluation and actions taken on the outcome of the previous year''s evaluation are provided in the Corporate Governance Report

20. DIRECTORS’ RESPONSIBILITY STATEMENT

Pursuant to Section 134(5) of the Act and based on the representations received from the management, your Directors hereby confirm that:

(i) in the preparation of the annual accounts, the applicable accounting standards have been followed, along with proper explanations relating to material departures, if any;

(ii) the Directors have selected appropriate accounting policies and applied them consistently, and have made judgements and estimates that are reasonable and prudent, so as to give a true and fair view of the state of affairs of the Company as at March 31, 2026, and of the profit of the Company for the FY ended on that date;

(iii) the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Act, for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

(iv) the Directors have prepared the annual accounts on a going concern basis;

(v) the Directors have laid down internal financial controls to be followed by the Company, and such internal financial controls are adequate and operating effectively. Further, based on the established framework of internal financial controls, including controls over financial reporting and compliance systems, the work performed by internal, statutory and secretarial auditors, and the reviews undertaken by the management and the relevant Board Committees, including the Audit Committee, the Board is of the opinion that the Company''s internal financial controls were adequate and operating effectively during the FY 2026; and

(vi) t he Directors have devised proper systems to ensure compliance with the provisions of all applicable laws, and such systems are adequate and operating effectively.

21. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO

Information relating to Conservation of Energy, Technology Absorption and Foreign Exchange Earnings and Outgo required to be disclosed pursuant to Section 134 of the Act read with the Companies (Accounts) Rules, 2014 is given as Annexure-2 and forms part of this Report.

22. EMPLOYEES

The particulars of Directors and employees, as required under Section 197(12) of the Act read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, are set out in Annexure-3 forming part of this Report.

The statement containing particulars of employees under Section 197 of the Act, read with Rule 5(2) and Rule 5(3) of the aforesaid Rules, is provided in a separate annexure forming part of this Board''s Report. However, in terms of Section 136 of the Act, the Annual Report is being circulated to the Members excluding the said annexure.

The aforesaid Annexure is available for inspection by the Members at the Registered Office of the Company during business hours on all working days (Monday to Friday) between 11:00 a.m. (IST) and 5:00 p.m. (IST). Any Member interested in obtaining a copy of the same may write to the Company Secretary or send a request via email at: [email protected].

23. HUMAN RESOURCES

At Jubilant Pharmova, our people philosophy is anchored in an ''Employee First'' culture, guided by our core values of Caring, Sharing, and Growing. As the organisation evolves in an increasingly Al-enabled environment, the Human Resources function continues to play a pivotal role in building a resilient, future-ready workforce aligned with the Company''s long-term strategic objectives. We remain committed to actively listening to our employees and responding with agility in a dynamic and evolving business landscape.

In line with this commitment, the Company is strengthening the foundations of a modern, digitally enabled HR ecosystem designed to deliver a consistent and high-quality employee experience at scale. Our continued association with Great Place to Work (GPTW) reflects our sustained focus on fostering a high-trust culture, with employee feedback serving as a key input in reinforcing organisational strengths and shaping future priorities.

AI-Enabled HR as a Strategic Enabler

The ongoing transformation of our HR digital landscape marks a strategic shift towards an integrated and insight-driven people function. A robust Human Resource Management System (HRMS) forms the backbone of this transformation, enabling standardisation, transparency, and enhanced governance across the employee lifecycle. The integration of AI-led tools is progressively enhancing decision-making, data accessibility, and managerial effectiveness, thereby driving agility and accountability across the organisation.

Preparing for an AI-Enabled Future

As part of our broader digital transformation journey, the Company is laying the groundwork for responsible adoption of AI within HR processes. The focus remains on strengthening core systems, improving data readiness, and identifying meaningful use cases where AI can deliver tangible value. While adoption is at a nascent stage, the approach is calibrated to ensure that technology augments rather than replaces the Company''s strong people-centric ethos.

Workforce Orchestration in a Hybrid Environment

With evolving work models, workforce orchestration has emerged as a key strategic priority. The future workforce is expected to comprise a blend of human talent and AI-enabled digital capabilities working in tandem. The HR function is focused on building frameworks, governance mechanisms, and organisational capabilities to effectively manage this hybrid workforce ensuring clarity, ethical deployment, productivity, and sustainable performance.

Talent Pipeline and Inclusive Culture

Building a robust and diverse talent pipeline remains central to the Company''s people strategy. Structured succession planning and leadership development initiatives ensure continuity and resilience in critical roles. Diversity, equity, and inclusion continue to be integral to the organisational culture, supported by targeted programmes that promote equitable opportunities. Focused initiatives to enhance women''s participation, leadership exposure, and mentoring continue to strengthen inclusivity across the organisation.

Developing Leaders for Tomorrow

Recognising that people are the Company''s most valuable asset, leadership development remains a strategic priority. Through the Jubilant Centre for Learning, the Company continues to invest in structured capability-building initiatives, job enrichment, and global talent mobility, aimed at developing leaders equipped to navigate complexity and drive future growth.

Building a High-Performance Culture

The Company continues to foster a high-performance culture that recognises and rewards excellence, accountability, and collaboration. Its performance management and recognition frameworks are aligned with a pay-for-performance philosophy, complemented by continuous feedback mechanisms. Initiatives such as the ''Applause'' programme and the Chairman''s Annual Awards recognise individual and team achievements, reinforcing a culture of engagement and shared purpose.

Regulatory Compliance and Policy Alignment

The Company remains committed to ensuring that its human resource policies and practices are fully compliant with applicable labour laws and regulatory requirements. It actively monitors legislative developments and proactively aligns its policies, systems, and processes with evolving statutory and regulatory frameworks, ensuring adherence to the guidelines notified by the Government of India from time to time.

24. POLICY FOR PREVENTION OF SEXUAL HARASSMENT

The Company is committed to providing a safe, secure, and inclusive workplace, free from all forms of sexual harassment. In furtherance of this commitment, the Company has implemented a comprehensive Prevention of Sexual Harassment (POSH) Policy and conducts periodic training and awareness programmes for employees, including sessions facilitated by external subject matter experts.

An Internal Complaints Committee (“ICC”) has been duly constituted in accordance with the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 (“POSH Act”). As on March 31, 2026, the Committee comprises six (6) members, including one external member from an NGO, as prescribed under the POSH Act. The Company adheres to the highest standards of confidentiality and ensures that all complaints, if any, are addressed with utmost sensitivity, discretion, and in compliance with applicable legal and data protection requirements.

The Company continues to promote a respectful and inclusive workplace culture through regular workshops, awareness initiatives, and refresher training programmes across all levels of the organisation.

Summary of complaints received and disposed off during the FY stated below:-

25. MATERNITY BENEFITS

The Company affirms its continued compliance with the provisions of the Maternity Benefit Act, 1961, as applicable, and the rules made thereunder, as amended from time to time. Adequate policies, systems, and processes are in place to ensure the effective implementation of maternity benefits. These include, inter alia, provision of paid maternity leave, protection of employment during the maternity period, and other related statutory entitlements for eligible employees.

The Company remains committed to fostering a supportive and inclusive workplace environment and continues to ensure full adherence to all statutory obligations relating to maternity benefits.

26. RISK MANAGEMENT AND INTERNAL CONTROL SYSTEMS

Pursuant to Regulation 21 of the Listing Regulations, the Company has constituted a Risk Management Committee of the Board. As at March 31, 2026, the Committee comprises eight (8) members, including six (6) Non- Executive Independent Directors and two (2) Executive Directors. During the FY 2025-26, the Committee met twice, on May 15, 2025, and December 3, 2025, and the gap between the two (2) meetings did not exceed 210 days. The Committee is responsible for monitoring and overseeing the implementation of the Company''s risk management policy, including evaluating the adequacy and effectiveness of risk management systems.

The Company has established a robust and comprehensive risk management framework, enabling systematic identification, assessment, and mitigation of key internal and external risks. Structured processes and well-defined guidelines are supported by strong oversight mechanisms at the Board and senior management levels.

The senior management team plays a critical role in fostering a risk-aware culture by defining and communicating corporate values, clearly assigning risk mitigation responsibilities, and ensuring appropriate delegation of authority. The Company has also put in place procedures to periodically apprise the Board of risk assessment and risk mitigation measures.

Further, the Company operates a comprehensive internal audit framework and a well-embedded Enterprise Risk Management (ERM) process, which facilitates early identification of risks and enables timely and effective mitigation actions. The organisation''s strong emphasis on ethical conduct and integrity further strengthens'' its overall risk management architecture.

Internal Financial Controls

The Company has in place a robust and transparent system of internal financial controls, aligned with the requirements of the Act. These controls are periodically reviewed and assessed through a structured framework, which includes:

• Annual testing of control effectiveness;

• Continuous internal audit reviews; and

• Periodic self-assessments through the i-Assurance platform.

Based on these evaluations and supported by the reviews undertaken by the Audit Committee and the management, the Board affirms that the internal financial controls of the Company were adequate and operated effectively throughout the FY 2025-26.

The framework for Internal Financial Controls, as mandated under the Act, requires certification by the Chief Executive Officer and Chief Financial Officer and places responsibility on the Board of Directors to ensure the adequacy and effectiveness of such controls. In addition, the Statutory Auditors are required to provide an independent opinion on the adequacy and operating effectiveness of the Company''s internal financial controls over financial reporting. Further details in this regard are provided in the Management Discussion and Analysis Report, forming part of this Annual Report.

27. VIGIL MECHANISM

The Company has adopted Vigil Mechanism and the same has been disclosed in the Corporate Governance Report and forms part of the Report. The Whistle Blower Policy has been posted on the Company''s website at https://www.iubilantpharmova. com/investors/corporate-governance/policies-and-codes/whistle-blower-policv.

Further, the Whistle Blower Policy provides for adequate safeguards against victimisation of Director(s) or Employee(s) and provides for direct access to the chairperson of the audit committee in appropriate or exceptional cases. During the FY, no such complaints were received.

28. CORPORATE SOCIAL RESPONSIBILITY

Pursuant to the provisions of Section 135 of the Act, the Company has constituted a Sustainability and Corporate Social Responsibility (CSR) committee. As on March 31, 2026, the Committee comprises seven (7) Directors out of which five (5) are NonExecutive Independent Directors and two (2) are Executive Directors.

Corporate Social Responsibility (CSR) is an integral part of Jubilant''s corporate philosophy and is implemented in compliance with the provisions of Section 135 read with Schedule VII of the Act. The Company''s CSR initiatives are strategically aligned with the United Nations Sustainable Development Goals (SDGs).

The Company''s CSR programmes are implemented through the Jubilant Bhartia Foundation (JBF), established in 2007 as the not for profit arm of the Jubilant Bhartia Group. JBF undertakes structured CSR interventions across key focus areas such as Healthcare, Education, and Livelihoods through a Public-Private-People Partnership (4P) approach, with the objective of creating sustainable impact and enhancing the quality of life of communities around the Company''s operational locations.

During FY 2026, JBF continued its focus on inclusive and progressive social development through multi-stakeholder partnerships that emphasize knowledge sharing, experiential learning, and the development of an entrepreneurial ecosystem. The Foundation''s efforts remained directed towards improving the overall wellbeing of communities in the vicinity of the Company''s manufacturing units. Further details of the CSR Policy and initiatives are available on the website of the Jubilant Bhartia Foundation: www.iubilantbhartiafoundation.com.

Brief Details of CSR Activities

During the year under review, the Company, through the Jubilant Bhartia Foundation (JBF), undertook structured CSR programmes focused on healthcare, education, livelihoods, women empowerment, agriculture, and social entrepreneurship, benefiting communities around its manufacturing locations.

a. Arogya - Affordable & Preventive Healthcare

• Provision of basic and preventive healthcare services through mobile medical dispensaries

• Coverage of villages around the Jubilant plant at Nanjangud (Mysuru), Karnataka

• Approximately 1.9 lakh population reached through the Jubicare healthcare initiative

b. Muskaan - Strengthening Rural Education

• Benefiting over 6,700 students and teachers in rural government schools

• School digitisation through initiatives such as Edulab & ALFA Programme, enabling access to digital learning tools

• “Khushiyon Ki Pathshala”, promoting values and 21^st century skills through playbased and experiential learning

c. Nayee Disha - Sustainable Livelihoods & Women Empowerment

Focused on promoting self employment and enhancing income opportunities for rural youth, women, and farmers:

• Skill Development Centres at four locations offering vocational training in multiple trades

• JubiFarm, promoting modern and sustainable farming practices and income diversification

• Samriddhi - Women Entrepreneurship Initiative, including a Uniform Stitching Centre empowering women through tailoringbased enterprises

d. BHARAT IMPACT - Social Entrepreneurship

• Incubation of 36 social entrepreneurs through BHARAT IMPACT - Jubilant Bhartia Centre for Social Entrepreneurship

• Focus on incubation, education, and research to nurture and scale highimpact social enterprises

The CSR Committee periodically reviews the progress and implementation of CSR initiatives and ensures effective utilization of CSR funds in accordance with the approved CSR Policy.

During the financial year ended March 31, 2026, the Company spent over two percent of the average net profits of the Company during the three (3) immediately preceding financial year i.e. ''10.6 Million on its CSR activities. The CSR initiatives undertaken by the Company, along with other details including contents of the CSR Policy, form part of the annual report on CSR activities for FY 2026, which is annexed as Annexure - 4.

29. TRANSFER OF SHARES / UNPAID AND UNCLAIMED DIVIDEND AMOUNTS TO INVESTOR EDUCATION AND PROTECTION FUND (IEPF)

In accordance with the provisions of the Act, and the Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Rules, 2016 (“IEPF Rules”), as amended from time to time, the Company is required to transfer to the Investor Education and Protection Fund (“IEPF”):

• the dividend amounts remaining unpaid or unclaimed for a period of seven (7) years; and

• the equity shares in respect of which dividend has remained unpaid or unclaimed for seven (7) consecutive years or more.

In compliance with the provisions of the Act and the IEPF Rules, the Company transferred 61,259 equity shares to the demat account of the IEPF Authority and unpaid/unclaimed dividend aggregating to ?1.34 crore to the IEPF.

The Company, through periodic communications, actively encourages shareholders to claim their unpaid or unclaimed dividends and shares liable for transfer to the IEPF. In compliance with the IEPF Rules, the Company issues notices in newspapers and sends individual communications to the shareholders concerned whose shares are due for transfer, thereby facilitating them to claim their rightful entitlements. As part of its proactive approach, the Company has also dispatched advance intimations on March 30,

2026, to such shareholders whose dividends have remained unclaimed for seven consecutive years and whose shares are liable for transfer to the IEPF during the FY 2027. Details of the unclaimed dividends transferred to the IEPF Authority are disclosed in the Corporate Governance Report, forming part of this Annual Report. As on March 31, 2026, there were no amounts due for transfer to the Investor Education and Protection Fund

Mr. Naresh Kapoor, Company Secretary, serves as the Nodal Officer of the Company. During the FY 2026, Ms. Saloni Agarwal was appointed as the Deputy Nodal Officer, in accordance with the applicable regulatory requirements.

30. BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORT (BRSR)

In compliance with Regulation 34(2)(f) of the Listing Regulations, read with SEBI Master Circular HO/49/14/14(7)2025-CFDPOD2/I/3762/2026 dated January 30, 2026, the Company has prepared its Business Responsibility and Sustainability Report (BRSR), which forms an integral part of this Annual Report.

In line with the enhanced disclosure requirements mandated by SEBI, the Company has, for the current year, obtained reasonable assurance on the BRSR Core disclosures from an independent third-party assurance provider, strengthening the credibility, transparency, and reliability of its sustainability reporting framework.

Sustainability Reporting

Sustainability remains integral to Jubilant Pharmova''s business strategy and long-term value creation approach. The Company continues to strengthen its environmental, social and governance (ESG) framework in line with evolving stakeholder expectations and global sustainability standards. A comprehensive Sustainability Report, prepared in accordance with the Global Reporting Initiative (GRI) Standards and subject to independent assurance, is published separately.

FY 2026 Highlights and Strategic Advancements

• Strengthened sustainable procurement practices through the rollout of a comprehensive Supplier Sustainability Policy and supplier engagement framework, including sustainability assessments and capacity-building initiatives.

• Established a refreshed set of long-term sustainability goals targeted for FY 2029, focused on key Environmental, Health and Safety (EHS) priorities and aligned with the Company''s broader ESG strategy.

• Continued deployment of the digital compliance management platform, Conformity, to enhance governance, transparency and compliance monitoring.

• Participated in leading global sustainability and ESG benchmarking assessments, including S&P Global, EcoVadis and CDP.

• Recognised by NSE Sustainability Ratings & Analytics Limited in the ''Leader'' category with an ESG score of 72/100 in April 2026.

• Certified as a Great Place to Work® 2026 for Jubilant Pharmova (India) and Jubilant Radiopharmacies (USA), reflecting the Company''s continued focus on employee experience and workplace excellence.

• Increased the share of renewable energy in overall purchased power, supporting the Company''s decarbonisation and energy transition objectives.

• Implemented an integrated Environmental, Health and Safety (EHS) Management System to strengthen risk management, operational resilience, workforce safety and sustainable business practices.

31. OTHER DISCLOSURES

i. Extracts of Annual Return: Pursuant to the provisions of Section 134(3)(a) of the Act, the Annual Return for the FY 2026 has been uploaded on the Company''s website and can be accessed at https://www.iubilantpharmova.com/investors/ financials/annual-return. Annual return shall be filed with authorities within prescribed timelines.

ii. Public Deposits: The Company has not accepted any deposits from the public during the year.

iii. Loans, Guarantees and Investments: Pursuant to Section 186 of the Act, and Schedule V of Listing Regulations, as amended from time to time, details of loans, securities and investments along with the purpose for which the loan or security is proposed to be utilized by the recipient have been disclosed in Note nos. 5 and 6 to the Standalone Financial Statements, as applicable. The Company has not provided any guarantee.

iv. Particulars of Contracts or Arrangements with the Related Parties: The Company has adopted a comprehensive policy on Related Party Transactions (“RPTs”), which lays down a robust framework for identification, review, approval, and monitoring of such transactions. All RPTs are subject to prior review and approval of the Audit Committee, and omnibus approvals are obtained for transactions that are repetitive in nature, in accordance with applicable regulatory provisions.

During the FY 2025-26, all RPTs entered by the Company were in the ordinary course of business and on an arm''s length basis. No material RPTs, as defined under the Company’s Policy on Materiality of Related Party Transactions and Dealing with Related Party Transactions, were entered into during the year. Accordingly, the disclosure of RPTs in Form AOC-2, as required under Section 134(3)(h) of the Act, is not applicable.

Further, the Company has ensured compliance with the enhanced regulatory framework and applicable industry standards governing RPTs, including adherence to the requirements prescribed for obtaining approvals from the Audit Committee. In this regard, the Company has duly placed, before the Audit Committee, the requisite certifications from the Chief Executive Officer and Chief Financial Officer, confirming that the proposed transactions are in the ordinary course of business and on an arm''s length basis, along with necessary supporting documentation.

Details of related party transactions are disclosed in Note No. 34 to the Standalone Financial Statements. In compliance with Regulation 23(9) of the Listing Regulations, the Company has also submitted half-yearly disclosures of related party transactions with the Stock Exchanges.

During the year, the Policy on Related Party Transactions of the Company was amended to align with the amendments in SEBI Listing Regulations The said Policy is hosted on the Company''s website and can be accessed at: https://www.iubilantpharmova.com/investors/ corporate-governance/policies-and-codes/ policv-on-rpts

v. Change in Nature of Business: Refer paragraph 4 of this report.

vi. Material Changes in Financial Position: No

material changes or commitments have occurred after close of the FY 2026 till the date of this Report, which affects the financial position of the Company.

vii. Orders passed by Courts/ Regulators: No

significant or material orders were passed by the regulators or courts or tribunals impacting the going concern status of the Company or its future operations.

viii. Secretarial Standards: The Company has complied with the Secretarial Standard - 1 and Secretarial Standard - 2 issued by the Institute of Company Secretaries of India on Meetings of the Board of Directors and General Meetings.

ix. No disclosure or reporting is required in respect of issue of equity shares with differential voting rights as to dividend, voting or otherwise as the same is not applicable.

x. Neither the Managing Director nor the Wholetime Director(s) of the Company received any remuneration or commission from any of its subsidiaries.

xi. No application has been filed against the company under the Insolvency and Bankruptcy Code, 2016. Hence, the requirement to disclose the details of the application made or any proceeding pending under the said Code during the year along with their status as at the end of the FY 2026 is not applicable.

xii. The requirement to disclose the details of the difference between the amount of the valuation done at the time of one-time settlement and the valuation done while taking a loan from the Banks or Financial Institutions along with the reasons thereof, is not applicable.

xiii. Corporate Governance

The Company remains committed to upholding the highest standards of corporate governance and continues to adopt and adhere to globally recognised governance practices, with a strong focus on transparency, accountability, and ethical conduct.

In accordance with Regulation 34 of the Listing Regulations, a detailed Corporate Governance Report is annexed as Annexure-5 and forms an integral part of this Board''s Report. A certificate from Mr. Rupinder Singh Bhatia, Practising Company Secretary (C.P. No. 2514), confirming compliance with the conditions of Corporate Governance as stipulated under Clause E of Schedule V to the Listing Regulations, is annexed to the Corporate Governance Report.

The Board Members and Senior Management Personnel have affirmed compliance with the Company''s Code of Conduct for Directors and Senior Management for the FY ended March 31, 2026. A certificate to this effect, duly signed by the Managing Director, forms part of the Corporate Governance Report.

Further, the requisite certificate from the Chief Executive Officer (CEO) and Chief Financial Officer (CFO), inter alia confirming the accuracy of the financial statements and the adequacy and effectiveness of internal control systems, is also annexed to the Corporate Governance Report.

32. MANAGEMENT DISCUSSION AND ANALYSIS REPORT

The Management Discussion and Analysis Report on the operations of the Company as provided under Regulation 34 of the Listing Regulations has been given separately and forms part of this Report.

33. ACKNOWLEDGEMENTS

Your Directors place on record their sincere appreciation for the continued support, co-operation, and assistance received from the Central and State Government authorities.

The Directors also express their gratitude to the shareholders, debenture holders, financial institutions, banks and other lenders, debenture trustee, customers, vendors, and all business associates for their trust and confidence in the Company and its management. The Company looks forward to their continued support in the future.

The Board further wishes to acknowledge and appreciate the dedication, commitment, and contribution of the Company''s employees at all levels, whose sustained efforts have been instrumental to the Company''s performance and remain a key pillar of its strength. The Company looks forward to their continued engagement and support in driving future growth.

Your Directors are pleased to present their Report and Audited Standalone and Consolidated Financial Statements for the financial
year (“FY”) ended March 31,2025.

1. OVERVIEW

Jubilant Pharmova Limited (“the Company” or “Jubilant Pharmova”) is a diversified global pharmaceutical company with a
strong presence across multiple high-growth segments, including:

• Radiopharma

• Allergy Immunotherapy

• Contract Development and Manufacturing of Sterile Injectables

• Generics (Solid Dosage Formulations)

• Contract Research, Development and Manufacturing Organisation (CRDMO)

• Proprietary Novel Drugs

The Company operates a robust Radiopharma network of 45 pharmacies across the United States, offering a comprehensive
portfolio of radiopharmaceutical products and services. Our Allergy Immunotherapy, CDMO Sterile Injectables and Generics
businesses cater to major regulated markets including the USA, EU and other geographies through multiple state-of-the-art
manufacturing facilities.

Through Jubilant Biosys Limited, our CRDMO segment delivers collaborative research and drug discovery partnerships via
two world-class research centers in India and one in France. Additionally, the Company manufactures Active Pharmaceutical
Ingredients (APIs) at its US FDA approved facility in Nanjangud, Karnataka.

Our innovation-driven subsidiary, Jubilant Therapeutics Inc. is focused on developing proprietary novel drugs targeting
oncology and autoimmune disorders, reinforcing our commitment to breakthrough therapies.

With a global team of approximately 5,500 talented professionals, Jubilant Pharmova is widely recognised as a ‘Partner of
Choice'' by leading pharmaceutical companies worldwide. For more information, please visit: www.iubilantpharmova.com

2. RESULTS OF OPERATIONS AND STATE OF COMPANY’S AFFAIRS & FINANCIALS

• CDMO - Sterile Injectables: T12,717 million ( 13.8%
YoY)

• Generics: T6,853 million

• CRDMO: ^11,510 million ( 5.3% YoY)

The Proprietary Novel Drugs segment continues to be in
the investment phase with revenue yet to be realised.

Consolidated EBITDA surged to T12,305 million, a
26.9% increase over the previous year, reflecting
strong margin expansion and improved segmental
performance. Notably:

• CDMO Sterile Injectables EBITDA grew by 52%, with
margin expansion from 17.2% to 23.0%

• Generics segment turned profitable, reversing a
prior-year EBITDA loss

• CRDMO EBITDA rose by 32.3%, with margin
improvement from 15.5% to 19.4%

The Company delivered a Net Profit After Tax of T8,363
million, a substantial increase from T727 million in
FY24, driven by operational excellence and strategic
focus. Basic EPS stood at T52.99 per equity share of
T1 each, reflecting strong value creation for shareholders.

Jubilant Pharmova continues to strengthen its position as
a global partner of choice in the pharmaceutical industry.

With a diversified portfolio spanning Radiopharma, CDMO,
CRDMO, Generics, and emerging novel therapies,
the Company is well-positioned to capitalise on global
healthcare trends.

Our consistent financial performance, strategic
investments in innovation and commitment to regulatory
excellence underscore our long-term growth trajectory.
Backed by a talented global workforce and a culture of
scientific rigor, Jubilant Pharmova remains focused on
delivering sustainable returns, enhancing shareholder
value and driving innovation-led growth.

3. DIVIDEND

The Board is pleased to recommend a dividend of 500%

i.e. T5 per fully paid-up equity share of T1 each, amounting
to T796.41 million for the financial year ended March
31, 2025. This recommendation reflects the Company''s
commitment to delivering consistent shareholder returns
while maintaining a balanced capital allocation strategy.

The dividend is subject to shareholder approval at the
forthcoming Annual General Meeting (AGM) and will be
paid to members whose names appear in the Register of
Members as on Friday, July 25, 2025, subject to applicable
tax deductions at source.

In line with Regulation 43A of the SEBI (Listing Obligations
and Disclosure Requirements) Regulations, 2015 (“Listing
Regulations”), the Company''s Dividend Distribution Policy
is available on its website: https://www.jubilantpharmova.
com/investors/corporate-governance/policies-and-codes/
dividend-distribution-policy.

As per the amended provisions of the Income Tax Act,
1961, dividends distributed on or after April 1,2020, are
taxable in the hands of shareholders. Accordingly, the
Company will deduct Tax at Source (TDS) at the time of
dividend payment.

4. TRANSFER TO GENERAL RESERVE

The Board of your Company do not propose to transfer any
amount to the reserves.

5. CAPITAL STRUCTURE

(i) Share Capital

There were no changes in the authorised, subscribed, or
paid-up share capital during the year under review. As
of March 31, 2025, the paid-up share capital stood at
T159.28 million, comprising 159,281,139 equity shares of
T1 each.

(ii) Employee Stock Option Plan & General Employee
Benefits Scheme

The Company continues to invest in its people through
well-structured equity-based incentive programs. Under
the Jubilant Pharmova Employees Stock Option Plan 2018
(‘Plan 2018''), the scope was expanded during the year to
include employees and directors of foreign subsidiaries,
reinforcing our commitment to global talent alignment.

During the year, 2,57,996 Stock Options were granted.
Each Stock Option entitles the holder to Stock acquire
one equity share of Stock T1 each of the Company at the
exercise price fixed at the time of grant.

The Company has a general employee benefits scheme
namely Jubilant General Employee Benefits Scheme-2019
(JGEBS-2019''). The Scheme is in compliance with the
SEBI (Share Based Employee Benefits & Sweat Equity)
Regulations, 2021 (‘SEBI ESOP Regulations'') and there
was no material change in the Scheme during the year.

The details of the Plan 2018 and JGEBS-2019 pursuant to
the SEBI ESOP Regulations and detailed disclosures are
available at web-link https://www.iubilantpharmova.com/
Uploads/image/893imguf esop disclosure2025.pdf.

(iii) Debentures

In FY21, the Company issued Secured Redeemable
Unlisted Non-Convertible Debentures (‘NCDs'') amounting
to T950 million. As of March 31,2025, T700 million remains
outstanding for a period of upto five (5) years. The tenure of
said NCDs was extended by five years, reflecting prudent
financial management and long-term capital planning.

6. SUBSIDIARIES AND ASSOCIATES
INCLUDING ITS PERFORMANCE AND
FINANCIAL POSITION

As of March 31, 2025, Jubilant Pharmova has 37
subsidiaries with one new addition during the year. The
Company remains committed to maintaining robust
governance across its group entities. Brief particulars of
the principal subsidiaries are given below:

(i) Jubilant Pharma Limited (Singapore)

Jubilant Pharma Limited, Singapore (Jubilant Pharma'') is a
wholly-owned subsidiary of the Company. Jubilant Pharma
holds the global pharmaceutical business of the Company
through its subsidiaries in the US, Canada, Europe, India
and rest of the world. These subsidiaries of Jubilant Pharma
are engaged in manufacturing, marketing and distribution
of various pharmaceutical products and services including
APIs, oral dosage forms (tablets and capsules), contract
manufacturing of sterile injectables including vaccines,
ointment, creams and liquids, allergy therapy products and
radiopharmaceutical products. Jubilant Pharma through

its wholly-owned subsidiary operates a second largest
radiopharmacy network in the US, with 45 pharmacies (42
SPECT & 3 PET) which cater to more than 1800 hospitals
in 21 states. Total income of the company during the FY25
was T459 million as compared to T612 million during the
FY24.

(ii) Jubilant Generics Limited (JGL)

Jubilant Generics Limited (JGL) is a wholly-owned subsidiary
of the Company through Jubilant Pharma. JGL has been
engaged in the business of development, manufacturing,
distribution, sales and marketing of Dosage (formulations)
Forms at its plant at Roorkee and / or CMOs, including in¬
licensing, out-licensing, collaboration with CROs to ensure
a robust product pipeline that caters to over 50 countries
and has expanded its market presence through strategic
partnerships, fostering sustainable business growth. JGL
also has India Branded Pharmaceuticals (“IBP”) business
which caters to dosage formulations under its own brand
name to the Indian market in different therapeutic areas
including chronic specialties like Cardiology and Diabetes
and multi-specialty.

The dosage formulations manufacturing facility at Roorkee,
Uttarakhand with 5 acres of infrastructure, is inspected by
global regulatory agencies such as US FDA, Japan PMDA,
UK MHRA, Australia TGA, WHO and Brazil ANVISA. This
facility primarily manufactures immediate and modified
release oral solid dosage forms (Tablets, Capsules and
Powder for Suspension) with capabilities on complex
processes like fluid bed pellet coating, MUPS (Multi
Unit Pellet System) and extended release drug delivery
technology based on matrix formulations and functional
coatings. In addition to manufacturing and supplies of
finished formulations to the US market, JGLs non-US
finished formulations business is focussed on various
markets in Europe, UK, Japan, Canada, Australia, Middle-
East as well as various countries in the emerging markets.
JGL also caters to the selected overseas markets under
its own brand name. JGLs major therapy areas includes
Cardiovascular, CNS and Gastrointestinal products. The
business derives benefit of lowering cost and managing
risks from sourcing APIs from both sources (a) vertical
integration and in-house APIs from the Company and (b)
qualifying alternate suppliers for key APIs with an objective
to de-risk our API source.

Your Solid Dosage Formulation facility at Roorkee, India
which manufactures and distributes finished solid dosage
pharmaceutical products was inspected by the US FDA
in January 2024. In April 2024, FDA categorised the
inspection as Voluntary Action Indicated (VAI). Based
on this inspection and the US FDA VAI classification,
this facility is in compliance with regard to current good
manufacturing practices (cGMP). In addition, the site
was inspected by both the EU and TGA agencies during
the previous fiscal year. These inspections resulted in no

critical observations. The site has already received EU
compliant certificate.

Total income of JGL during the FY25 was T3,492 million
as compared to T3,883 million during the FY24. The
Company is in compliance with Regulation 24A of the
Listing Regulations. Secretarial Audit was conducted
for JGL, an unlisted material subsidiary of the Company.
Copy of the Secretarial Audit Report is attached as
Annexure-1 to this report. The Secretarial Audit Report
of JGL does not contain any qualification, reservation or
adverse comments or disclaimer. Pursuant to SEBI Listing
Regulations, the Company''s Policy on determining material
subsidiaries is uploaded on the Company''s website at
https://www.iubilantpharmova.com/investors/corporate-
governance/policies-and-codes/policy-for-determining-
material-subsidiaries.

(iii) Jubilant Cadista Pharmaceuticals Inc. (USA)

Jubilant Cadista Pharmaceuticals Inc., a wholly-owned
subsidiary of Jubilant Pharma Holdings Inc., operates
in the United States and specialises in the development
and marketing of solid dosage formulations. These
products are manufactured at the Company''s US FDA
approved Roorkee facility in India and through select
Contract Manufacturing Organisations (CMOs). The
business serves a broad customer base, including
major wholesalers, retail chains, and pharmacies with
a focus on therapeutic areas such as Cardiovascular
(CVS), Central Nervous System (CNS), Anti-Allergics,
and Steroids.

In response to sustained pricing pressures in the US
generics market driven by buyer consolidation, demand-
supply imbalances and vertical integration, Jubilant
Cadista has undertaken a strategic transformation. The
Company has transitioned from in-house manufacturing
to a CMO based model, enabling a sharper focus on
profitable product lines and margin enhancement.
The business continues to maintain a strong sales and
marketing presence in the US, leveraging products from its
India facility, CMOs and in-licensed assets.

This strategic shift has already begun to yield improved
gross margins and the Company is actively expanding its
portfolio through in-licensing, ensuring a robust pipeline
and sustainable growth trajectory.

Total income of the company during the FY25 was T3,498
million as compared to T4,348 million during the FY24.

(iv) Jubilant HollisterStier LLC (USA & Canada)

Jubilant HollisterStier LLC (JHS), a wholly-owned
subsidiary of Jubilant Pharma Holdings Inc., is a leading
global Contract Manufacturing Organisation (CMO)
with operations in Spokane, Washington (USA) and
Montreal (Canada). JHS is a key player in sterile fill-finish

and lyophilization services, offering high-quality, regulatory-
compliant solutions to pharmaceutical innovators
worldwide.

JHS facilities are approved by global regulatory authorities
including US FDA, Health Canada, ANVISA Brazil, PMDA
Japan, MHRA UK, and others. Products manufactured
at these sites are distributed across 140 countries,
reflecting the Company''s global reach and reputation for
quality and compliance.

The Spokane site has consistently received GMP-
compliant ratings from regulatory bodies and undergoes
regular client audits, reinforcing its readiness and
reliability. The Company is currently executing a
US $300 million expansion project to double its injectable
production capacity, supported by a US $149.6 million
cooperative agreement with BARDA, a division of the US
Department of Health and Human Services. This expansion
positions JHS to capitalise on the growing demand for high-
quality injectable manufacturing, especially post COVID.

Total income of the company during the FY25 was ^18,772
million as compared to ^17,155 million during the FY24.

Allergy Immunotherapy Business

JHS also leads in the Allergy Immunotherapy space,
offering a differentiated portfolio of allergenic extracts and
diagnostic devices under the trusted HollisterStier brand,
which has a legacy of over 100 years. The business serves
markets in the US, Canada, Europe, and Australia and is
the sole producer and supplier of venom immunotherapy
in North America.

To meet growing demand, the Company has expanded
lyophilization capacity and is further investing in its Allergy
Immunotherapy manufacturing facility. Strategic initiatives
are underway to extend market reach into EU, MEA, and
APAC regions with a focus on differentiated venom based
therapies.

(v) Jubilant DraxImage Inc. (Canada)

Jubilant Radiopharma, a wholly-owned subsidiary of
Jubilant Pharma, is a market leader in North America''s
radiopharmaceutical space with a strong foundation in
specialty pharma. Headquartered in Montreal, Canada,
the Company operates a US FDA and Health Canada-
approved manufacturing facility, serving hospital-based
nuclear medicine professionals and commercial radio¬
pharmacies across the US and Canada.

With a team of highly skilled professionals and a robust
R&D infrastructure, Jubilant Radiopharma specialises
in cardiology, oncology, neurology, and therapeutics
for neuroendocrine and thyroid diseases. The business
operates 45 radio-pharmacies across 21 US states,
delivering approximately 3 million patient doses annually,
and directly serving over 1,800 hospitals and clinics.

Key innovations include:

• RUBY-FILL*: A cutting-edge PET myocardial
perfusion imaging technology, approved across
multiple global markets and now available in mobile
settings, expanding access to cardiac diagnostics in
underserved regions.

• I-131-MIBG Clinical Trials: Supporting two pivotal
trials for high-risk neuroblastoma, reinforcing the
Company''s commitment to pediatric oncology.

The Montreal site received GMP-compliant ratings
from both US FDA (2024) and Health Canada (2025),
underscoring its regulatory excellence.

Total income of the company during the FY25 was ^35,303
million as compared to ^31,145 million during the FY24.

(vi) Jubilant Pharma UK Limited

A wholly-owned subsidiary of Jubilant Pharma, Singapore,
this entity focuses on the marketing and supply of generic
dosage formulations in the UK market. Total income of the
company during the FY25 was ^985 million as compared
to ^842 million during the FY24.

Jubilant Pharma NV & Affiliates (Belgium)

These entities serve as strategic holding and operational
arms for Jubilant''s European business:

(vii) Jubilant Pharmaceuticals NV

Engaged in licensing and regulatory services for generic
dosage forms. Total income of the company during the
FY25 was Nil as compared to ?1 million during the FY24.

(viii) Jubilant Pharma NV

This is a wholly-owned subsidiary of the Company through
JGL and Jubilant Pharma. This company holds shares of
Jubilant Pharmaceuticals NV (99.81%) and PSI Supply
NV (99.50%) along with Jubilant Pharma which holds the
balance shares.

(ix) PSI Supply NV

This is a wholly-owned subsidiary of the Company.

99.50% of its shares are held by Jubilant Pharma NV
and the balance by Jubilant Pharma. It is engaged in the
supply of generic dosage forms to the European and UK
markets. Total income of the company during the FY25
was ^198 million as compared to ^186 million during the
FY24.

(x) Jubilant Biosys Limited

Jubilant Biosys Limited (‘Biosys'') provides Drug Discovery
and Contract Development and Manufacturing Services
to global pharmaceutical and biotech companies as
mentioned below:

• Collaborative/ Partnership Model with Integrated
Drug Discovery program across a single or a
portfolio of molecules;

• Services in the areas of Medicinal Chemistry, In
Vitro Biology, In Vivo Biology, Structural Biology,

Drug Metabolism and pharmacokinetics (DMPK),
Toxicology and Discovery Informatics on Full Time
Equivalent (FTE) or Fee For Service (FFS) based
model;

• Synthetic Organic Chemistry, Process Research &
Development, Scale up and GMP supplies under Full
Time Equivalent, or Fee for Service model.

Total income of the Company during FY25 was ^5,787
million as compared to ^4,715 million during FY24.

(xi) Jubilant Therapeutics Inc. (USA)

Jubilant Therapeutics is a clinical stage biopharmaceutical
company developing precision oral medicines with
enhanced therapeutic index to address unmet medical
needs in oncology and autoimmune diseases for
genetically defined patients. Its advanced structure
based discovery engine, TIBEO (Therapeutic Index
and Brain Exposure Optimisation), has been validated
through successful partnerships including with Blueprint
Medicines. The Company''s pipeline consists of a first in
class coREST Inhibitor (JBI-802) currently in a Phase I/
II clinical trial in multiple tumors, a novel brain-penetrant
modulator of PRMT5 (JBI-778) in Phase I clinical trial in
advanced cancers, brain penetrant and gut restrictive
PDL1 inhibitors, as well as PAD4 inhibitors for oncology
and inflammatory indications.

The company''s key achievements during the FY25 includes
lead program (JBI-802) starting Phase II clinical trials and
second program (JBI-778) starting Phase I clinical trials.

Total income of the company during the FY25 was ^2
million as compared to ^5 million during the FY24.

Other Subsidiaries

Jubilant Pharmova operates through a robust and
strategically diversified network of subsidiaries across
North America, Europe, Asia, and Australia. These entities
play a pivotal role in driving innovation, expanding market
reach, and delivering high-quality pharmaceutical solutions
across the value chain.

The following subsidiaries complement the Company''s
core operations in Radiopharma, Generics, CDMO,
CRDMO, and Novel Drug Development, and contribute
meaningfully to its global footprint:

(xii) Jubilant Pharma Holdings Inc., USA

(xiii) Jubilant Pharma Australia Pty. Limited

(xiv) Jubilant Innovation (USA) Inc.

(xv) Jubilant HollisterStier Inc., USA

(xvi) Jubilant First Trust Healthcare Limited

(xvii) Jubilant DraxImage Limited

(xviii) Jubilant DraxImage (USA) Inc.

(xix) Jubilant Discovery Services LLC, USA

(xx) Jubilant Clinsys Inc., USA

(xxi) Jubilant Clinsys Limited

(xxii) Jubilant Therapeutics India Limited

(xxiii) Jubilant Business Services Limited

(xxiv) Jubilant Pharma SA Pty. Limited

(xxv) Jubilant Episcribe LLC, USA

(xxvi) Jubilant Epicore LLC, USA

(xxvii) Jubilant Prodel LLC, USA

(xxviii) Jubilant Epipad LLC, USA

(xxix) Drug Discovery and Development Solutions
Limited, Singapore

(xxx) Draxis Pharma LLC, USA

(xxxi) Draximage (UK) Limited

(xxxii) TrialStat Solutions Inc., Canada

(xxxiii) Jubilant Pharma ME FZ-LLC, Dubai

(xxxiv) Jubilant Draximage Radiopharmacies Inc., USA

(xxxv) Jubilant Biosys Innovative Research Services Pte.
Limited, Singapore

(xxxvi) 1359773 B.C. Unlimited Liability Company,
Canada

(xxxvii) Jubilant Biosys France

Associate Company

(i) SPV Laboratories Private Limited

(ii) O2 Renewable Energy XVI Private Limited

During the year, SOFIE Biosciences Inc., USA ceased to
be an associate company effective May 31,2024, as part
of the Company''s strategic portfolio optimisation.

The performance and financial position of all subsidiaries
and associates are detailed in Form AOC-1, attached
to the Financial Statements for the year ended March
31,2025. There has been no material change in business
of these subsidiaries during the year.

In line with Jubilant Pharmova''s commitment to
transparency and investor accessibility, audited financial
statements and related disclosures for each subsidiary
are available on the Company''s website: https://www.
iubilantpharmova.com/investors/financials/subsidiaries-
accounts

7. STRATEGIC PARTNERSHIPS

Jubilant HollisterStier General
Partnership (Canada)

Jubilant HollisterStier General Partnership is a Canada
based strategic alliance, jointly owned by subsidiaries of
Jubilant Pharmova, Jubilant HollisterStier Inc., Draxis
Pharma LLC and 1359773 B.C. Unlimited Liability
Company. This partnership is a key contributor to the
Company''s global CDMO capabilities, offering contract
manufacturing services for sterile products, including
liquid and lyophilized injectables, ophthalmic solutions and
sterile ointments.

The facility located in Montreal is GMP-compliant as
per Health Canada and supplies products to global
pharmaceutical markets. Following a re-inspection by the
US FDA in 2024, the site was placed under Official Action
Indicated (OAI) status. The business has proactively
initiated comprehensive remediation measures and is
confident of resolving the OAI status within FY26, reflecting
its commitment to regulatory excellence.

Recognising the growing demand for ophthalmic products,
especially driven by an aging global population, the
partnership has invested in a high-speed ophthalmic
line (200 bottles/minute) at the Montreal site. The line
is currently undergoing validation and is expected to be
operational in H2 FY26.

To further strengthen its sterile manufacturing capabilities,
the partnership has launched a modernisation and
capacity expansion project valued at approximately CAD
145 million, aimed at doubling sterile production capacity.
This strategic investment is partially supported by:

• CAD 23.8 million from the Government of Canada''s
Strategic Innovation Fund (SIF)

• CAD 25 million from the Province of Quebec

These initiatives reinforce Jubilant Pharmova''s position as
a trusted global CDMO partner, ready to meet the evolving
needs of the pharmaceutical industry.

8. STATUTORY AUDITORS

In accordance with Section 139 of the Companies Act, 2013
(the “Act”), the shareholders at the 45^th AGM approved the
appointment of M/s. Walker Chandiok & Co LLP Chartered
Accountants (ICAI Registration No.: 001076N/N500013)
as the Statutory Auditors of the Company for a term of five
(5) years, until the conclusion of the 50^th AGM.

The auditors have confirmed their eligibility and compliance
with all statutory requirements. Their presence at the last
AGM and the unqualified audit reports for both standalone
and consolidated financial statements for FY25 reflect the
Company''s commitment to transparency, financial integrity
and sound governance.

9. COST AUDIT

In compliance with Section 148(1) of the Act, read with
rules made thereunder, Jubilant Pharmova has maintained
cost records for the financial year ended March 31,2025.
However, the Company is not required to undertake the
Cost Audit as per the applicable provisions of the Act.

10. SECRETARIAL AUDIT AND
COMPLIANCE ASSURANCE

In line with the provisions of Section 204 of the Act and
the Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014, the Board appointed
M/s Sanjay Grover & Associates, Company Secretaries
(Firm Registration No. P2001DE052900), a peer-reviewed
firm, as the Secretarial Auditor for FY25. The Secretarial
Audit Report issued in Form MR-3 is annexed to this
Report as Annexure-2.

The audit confirms that the Company has complied with
all applicable provisions of the Act and Listing Regulations.
Importantly, the report contains no qualifications,
reservations, adverse remarks, or disclaimers,
underscoring Jubilant Pharmova''s strong governance
framework and regulatory discipline.

In addition, the Company has obtained the Annual
Secretarial Compliance Report for FY25 from the same
firm, confirming adherence to the Listing Regulations and
related circulars. This report will be filed with the Stock
Exchanges within the prescribed timelines.

In accordance with the SEBI (Listing Obligations and
Disclosure Requirements) (Third Amendment) Regulations,
2024, which mandate the appointment of a peer-reviewed
Company Secretary and shareholder approval for such
appointments, the Board based on the recommendation of
the Audit Committee has approved the appointment of M/s
Sanjay Grover & Associates as Secretarial Auditor of the
Company for a term of five (5) consecutive years starting
from FY26 to FY30, subject to shareholder approval at the
47^th AGM.

The firm has provided written consent confirming:

• Peer review certification by the Institute of Company
Secretaries of India (ICSI)

• Eligibility under the Act and Listing Regulations

• No disqualification under applicable laws

11. REPORTING OF FRAUDS BY
AUDITORS

During the year under review, no instances of fraud were
reported by the Statutory or Secretarial Auditors under
Section 143(12) of the Act. This affirms the integrity of the
Company''s internal control systems and ethical standards.

12. BOARD OF DIRECTORS

Jubilant Pharmova is governed by a highly experienced
and diverse Board, committed to upholding the highest
standards of corporate governance, strategic oversight,
and shareholder value creation. The Board plays a pivotal
role in shaping the Company''s long-term vision, overseeing
risk management, capital allocation and ensuring regulatory
compliance across global operations.

As of March 31,2025, the Board comprises 12 Directors,
including:

• 4 Executive Directors (including Managing Director
and Joint Managing Director)

• 8 Non-Executive Directors, of which:

• 6 are Independent Directors, including
1 Woman Independent Director

• 2 are Non-Executive Non-Independent Directors

The Chairperson of the Board is a Non-Executive Non¬
Independent Director, ensuring a clear separation
of governance and management roles. The Board''s
composition is fully compliant with Regulation 17 of
the Listing Regulations and the applicable provisions
of the Act.

Changes in Board Composition

• Based on the recommendation of the Nomination,
Remuneration & Compensation Committee, the Board
of Directors re-appointed Mr. Arvind Chokhany (DIN:
06668147) as a Whole-Time Director designated as
Group CFO and Whole-Time Director for a term of
three (3) years effective April 1, 2024. Shareholders
of the Company approved the same via postal ballot
on June 26, 2024.

• Based on the recommendation of the Nomination,
Remuneration & Compensation Committee, the
Board of Directors appointed Dr. Harsh Mahajan
(DIN: 00824227) and Ms. Shivpriya Nanda (DIN:
01313356) as Independent Directors for a term of
five (5) years effective April 1,2024. Shareholders of
the Company approved the same via postal ballot on
June 26, 2024.

• Mr. Jinang Pratap Parekh, Whole-Time Director,
resigned effective May 31,2024. The Board placed on
record its sincere appreciation for his contributions.

• Based on the recommendation of the Nomination,
Remuneration & Compensation Committee, the
Board of Directors appointed Dr. Ramakrishnan Arul
(DIN: 08236356) as an Additional and Whole-Time
Director for a term of three (3) years effective June
1,2024. Shareholders of the Company approved the
same via postal ballot on August 23, 2024.

The Board affirms that all Directors, including those
appointed or re-appointed during the year, are persons
of high integrity, professional competence and possess
the requisite qualifications and experience. None of
the Directors on the Board of the Company have been
debarred or disqualified by Securities and Exchange Board
of India, Ministry of Corporate Affairs or any other statutory
authority.

During the year under review, the Non- Executive
Directors of the Company have no pecuniary relationship
or transactions with the Company other than sitting fees,
commission and reimbursement expenses, if any.

13. RETIREMENT BY ROTATION AND
RE-APPOINTMENT

In accordance with Section 152 of the Act, read with
applicable rules and the Articles of Association of the
Company, Mr. Shyam S. Bhartia (DIN: 00010484) and Mr.
Priyavrat Bhartia (DIN: 00020603) are liable to retire by
rotation at the ensuing 47^th AGM and, being eligible, have
offered themselves for re-appointment.

Their re-appointment reflects the Company''s commitment
to continuity in leadership and strategic oversight. Both
Directors bring extensive experience and deep industry
knowledge, which continue to be instrumental in driving
Jubilant Pharmova''s long-term growth.

In compliance with Secretarial Standard-2 and Regulation
36 of the Listing Regulations, detailed profiles including
their expertise, inter-se relationships, directorships in other
companies, committee memberships and shareholding in
the Company are provided in the Annexure to the Notice
of the 47^th AGM.

14. CHANGES IN KEY MANAGERIAL
PERSONNEL (KMP)

Mr. Jinang Pratap Parekh ceased to be a Whole-time
Director of the Company with effect from the closing
business hours of May 31, 2024. The Board placed on
record its appreciation for the contributions made by him
during his association with the Board.

Mr. Arvind Chokhany (DIN: 06668147) was re-appointed
as a Whole-time Director (designated as Group Chief
Financial Officer and Whole-time Director) of the Company
effective from April 1, 2024.

Dr. Ramakrishnan Arul (DIN: 08236356) was appointed as
a Whole-time Director of the Company effective from June
1,2024.

Apart from above-mentioned changes, there is no other
change in Key Managerial Personnel of the Company
during the year.

As on March 31, 2025, Mr. Priyavrat Bhartia, Managing
Director, Mr. Arjun Shanker Bhartia, Joint Managing
Director, Mr. Arvind Chokhany, Group Chief Financial
Officer & Whole-Time Director, Dr. Ramakrishnan
Arul, Whole-Time Director and Mr. Naresh Kapoor,
Company Secretary are the Key Managerial Personnel of
the Company.

15. MEETINGS OF THE BOARD

The Board of Directors met five (5) times during the
financial year, in compliance with the provisions of
the Act. The meetings were held on April 17, 2024,
May 29, 2024, July 19, 2024, October 25, 2024 and
January 31,2025.

The maximum interval between any two meetings did not
exceed One Hundred and Twenty (120) days, ensuring
adherence to statutory requirements and enabling timely
strategic decision-making.

Details regarding attendance and deliberations are
provided in the Corporate Governance Report, which
forms part of this Annual Report.

16. COMPOSITION OF AUDIT COMMITTEE

As on March 31,2025, the Audit Committee comprises of
Mr. Vivek Mehra, Chairperson, Mr. S. K. Roongta, Member,
Mr. Arun Seth, Member and Ms. Shivpriya Nanda, Member.

Further details on Audit Committee, including the meetings
and attendance of the members, terms of reference and
changes in the committee composition etc., please refer to
the Corporate Governance Report, which forms part of this
report. During the year under review, all recommendations
of the Audit Committee were accepted by the Board of
Directors of the Company.

17. DECLARATION BY
INDEPENDENT DIRECTORS

The Company has received formal declarations from all
Independent Directors, confirming that:

• They meet the criteria of independence as prescribed
under the Act, and the Listing Regulations, and that
there has been no change in circumstances affecting
their status as Independent Directors.

• They have complied with the Code for Independent
Directors as outlined in Schedule IV of the Act.

• They are registered with the Independent Directors''
Database maintained by the Indian Institute of
Corporate Affairs (IICA).

In the opinion of the Board, all Independent Directors
possess the requisite qualifications, experience and
integrity to discharge their responsibilities with objective

and independent judgment, free from external influence.
A detailed matrix of the Board''s collective skills, expertise,
and core competencies, including those of Independent
Directors, is provided in the Corporate Governance Report
forming part of this Annual Report.

18. APPOINTMENT AND
REMUNERATION POLICY

The Company maintains a well-balanced Board
composition, ensuring an appropriate mix of Executive,
Non-Executive, and Independent Directors to uphold
independence and strategic oversight.

The Appointment and Remuneration Policy, formulated in
accordance with Section 178 of the Act and Regulation 19
of the Listing Regulations, outlines the criteria for:

• Appointment and re-appointment of Directors

• Determining qualifications, positive attributes, and
independence

• Remuneration structure for Directors and Key
Managerial Personnel

The salient features of the policy are disclosed in the
Corporate Governance Report and the full policy is available
on the Company''s website: www.iubilantpharmova.com/
investors/corporate-governance/policies-and-codes/
appointment-and-remuneration-policv.

The Company affirms that remuneration paid to Directors
during the year is in accordance with the approved policy.

19. ANNUAL PERFORMANCE
EVALUATION OF THE BOARD

In compliance with Section 178 of the Act and Regulations
17, 19, and 25 of the Listing Regulations, the Company
conducted a formal annual evaluation of:

• Individual Directors (including the Chairperson)

• Board Committees

• The Board as a whole

The evaluation process was based on a structured
framework and criteria approved by the Board. Details
of the methodology and outcomes are provided in the
Corporate Governance Report.

20. DIRECTORS’ RESPONSIBILITY
STATEMENT

Pursuant to Section 134(3)(c) of the Act, and based on
representations received from management, the Board of
Directors confirms that:

1. The annual accounts have been prepared in
accordance with applicable accounting standards,
with proper explanations for any material departures.

2. Accounting policies have been applied consistently,
and reasonable and prudent judgments have been
made to present a true and fair view of the Company''s
financial position and performance.

3. Adequate accounting records have been maintained to
safeguard assets and prevent fraud and irregularities.

4. The financial statements have been prepared on a
going concern basis.

5. Internal financial controls have been laid down and are
operating effectively.

6. Proper systems have been devised to ensure
compliance with applicable laws, and these systems
are adequate and effective.

The Board is satisfied with the effectiveness of the
Company''s internal control framework, supported by
reviews from internal, statutory, and secretarial auditors
and oversight by the Audit Committee.

21. CONSERVATION OF ENERGY,
TECHNOLOGY ABSORPTION, AND
FOREIGN EXCHANGE EARNINGS &
OUTGO

In accordance with Section 134 of the Act, read with
rules made thereunder, the relevant disclosures regarding
energy conservation, technology absorption, and foreign
exchange earnings and outgo are provided in Annexure-3,
which forms part of this Report.

22. EMPLOYEES

Disclosures under Section 197(12) of the Act, read with the
Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014, are provided in Annexure-4 to
this Report.

In accordance with Section 136 of the Act, the Annual
Report is being circulated to members excluding the
detailed employee annexure. However, the annexure is
available for inspection at the Registered Office of the
Company during business hours (Monday to Friday, 11:00
a.m. to 5:00 p.m. IST). Shareholders interested in obtaining
a copy may contact the Company Secretary or email:
[email protected].

23. HUMAN RESOURCES

At Jubilant Pharmova, our people are at the heart of
everything we do. Guided by our core philosophy of
“Caring, Sharing, Growing,” we foster an Employee-

First culture that prioritises engagement, well-being, and
continuous development.

Employee Engagement and Recognition

In our commitment to building a world-class workplace, we
partnered with Great Place to Work® (GPTW) to conduct
a comprehensive employee engagement survey. The
initiative yielded an engagement score exceeding 80%,
reflecting the trust and satisfaction of our workforce. As
a result, Jubilant Pharmova (India) earned the prestigious
Great Place to Work® certification, reinforcing our
reputation as an employer of choice.

We continue to invest in delivering a superior employee
experience, with a strategic focus on:

• Capability and Culture Building

• Agility and Digital Transformation

• Total Rewards and Recognition

• Safety and Quality Excellence

Talent Pipeline and Inclusive Culture

To ensure leadership continuity and inclusive growth,
we relaunched our Talent and Succession Planning 2.0
program, aimed at building a robust internal pipeline. Our
diversity and inclusion initiatives are designed to empower
women professionals through structured mentorship,
leadership exposure, and active participation in decision¬
making forums.

Notable initiatives include:

• CEO Councils with majority representation from
young women, offering direct access to leadership
and influencing workplace practices.

• Jubilant Women in Leadership program at Jubilant
Radiopharma, providing targeted training and
support for women leaders.

Leadership Development and
Learning Ecosystem

We recognise that our talented workforce is our greatest
asset. To prepare them for future challenges, we launched
the Jubilant Centre for Learning, which houses specialised
academies such as:

• Leadership Academy

• Sales Academy

• Manufacturing Excellence Academy

• Supply Chain Academy

These academies offer structured classroom sessions
and digital learning modules to build critical skills, foster
innovation, and cultivate sustainable leadership across the
organisation.

High-Performance Culture and Rewards

Our performance-driven culture is anchored in a robust
performance management system, complemented
by continuous feedback, role-based promotions, and
pay-for-performance practices. Recognition programs
such as:

• ‘Applause'' Awards

• Chairman''s Annual Awards

celebrate excellence and reinforce a culture of
appreciation and achievement. These initiatives unlock the
full potential of our people and align individual success with
organisational goals.

Jubilant Pharmova''s human capital strategy is deeply
aligned with its business vision-creating a resilient,
inclusive and future-ready workforce that drives
innovation, operational excellence and long-term value for
all stakeholders.

24. POLICY FOR PREVENTION OF SEXUAL
HARASSMENT

Jubilant Pharmova is committed to fostering a safe,
inclusive, and respectful workplace for all employees. The
Company maintains a zero-tolerance policy towards any
form of harassment, including sexual harassment, and
has implemented a robust Policy on Prevention of Sexual
Harassment (POSH) in line with the provisions of the
Sexual Harassment of Women at Workplace (Prevention,
Prohibition and Redressal) Act, 2013.

An Internal Complaints Committee (“ICC”) has been
duly constituted to address and resolve complaints in a
timely and confidential manner. The ICC includes external
member with relevant experience. The ICC presided
by senior women, conduct the investigations and make
decisions. During FY25, two (2) complaints were received
and resolved in accordance with the POSH Act, following
a thorough investigation.

To build awareness and reinforce a culture of respect,
the Company conducts mandatory training/certification
sessions across all locations, facilitated by external
subject matter experts. These initiatives reflect Jubilant
Pharmova''s proactive approach to ensuring a harassment-
free and equitable workplace.

25. RISK MANAGEMENT AND INTERNAL
CONTROL SYSTEMS

In compliance with Regulation 21 of the Listing
Regulations, the Company has constituted a Risk
Management Committee comprising nine (9) members,
including six (6) Independent Directors, as of March

31, 2025. The Committee met twice (2) in FY25 on
April 9, 2024 and October 24, 2024 with intervals well
within the prescribed limits.

Jubilant Pharmova Limited has established a comprehensive
Enterprise Risk Management (ERM) framework, enabling
proactive identification, assessment, and mitigation of
internal and external risks. The framework is supported by:

• Clearly defined risk ownership and delegated
authority

• Periodic risk assessments and reporting to the Board

• A strong internal audit function and compliance
monitoring

• Ethical business practices embedded

across operations

Internal Financial Controls

The Company maintains a transparent and robust
system of internal financial controls, aligned with the
requirements of the Act. These controls are periodically
evaluated through:

• Annual testing of control effectiveness

• Continuous internal audit exercises

• Quarterly self-assessments via the Controls
Manager platform

The Board, supported by the Audit Committee and
management reviews, affirms that the internal financial
controls were adequate and effective throughout FY25.

The Internal Financial Controls as mandated by the Act
not only require a certification from CEO-CFO but also
put an obligation on the Board of Directors to ensure
that the Internal Financial Controls are adequate and are
operating effectively. Besides this, the Statutory Auditors
are also required to give an opinion on the adequacy and
effectiveness of Internal Controls over Financial Reporting.

Further details are provided in the Management Discussion
and Analysis Report.

26. VIGIL MECHANISM / WHISTLE
BLOWER POLICY

Jubilant Pharmova has adopted a Vigil Mechanism
including a Whistle Blower Policy, to enable employees
and directors to report concerns about unethical behavior,
actual or suspected fraud, or violation of the Company''s
code of conduct.

Key features include:

• Direct access to the Chairperson of the Audit
Committee

• Protection against victimisation

• Confidential and independent investigation process

During FY25, no complaints were received under the
Whistle Blower Policy.

The policy is available on the Company''s website:
https://www.jubilantpharmova.com/investors/.

27. CORPORATE SOCIAL
RESPONSIBILITY (CSR)

At Jubilant Pharmova, Corporate Social Responsibility
(CSR) is a core pillar of our sustainable growth strategy.
We believe in creating long-term value for society through
inclusive development, strategic partnerships, and
community empowerment.

In accordance with Section 135 of the Act, the Company
has constituted a Sustainability and CSR Committee,
comprising eight (8) Directors, including five (5)
Independent Directors and three (3) Executive Directors.
CSR initiatives are aligned with:

• Schedule VII of the Act

• United Nations Sustainable Development Goals
(SDGs)

• Global Reporting Initiative (GRI) Standards, with
external assurance and consistent A rating
since 2007

CSR activities are implemented through the Jubilant
Bhartia Foundation (JBF), the not-for-profit arm of the
Jubilant Bhartia Group, which has been driving impactful
social change since 2003.

Key CSR Initiatives in FY25

In FY25, Jubilant Pharmova invested ?13.6 million in CSR
programs, reaching communities around its manufacturing
units through the 4P model (Public-Private-People-
Partnership).

CSR Highlights include:

A. Arogya - Community Health Access

• Delivered basic and preventive healthcare to over
200,000 people near Nanjangud (Karnataka)
and Roorkee (Uttarakhand) through mobile
dispensaries under the Jubicare initiative.

B. Muskaan - Rural Education Enhancement

Benefited over 5,000 students and teachers across 7
government schools through:

• Edulab Program: Integrating advanced
educational tools to improve learning outcomes.

• HP Digital: Providing access to digital education
and modern learning resources.

C. Nayee Disha - Livelihood and Skill Development

Empowered rural youth and women through:

Skill Development Centers at four locations

Samriddhi Program: Promoting women-led
entrepreneurship, including a Uniform Stitching
Centre in Nanjangud that provides sustainable
income and fosters local enterprise.

D. Bharat Impact - Social Entrepreneurship

Launched the Jubilant Bhartia Centre for Social
Entrepreneurship, focused on incubation, education, and
research to support emerging social entrepreneurs.

The Company''s Annual CSR Report, including policy
details and project outcomes, is annexed as Annexure-5
to this Report. JBF''s detailed activities are available on its
website: https://www.iubilantbhartiafoundation.com/.

28. BUSINESS RESPONSIBILITY AND
SUSTAINABILITY REPORT (BRSR)

In compliance with Regulation 34(2)(f) of the Listing
Regulations, Jubilant Pharmova has prepared its Business
Responsibility and Sustainability Report (BRSR), which
forms a dedicated section of this Annual Report.

Sustainability Reporting

At Jubilant Pharmova, sustainability is embedded into our
business strategy and operational ethos. We continue
to evolve our practices to meet global standards and
stakeholder expectations, while proactively addressing
environmental, social, and governance (ESG) priorities.

FY25 Highlights and Strategic Advancements

• New Sustainability Goals for FY29

• In FY25, we established a refreshed set of long¬
term sustainability goals targeting key Environment,
Health, and Safety (EHS) indicators. These goals are
aligned with our broader ESG strategy and reflect
our commitment to continuous improvement and
responsible growth.

• Supplier Sustainability Policy Enhancement

• We revised and rolled out our Supplier Sustainability
Policy across Indian operations, integrating EHS
performance, social responsibility, and climate
change accountability into our supplier evaluation
and engagement processes. This ensures that our
supply chain partners align with our sustainability
values and contribute to our collective impact.

• Digital Compliance Management - ‘Conformity'' Tool

• In FY23, we deployed the ‘Conformity'' tool across
our North American facilities to enhance compliance

management. This digital platform links regulatory
requirements to business processes, enabling real¬
time monitoring, automated reporting, and process
optimisation. The tool provides MIS capabilities for
reviewers and approvers, and compliance reports
are periodically reviewed by the Board, ensuring
governance oversight.

• Integrated EHS Management System

We developed and implemented a comprehensive EHS
Management System that supports:

• Proactive risk identification and mitigation

• Compliance with internal and external standards

• Continuous improvement in safety and sustainability
performance

This system is designed to safeguard our workforce, ensure
operational integrity, and support our strategic objective
of operating in a safe, responsible, and sustainable
environment.

29. TRANSFER OF UNPAID AND

UNCLAIMED DIVIDEND AMOUNTS TO
IEPF

In accordance with the provisions of the Act and the Investor
Education and Protection Fund Authority (Accounting,
Audit, Transfer and Refund) Rules, 2016, as amended
from time to time, the Company is required to transfer the
following to the Investor Education and Protection Fund
(IEPF) established by the Central Government:

• Unpaid or unclaimed dividend amounts remaining
outstanding for a period of seven consecutive years

• Equity shares on which dividends have not been
claimed for seven (7) consecutive years or more

The Company has proactively communicated with
shareholders through multiple channels, including individual
letters and public notices, encouraging them to claim their
unpaid dividends and shares prior to transfer to IEPF.
These efforts are in line with the Company''s commitment
to shareholder rights and regulatory compliance.

Details of dividends and shares transferred to IEPF during
the year are disclosed in the Corporate Governance
Report, which forms part of this Annual Report. As on
March 31, 2025, there are no outstanding amounts due
for transfer to the IEPF.

Nodal Officer

In compliance with the IEPF Rules, Mr. Naresh Kapoor,
Company Secretary, has been designated as the Nodal
Officer of the Company for coordination with the IEPF
Authority and handling investor queries related to claims
and refunds.

30. OTHER STATUTORY DISCLOSURES

i. Annual Return

In accordance with Section 134(3)(a) of the Act, the
Annual Return for FY25 has been uploaded on the
Company''s website and is accessible at: https://www.
jubilantpharmova.com/investors/financials/annual-return.

ii. Public Deposits

The Company has not accepted any public deposits during
the year. There were no outstanding, overdue, unpaid, or
unclaimed deposits at the beginning or end of FY25.

iii. Loans, Guarantees, and Investments

Details of loans, securities, and investments made
during the year are disclosed in Notes no. 5 and 6 to the
Standalone Financial Statements. The Company has not
provided any guarantees during the year.

iv. Related Party Transactions (RPTs)

All RPTs entered into during FY25 were in the ordinary
course of business and conducted on an arm''s length
basis. No material RPTs were entered into, as defined
under the Company''s Policy on Materiality of Related
Party Transactions. All RPTs are placed before the Audit
Committee for review and approval. The Company has a
robust RPT Policy and obtains prior omnibus approvals for
repetitive transactions.

Disclosure of RPTs is provided in Note no. 36 to the
Standalone Financial Statements. Form AOC-2 is not
applicable for the year.

v. Material Changes Post Financial Year end

There have been no material changes or commitments
affecting the financial position of the Company after the
close of FY25 till the date of this Report.

vi. Orders by Courts/Regulators

No significant or material order has been passed by the
regulators or courts or tribunals impacting the going
concern status of the Company or its future operations.

vii. Secretarial Standards

The Company has complied with Secretarial Standards 1
and 2, issued by the Institute of Company Secretaries of
India, relating to Board and General Meetings.

viii. Equity Shares with Differential Rights

No equity shares with differential voting rights were issued
during the year.

ix. Remuneration from Subsidiaries

Neither the Managing Director nor the Whole-Time
Directors received any remuneration or commission from
subsidiary companies.

x. Insolvency and Bankruptcy Code

No application was made under the Insolvency and
Bankruptcy Code, 2016, and no proceedings were
pending under the Code during the year.

xi. One-Time Settlement Valuation Disclosure

No disclosure is required regarding valuation differences in
one-time settlements, as the provision is not applicable to
the Company.

31. CORPORATE GOVERNANCE

Jubilant Pharmova remains committed to maintaining the
highest standards of corporate governance, in line with
global best practices. A detailed Corporate Governance
Report is annexed as Annexure-6 to this Report.

Key confirmations include:

• A certificate from Mr. Rupinder Singh Bhatia,
Practising Company Secretary (C.P No. 2514),
confirming compliance with corporate governance
norms under Clause E of Schedule V to the Listing
Regulations.

• Affirmation from Board Members and Senior
Management regarding compliance with the Code of
Conduct for FY25.

• A certificate from the CEO and CFO confirming the
accuracy of financial statements and adequacy of
internal controls.

32. MANAGEMENT DISCUSSION AND
ANALYSIS REPORT

The Management Discussion and Analysis Report (MD&A),
prepared in accordance with the Listing Regulations,
provides a comprehensive overview of the Company''s
operations, industry trends, financial performance, and
strategic outlook. The MD&A forms a separate section of
this Annual Report.

33. ACKNOWLEDGEMENTS

The Board of Directors expresses its sincere gratitude to
the Central and State Government authorities, regulatory
bodies and business partners for their continued support.

We thank our shareholders, debenture holders,
financial institutions, banks, customers, vendors, and
other stakeholders for their trust and confidence in the
Company''s leadership and strategic direction.

The Board also places on record its deep appreciation
for the dedication and commitment of employees across
all levels, whose contributions remain the cornerstone of
Jubilant Pharmova''s success. We look forward to their
continued support in the years ahead.

The Directors are pleased to present their Forty Six (46^th) Report of Jubilant Pharmova Limited (the ''Company'' or ''Jubilant Pharmova'') together with the Audited Standalone and Consolidated Financial Statements for the year ended March 31,2024.

1. OVERVIEW

Jubilant Pharmova Limited is a company with global presence that is involved in Radiopharma, Allergy Immunotherapy, CDMO Sterile Injectables, Contract Research Development and Manufacturing Organisation (CRDMO), Generics and Proprietary Novel Drugs businesses. In the Radiopharma business, the Company is involved in manufacturing and supply of Radiopharmaceuticals with a network of 46 radiopharmacies in the US. The Company''s Allergy Immunotherapy business is involved in the manufacturing and supply of allergic extracts and venom products in the US and in some other markets such as Canada, Europe and Australia. Jubilant through its CDMO Sterile Injectables

business offers manufacturing services including sterile fill and finish injectables (both liquid and lyophilization), full-service ophthalmic offer (liquids, ointments & creams) and ampoules. The CRDMO business of the Company includes the Drug Discovery Services business that provides contract research and development services through two world class research centers in Bengaluru and Noida in India and the CDMO-API business that is involved in the manufacturing of Active Pharmaceutical Ingredients. Jubilant Therapeutics is involved in Proprietary Novel Drugs business and is an innovative biopharmaceutical company developing breakthrough therapies in the area of oncology and auto-immune disorders. The Company operates multiple manufacturing facilities that cater to all the regulated market including USA, Europe and other geographies. Jubilant Pharmova Limited has a team of around 5,500 multicultural people across the globe. The Company is well recognised as a ''Partner of Choice'' by leading pharmaceuticals companies globally. For more information, please visit: www.iubilantpharmova.com.

(I) Standalone Financials Revenue from Operations

In the Financial Year 2023-24, on a standalone basis, the Company recorded total revenue from operations of H7,847 million as compared to H8,101 million in the Financial Year 2022-23.

EBITDA

For the year ended March 31, 2024, Earnings before Interest, Taxes, Depreciation and Amortisation (''EBITDA'') stood at H1,199 million as compared to H1,410 million in the Financial Year 2022-23.

Reported Profit after Tax and EPS

Reported Profit after Tax was H316 million in the Financial Year 2023-24. Basic Earnings per Share (''EPS'') stood at H1.99 per equity share of H1 each.

(II) Consolidated Financials

The Consolidated Financial Statements, prepared in accordance with the provisions of the Companies Act, 2013, (the ''Act''), the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (the ''Listing Regulations'')

and Indian Accounting Standards (Ind-AS) as per the Companies (Indian Accounting Standards) Rules, 2015 notified under Section 133 of the Act, forms part of the Annual Report.

Performance Review

During the Financial Year 2023-24, Revenue from operations for the year was H67,029 million as compared to H62,817 million in the Financial Year 2022-23. Revenue from the Radiopharma segment was H30,013 million as compared to H25,524 million in the Financial Year 2022-23. Revenue from the Allergy Immunotherapy segment was H6,786 million as compared to H6,027 million in the Financial Year 2022-23. Revenue from the Contract Development and Manufacturing Organisation - Sterile Injectables segment was H 11,171 million as compared to H11,547 million in the Financial Year 2022-23. Revenue from the Generics segment was H7,746 million as compared to H7,615 million in the Financial Year 2022-23. Revenue from the Contract Research, Development and Manufacturing Organisation was H10,930 million as compared to H11,848 million in the Financial Year 2022-23. Revenue from Proprietary Novel Drugs was Nil for the year as compared to H38 million in the Financial Year 2022-23. Revenue from Management Services stood at H383 million as compared to H218 million in the Financial Year 2022-23.

During the Financial Year 2023-24, EBITDA (including share of profit of associates) was H9,936 million for the year as compared to H8,268 million in the Financial Year 2022-23. EBITDA of the Radiopharma segment was H5,840 million for the year as compared to H3,907 million in the Financial Year 2022-23 with margins of 19.5% as against 15.3% in the Financial Year 2022-23. EBITDA of the Allergy Immunotherapy segment was H2,734 million for the year as compared to H2,055 million in the Financial Year 2022-23 with margins of 40.3% as against 34.1% in the Financial Year 2022-23. EBITDA of the Contract Development and Manufacturing Organisation - Sterile Injectables segment was H1,923 million for the year as compared to H3,451 million in the Financial Year 2022-23 with margins of 17.2% as against 29.9% in the Financial Year 2022-23. EBITDA loss of the Generics segment was H1,408 million for the year as compared to H2,304 million in the Financial Year 2022-23 with negative margins of 18.2% as against 30.3% in the Financial Year 2022-23. Contract Research, Development and Manufacturing Organisation segment reported EBITDA of H1,692 million as compared to H1,993 million in the Financial Year 2022-23 with margins of 15.5% as against 16.8% in the Financial Year 2022-23. EBITDA loss of the Proprietary Novel Drugs segment was H299 million as compared to H349 million in the Financial Year 2022-23.

Profit after Tax was H727 million as compared to Loss after Tax H649 million in the Financial Year 2022-23. Basic earnings per share (EPS) was H4.87 per equity share of H1 each.

3. DIVIDEND

The Board is pleased to recommend a dividend of 500% i.e. H5 per fully paid up equity share of H1 each amounting to H796.41 million for the year ended March 31, 2024. The payment of dividend is subject to approval of the shareholders at the ensuing Annual General Meeting (AGM'') of the Company and shall be subject to deduction of income tax at source, if any. Upon approval, dividend will be paid to those members whose name will appear in the Register of Members as on Friday, August 2, 2024.

Dividend Distribution Policy of the Company as per the Listing Regulations is available at the following link: https://www.iubilantpharmova.com/investors/corporate-governance/policies-and-codes/dividend-distribution-policy.

4. TRANSFER TO GENERAL RESERVE

During the year under review, no amount has been transferred to General Reserve of the Company.

5. CAPITAL STRUCTURE

(a) Share Capital

During the year, there has been no change in the authorised, subscribed and paid-up share capital of the Company. As on March 31, 2024, the paid-up share capital stood at H159,281,139 comprising 159,281,139 equity shares of H1 each.

(b) Employees Stock Option Plan and General Employee Benefits Scheme

The Company has an employee stock option plan namely Jubilant Pharmova Employees Stock Option Plan 2018 (''Plan 2018''). There was no material change in the Plan 2018 during the year and the Plan is in compliance with the SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021 (the ''SEBI ESOP Regulations'').

During the year, 78,997 Stock Options were granted. Each Option entitles the holder to acquire one equity share of H1 each of the Company at the exercise price fixed at the time of grant.

The Company has a general employee benefits scheme namely Jubilant General Employee Benefits Scheme-2019 (''JGEBS-2019''). The Scheme is in compliance with the SEBI ESOP Regulations and there was no material change in the Scheme during the year.

The details of the Plan 2018 and JGEBS-2019 pursuant to the SEBI ESOP Regulations have been placed on the website of the Company and the same can be accessed at the following web-link https://www.iubilantpharmova. com/Uploads/image/893imguf esop disclosure2024. pdf.

(c) Debentures

In the Financial Year 2020-21, the Company had issued Secured Redeemable Unlisted Non-Convertible Debentures (''NCDs'') of H950 million for a period of upto 5 years. During the financial year, 250 secured, redeemable, unlisted non-convertible debentures of face value of H10,00,000 per debenture aggregating to H250 million were redeemed.

6. SUBSIDIARIES AND ASSOCIATES INCLUDING ITS PERFORMANCE & FINANCIAL POSITION

As on March 31, 2024, the Company had 36 subsidiaries. Brief particulars of the principal subsidiaries are given below. There was no addition / deletion in number of subsidiary companies during the year.

Jubilant Pharma Limited

Jubilant Pharma Limited, Singapore (''Jubilant Pharma'') is a wholly-owned subsidiary of the Company. Jubilant Pharma holds the global pharmaceutical business of the Company through its subsidiaries in the US, Canada, Europe, India and rest of the world. These subsidiaries of Jubilant Pharma are engaged in manufacturing, marketing and distribution of various pharmaceutical products and services including APIs, oral dosage forms (tablets and capsules), contract manufacturing of sterile injectables including vaccines, ointment, creams and liquids, allergy therapy products and radiopharmaceutical products. Jubilant Pharma through its wholly-owned subsidiary operates a second largest radiopharmacy network in the US, with 46 pharmacies (43 SPECT & 3 PET) which cater to more than 1800 hospitals in 21 states.

In November, 2020, Jubilant Pharma invested US $25 million in Sofie Biosciences Inc., USA (''Sofie''). During the year, Sofie has entered into a definitive merger agreement with Trilantic Capital Partners, North America (''Trilantic North America''), a US private equity firm.

Pursuant to said agreement, the Company proposes to sell its entire stake of 25.8% held in Sofie for an aggregate proceeds of about US $142.92 million, including preferred returns. Transaction is expected to close by May 31,2024.

Total income of the company during the Financial Year 202324 was H612 million as compared to H432 million during the Financial Year 2022-23.

Jubilant Generics Limited

Jubilant Generics Limited (''JGL'') is a wholly-owned subsidiary of the Company through Jubilant Pharma. JGL is engaged in the business of development, manufacturing, distribution, sales and marketing of Dosage (formulations) Forms at its plant at Roorkee and / or CMOs, including in-licensing, out-licensing, collaboration with CROs to ensure a robust product pipeline that caters to over 50 countries and has expanded its market presence through strategic partnerships, fostering sustainable business growth. JGL also has India Branded Pharmaceuticals ("IBP") business, which caters to dosage formulations under its own brand name to the Indian market in different therapeutic areas including chronic specialties like Cardiology and Diabetes, and multi-specialty.

The dosage formulations manufacturing facility at Roorkee, Uttarakhand, with 5 acres of infrastructure, is inspected by global regulatory agencies such as USFDA, Japan PMDA, UK MHRA, Australia TGA, Belgium FAMHP and South Africa SAHERA, etc. This facility primarily manufactures immediate and modified release oral solid dosage forms (Tablets, Capsules and Powder for Suspension) with capabilities on complex processes like fluid bed pellet coating, MUPS (Multi Unit Pellet System) and extended release drug delivery technology based on matrix formulations and functional coatings. In addition to manufacturing and supplies of finished formulations to the US market, JGL''s non-US finished formulations business is focussed on various markets in Europe, UK, Japan, Canada, Australia, South Africa and Middle-East as well as various countries in the emerging markets. JGL also caters to the selected overseas markets under its own brand name. JGL''s major therapy areas includes Cardiovascular, CNS and Gastrointestinal products. The business derives benefit of lowering cost and managing risks from sourcing APIs from both sources (a) vertical integration and in-house APIs from the Company and (b) qualifying alternate suppliers for key APIs with an objective to de-risk our API source.

The Solid Dosage Formulation facility at Roorkee, India which manufactures and distributes finished solid dosage pharmaceutical products, was inspected by the USFDA in February 2024. The inspection resulted in

four observations in which Jubilant took prompt and comprehensive corrective action. In April 2024, USFDA categorised the inspection as Voluntary Action Indicated (VAI). Based on this inspection and the USFDA VAI classification, this facility is in compliance with regard to current good manufacturing practices (cGMP). In addition, the site was inspected by both the EU and TGA agencies during the fiscal year. These inspections resulted in no critical observations. The site has already received EU compliant certificate.

JGL recalibrated its R&D strategy that leverages variety of product opportunities through in-licensing and/or external product development in collaboration with specialised CROs, with an objective to continually deliver innovative, high quality products for various markets. This is expected to accelerate product introduction as well as deliver the products in cost-effective and speedy manner.

Total income of JGL during the Financial Year 2023-24 was H3,883 million as compared to H3,296 million during the Financial Year 2022-23. The Company is in compliance with Regulation 24A of the Listing Regulations. Secretarial Audit was conducted for JGL, an unlisted material subsidiary of the Company. Copy of the Secretarial Audit Report is attached as Annexure-1 to this report. The Secretarial Report of JGL does not contain any qualification, reservation or adverse comments or disclaimer.

Jubilant Cadista Pharmaceuticals Inc.

Jubilant Cadista Pharmaceuticals Inc., (''Jubilant Cadista'') a corporation incorporated in Delaware, US is a wholly-owned subsidiary of Jubilant Pharma Holdings Inc. This company is engaged in the business of developing, manufacturing and marketing of solid dosage forms of generic prescription pharmaceuticals at its USFDA approved manufacturing facility in Salisbury, Maryland, US. Jubilant Cadista is also marketing the solid dosage forms manufactured at Roorkee Plant, India or other CMOs. Its customer base includes large wholesalers, retail and pharmacy chains with focus in the therapeutic areas of CVS, CNS, Anti Allergic, Steroids, etc. Total income of the company during the Financial Year 202324 was H4,348 million as compared to H5,079 million during the Financial Year 2022-23.

Over the last few years, the US Generics market has been witnessing significant pricing pressure led by demand supply imbalances, consolidation in the drug buyer market and vertical integration of the GPOs with the large retail pharmacy chains. Jubilant Cadista has been witnessing significant losses since Financial Year 2021-22 due to the high cost of manufacturing in the US amid low drug prices. In order to move the US generics business to profitability, it has been decided to close the in-house manufacturing operations at the US manufacturing facility and transfer profitable products to CMOs. The company will continue to have sales and marketing presence in the US that will market supplies from its USFDA approved Roorkee facility in India,

new CMOs and products from in-licensing route. These actions are expected to improve the gross margins of the business and hence propel the business towards profitability. Further, In-licensing of new products will not only grow the revenue base of the company but also ensure robust product portfolio.

Jubilant HollisterStier LLC

Jubilant HollisterStier LLC (''JHS'') is a wholly-owned subsidiary of Jubilant Pharma Holdings Inc. This subsidiary based out of Spokane-Washington (USA) is a fully integrated Contract Manufacturing Organisation along with leading Allergy Immunotherapy provider in north America. The CMO business offer manufacturing services including sterile fill and finish injectables (both liquid and lyophilization). Its facilities are approved by regulators across the world including USFDA, Health Canada, ANVISA Brazil, PMDA Japan, and various others. The products manufactured at the site are sold in over 50 countries across the globe. The company lays strong emphasis on compliance and protecting Intellectual Property Rights (IPR) for its customer base. The company will continue to focus on the highest level of compliance with a lean operation setup and supply of right quality products in a timely manner to its customers which helps it further grow the order book.

The US $285 million expansion at Spokane site aimed to double its injectable filling (liquid & lyo) production capacity, under a cooperative agreement for US $149.6 million with Biomedical Advanced Research and Development Authority (BARDA), within the US Department of Health and Human Services is progressing as planned. The Phase-1 of the project will be operational in Financial Year 2026 and the second Phase is scheduled to be operational by Financial Year 2028.

The Allergy Immunotherapy business provides products in the US and also exports to several international markets such as Canada, Europe and Australia. The company supply bulk extracts and Skin testing devices to physicians who then use the products for diagnostic testing and to administer immunotherapy treatment. Allergenic extracts in our portfolio are offered in the form of consistent, high-quality, differentiated products along with a range of specialised diagnostic devices for skin testing.

A differentiated business of manufacturing and marketing of allergenic extracts is backed by one of the oldest and most trusted brands, HollisterStier, which is in existence for over 100 years. The company has been focusing on expanding market coverage and ensuring robust offering of our antigens to customers. In addition, company has increased capacities in Lyophilization and are further increasing capacities in the Allergy Immunotherapy manufacturing facility to ensure consistent and reliable supply of our flying insect venom products. The company is the sole producers and suppliers of venom immunotherapy in the US and Canada.

This business continues to build on the development of innovative products to address various allergies. The company is expanding its footprint beyond US and is building networks in other regions outside of North America including EU, MEA and APAC with a focus on our venom immunotherapy products in these regions.

Total income of the company during the Financial Year 2023-24 was H17,155 million as compared to H15,617 million during the Financial Year 2022-23.

Jubilant DraxImage Inc.

Jubilant DraxImage Inc. (''Jubilant Radiopharma'') is a wholly owned subsidiary of the Company through Jubilant Pharma. Jubilant Radiopharma has a solid foundation in speciality pharma. Headquartered in Montreal, Canada, Jubilant Radiopharma operates a highly specialised manufacturing facility approved by USFDA, Health Canada and selected EU countries. It develops, manufactures, commercialises and distributes radiopharmaceuticals used in Nuclear Medicine for the diagnosis, treatment and monitoring of a broad range of diseases. It serves hospital-based customers (Nuclear Medicine Physicians, Nuclear Cardiologists and Technologists) in addition to specialised commercial radiopharmacies in the United States and Canada. Jubilant Radiopharma employs about 867 highly skilled professionals dedicated to providing high quality, reliable products and services to healthcare providers around the globe. The business is supported by an experienced research and development organisation, specialised radiopharmaceutical manufacturing, strong regulatory affairs, quality systems and marketing and commercial operations. The disease areas of specialisation include cardiology, oncology, neurology, and therapeutics for neuro-endocrine and thyroid diseases. The business distributes radiopharmaceutical products through a network of 46 radiopharmacies in the United States after carrying out compounding activities of Radiopharmaceuticals products with radioactive isotopes in these radiopharmacies.

Jubilant Radiopharmaceuticals business is a market leader in North America in several specialty areas, including I-131Therapeutic and Diagnostics (Theranostics) for imaging and treatment of thyroid diseases and thyroid cancer, Macro-Aggregated Albumin (MAA) for lung perfusion imaging and Pentetic Acid (DTPA) for renal, brain and functional pulmonary imaging. RUBY-FILL, a cutting-edge technology for PET myocardial perfusion imaging (MPI) to evaluate regional myocardial perfusion in adult patients with suspected or known coronary artery disease is approved by USFDA, Health Canada, Swissmedic, Switzerland, BfArM, Germany, Le gouvernement du Grand- Duche de Luxembourg, Luxembourg, MHRA UK and Health authorities of Denmark, Sweden and Netherland. Ruby-Fill was launched in mobile settings (Ruby-Fill Mobile) in FY 2024 which allowed the company to expand the use of Ruby-Fill into smaller community hospitals, in rural settings, and in areas with relatively lower volumes but need for cardiac PET diagnostics.

Jubilant Radiopharmaceuticals business is sponsoring and supporting two clinical trials for I-131-MIBG, a unique approach under evaluation for first-line and later stage treatment of high-risk neuroblastoma. Approximately 800 patients are diagnosed with Neuroblastoma every year in the USA, mostly children.

The Montreal manufacturing site was inspected by Health Canada in 2021, and by Health Canada and the USFDA in 2022, both resulting in ratings of GMP compliance. USFDA inspected the site in April 2024 for which IER is awaited.

Effective June 1, 2021, Jubilant Draximage Inc. acquired the Radiopharmacies business which operates 46 radiopharmacies in 21 States and is headquartered in Yardley. Jubilant Radiopharmacy network is the second largest network of commercial nuclear radiopharmacies in the United States, directly serving over 1,800 individual hospitals, clinics and medical centres. Business delivers approx 3 million patient doses per year. Vertical integration of the Radiopharmaceuticals and Radiopharmacy divisions positions Jubilant Radiopharma to capitalise on the expanding nuclear medicine market.

The company has also received approval from the USFDA with regards to the company''s abbreviated new drug application (ANDA) submitted pursuant to section 505(j) of the Federal Food, Drug, and Cosmetic Act (FD&C) for kit for the preparation of Technetium (Tc 99m) Sulfur Colloid Injection.

Total income of the company during the Financial Year 2023-24 was H31,145 million as compared to H26,108 million during the Financial Year 2022-23.

Jubilant Biosys Limited

Jubilant Biosys Limited (''Biosys'') provides Drug Discovery and Contract Development and Manufacturing Services to global pharmaceutical and biotech companies.

The company focus on offering integrated solutions to our customers, which maximises the speed to develop a new lead. Our service offering includes early Drug Discovery Services, mg to kilo, non-GMP and GMP scale-up of novel compounds, intermediates and New Chemical Entities (NCEs). This provides an integrated solution (from early phase discovery and development to commercialisation of the molecule) to pharmaceutical customers. In Financial Year 2024, our portfolio of projects encompassed Full Time Equivalent (FTE), Fee for Service (FFS) and Integrated Drug Discovery (IDD) contracts. The business operates from Bengaluru, Noida and Greater Noida in India, offering integrated as well as functional drug discovery and development services to global innovators. The therapeutic areas of expertise include Oncology, Metabolic Disorders, Central Nervous System (CNS), Pain and Inflammation.

The company has a three-pronged growth strategy for drug discovery services. The first vector is to offer differentiated

chemistry services. We have invested in further expanding capacity in Greater Noida for Chemistry services and strengthened the services offerings by adding a centre of chemistry excellence.The second vector is to diversify customer segments by making inroads in the pharmaceutical customer segment. In Financial Year 2024, the company has added 2 new large pharma companies as its customers. The third vector is to build development capabilities and offer complete CDMO services.

The company also offer Cloud/ SaaS (Software as a Service) based on Artificial Intelligence /Machine Learning proprietary platform for clinical trials. The eClinical suite includes TrialStat® Orbit for electronic database capture, TrialStat® CTMS for Clinical Trial Management Software and TrialStat Portal for analytics and customer interface software.

During the year, the company has entered into an agreement for acquisition of 1.70% stake of O2 Renewable Energy XVI Private Limited for an aggregate value of H7.6 million for purchase of renewable energy power (electricity) generated from the Captive Generating Plant (CGP).

Total income of the company during the Financial Year 202324 was H4,715 million as compared to H5,628 million during the Financial Year 2022-23.

Jubilant Therapeutics Inc.

Jubilant Therapeutics is a clinical stage precision therapeutics company advancing potent and selective small molecule modulators to address unmet medical needs in oncology and autoimmune diseases. Its advanced discovery engine integrates structure-based design and computational algorithms to discover and develop novel, precision therapeutics against both first-in-class and validated but intractable targets in genetically defined patient populations. Its advanced structure based discovery engine, TIBEO (Therapeutic Index and Brain Exposure Optimisation), has been validated through successful partnerships including with Blueprint Medicines. The Company''s pipeline consists of a first in class Dual coREST modifier - Dual LSD1/HDAC6 Inhibitor (JBI-802) currently in a Phase I/II clinical trial in multiple tumors, a novel brain-penetrant modulator of PRMT5 (JBI-778) for which an IND has been accepted, brain penetrant and gut restrictive PDL1 inhibitors, as well as PAD4 inhibitors for oncology and inflammatory indications.

The company''s key achievements during the Financial Year 2023-24 includes transitioning from Phase I to Phase II stage biotech with lead program (JBI-802) soon to start Phase II trials and second program (JBI-778) soon to start Phase I trials.

Total income of the company during the Financial Year 202324 was H5 million as compared to H2 million during the Financial Year 2022-23.

Jubilant Pharma UK Limited

Jubilant Pharma UK Limited, a corporation incorporated in UK, is a wholly-owned subsidiary of Jubilant Pharma Limited,

Singapore. This company is engaged in the business of marketing and supply of generic dosage formulations in market. Total income of the company during the Financial Year 2023-24 was H842 million as compared to H72 million during the Financial Year 2022-23.

Jubilant Pharma NV

Jubilant Pharma NV is a wholly-owned subsidiary of the Company through JGL and Jubilant Pharma. This company holds shares of Jubilant Pharmaceuticals NV (99.81%) and PSI Supply NV (99.50%) along with Jubilant Pharma which holds the balance shares.

Jubilant Pharmaceuticals NV

Jubilant Pharmaceuticals NV is a wholly-owned subsidiary of the Company through Jubilant Pharma NV, Belgium, which holds 99.81% of its shares and Jubilant Pharma holds the balance shares. This company is engaged in the business of licensing generic dosage forms and providing regulatory services to generic pharmaceutical companies. Total income of the company during the Financial Year 2023-24 was H1 million as compared to H1 million during the Financial Year 2022-23.

PSI Supply NV

PSI Supply NV is a wholly-owned subsidiary of the Company. 99.50% of its shares are held by Jubilant Pharma NV and the balance by Jubilant Pharma. It is engaged in the supply of generic dosage forms to the European and UK markets. Total income of the company during the Financial Year 2023-24 was H186 million as compared to H187 million during the Financial Year 2022-23.

Other subsidiaries are mentioned below:

Jubilant Pharma Holdings Inc., USA Jubilant Pharma Australia Pty. Limited Jubilant Innovation (USA) Inc.

Jubilant HollisterStier Inc., USA Jubilant First Trust Healthcare Limited Jubilant DraxImage Limited Jubilant DraxImage (USA) Inc.

Jubilant Discovery Services LLC, USA Jubilant Clinsys Inc., USA Jubilant Clinsys Limited Jubilant Therapeutics India Limited Jubilant Business Services Limited Jubilant Pharma SA Pty. Limited Jubilant Episcribe LLC, USA Jubilant Epicore LLC, USA Jubilant Prodel LLC, USA

Jubilant Epipad LLC, USA

Drug Discovery and Development Solutions Limited, Singapore

Draxis Pharma LLC, USA

Draximage (UK) Limited

TrialStat Solutions Inc., Canada

Jubilant Pharma ME FZ-LLC, Dubai

Jubilant Draximage Radiopharmacies Inc., USA

Jubilant Biosys Innovative Research Services Pte. Limited, Singapore

1359773 B.C. Unlimited Liability Company, Canada

Associate Company

SOFIE Biosciences Inc., USA SPV Laboratories Private Limited

During the year under review, there is no change in Associate companies.

The performance and financial position of the subsidiaries and associates is also given in Form AOC-1 attached to the Financial Statements for the year ended March 31, 2024.

7. PARTNERSHIPS

Jubilant HollisterStier General Partnership

It is a Canada based partnership, owned by subsidiaries of the Company - Jubilant HollisterStier Inc., Draxis Pharma LLC and 1359773 B.C. Unlimited Liability Company, that provides contract manufacturing services of sterile products including liquid and freeze-dried (lyophilized) injectables, ampoules, ophthalmic tubes/ solutions and sterile ointments and creams. The CMO Montreal facility was inspected by Health Canada in January 2024 resulting in a Compliant GMP rating, with no critical observations. The CMO Montreal facility was also inspected by the USFDA in February 2023. This resulted in four observations and classification was determined to be Official Action Indicated (OAI). The company has carried out most of the Corrective and Preventive Actions since the close of the FDA inspection. The site has also created a full remediation plan and inspection readiness plan for the upcoming inspection.

The partnership is expanding its reach as a full scale ophthalmic solution provider in the form of bottles including preservative free ointments, liquids, creams and injectables. The partnership is also planning to undertake a CAD 108 million investment at Montreal facility to modernise and augment the sterile production (liquid and lyo) capacity by over 100%. To fund this project, the partnership has arranged partially repayable loans of maximum CAD 23.8 million from the Government of Canada through its Strategic Innovation Fund (SIF) program and CAD 25 million from the Province of Quebec. This project will be completed by FY 2027, and is planned to be fully operational by FY 2028.

8. STATUTORY AUDITORS

Pursuant to Section 139 of the Act and the Rules made thereunder, the Shareholders of the Company at its 45^th AGM approved the appointment of M/s. Walker Chandiok & Co LLP, Chartered Accountants (ICAI Registration No.: 001076N/ N500013) as Statutory Auditors of the Company for a term of five (5) years from conclusion of the 45^th AGM of the Company till the conclusion of 50^th AGM of the Company.

The Auditors'' Reports for the Financial Year 2023-24 do not contain any qualification, reservation, adverse remark or disclaimer.

9. COST AUDIT

Pursuant to Section 148(1) of the Act read with the Companies (Cost Records and Audit) Rules, 2014, the Company was not required to maintain the cost records during FY 2023-24.

10. SECRETARIAL AUDIT

The Board had appointed M/s Sanjay Grover & Associates, Company Secretaries to conduct Secretarial Audit pursuant to the provisions of Section 204 of the Act for the Financial Year 2023-24. The Report of the Secretarial Auditors is attached as Annexure-2 to this Report and does not contain any qualification, reservation, adverse remark or disclaimer.

The Company has also obtained a Secretarial Compliance Report from M/s Sanjay Grover & Associates, Company Secretaries confirming compliances with the provisions of the applicable Listing Regulations for the year ended March 31, 2024. The Compliance Report will be filed within the due date with the Stock Exchanges in Compliance with the Listing Regulations.

11. REPORTING OF FRAUDS BY AUDITORS

During the year under review, Auditors did not report any instance of fraud committed in the Company by its officers or employees under Section 143(12) of the Act, the details of which need to be mentioned in the Board''s report.

12. BOARD OF DIRECTORS

Your Company is managed and controlled by a Board comprising an optimum blend of Executive, Non-Executive and Independent Directors. The Chairperson of the Board is a Non-Executive Non Independent Director. As on March 31, 2024, the Board of Directors comprises of thirteen (13) Directors, out of whom four (4) are Executive Directors including one (1) Managing Director and one (1) Joint Managing Director apart from nine (9) Non-Executive Directors, out of whom seven (7) are Independent Directors including one (1) Woman Independent Director and two (2) Non-Executive Non-Independent Directors. The composition of the Board is in conformity with Regulation 17 of the Listing Regulations and the relevant provisions of the Act.

Mr. Shirish G. Belapure (DIN: 02219458) was appointed as Non-Executive Independent Director for a period of five (5) years effective from March 7, 2023. His appointment was duly approved by the members of the Company vide postal ballot on April 12, 2023.

The Shareholders, at the 45^th Annual General Meeting (AGM) held on August 31, 2023, approved re-appointment of Mr. Arun Seth (DIN: 00204434) as an Independent Director of the Company for a second term of five (5) years effective from October 22, 2023 till October 21,2028.

Mr. Kumar Ramamurthi, Whole-Time Director (DIN: 09139426) resigned from the Board with effect from the closing business hours of October 31, 2023. The Board placed on record its appreciation for the contributions made by him during his association with the Board.

Mr. S. Sridhar (DIN: 00004272), Ms. Sudha Pillai (DIN: 02263950) and Dr. Ashok Misra (DIN: 00006051), Independent Directors of the Company, completed their second term on March 31, 2024 and accordingly ceased to be Independent Directors on Board of the Company with effect from the closing business hours of March 31, 2024. The Board placed on record its sincere appreciation for their contribution towards the success of the Company, during their tenure as Independent Directors on the Board of the Company.

The Board, at its meetings held on May 29, 2023 based on the recommendation of the Nomination, Remuneration and Compensation Committee of the Company, approved the following changes to the Board:

• Mr. Hari S. Bhartia (DIN: 00010499) stepped down from the position of Managing Director of the Company effective from the closing business hours of May 31, 2023 and continues as Co-Chairman, Non-Executive Director on the Board of the Company.

• Mr. Priyavrat Bhartia (DIN: 00020603) was appointed as Managing Director of the Company for a period of three (3) years with effect from June 1, 2023. The appointment was duly approved by the members of the Company vide postal ballot on August 21, 2023.

• Mr. Arjun Shanker Bhartia (DIN: 03019690) was appointed as Joint Managing Director of the Company for a period of three (3) years with effect from June 1, 2023. The appointment was duly approved by the members of the Company vide postal ballot on August 21,2023.

The Board at its meeting held on October 27, 2023, based on the recommendation of the Nomination, Remuneration and Compensation Committee had appointed Mr. Jinang Pratap Parekh (DIN: 10366075) as an Additional Director and Wholetime Director of the Company for a period of three (3) years with effect from November 1, 2023. His appointment as a Director and as a Whole-time Director was duly approved by the members of the Company vide postal ballot on January

25, 2024. Mr. Jinang Pratap Parekh tendered his resignation from the Board with effect from the closing business hours of May 31,2024. The Board placed on record its appreciation for the contributions made by him during his association with the Board.

The Board at its meeting held on February 02, 2024, based on the recommendation of the Nomination, Remuneration and Compensation Committee had re-appointed Mr. Arvind Chokhany (DIN: 06668147) as a Whole-time Director (Designated as Group Chief Financial Officer and Whole-time Director) of the Company for a further period of three (3) years with effect from April 1, 2024. Your Company issued a postal ballot notice dated May 17, 2024 for the approval of members and the e-voting on the resolutions is under process.

The Board at its meeting held on March 26, 2024, based on the recommendation of the Nomination, Remuneration and Compensation Committee appointed Dr. Harsh Mahajan (DIN: 00824227) and Ms. Shivpriya Nanda (DIN: 01313356), as additional directors in the category of Independent Director of the Company with effect from April 1, 2024. Your Company issued a postal ballot notice dated May 17, 2024 for the approval of members and the e-voting on the resolutions is under process. In the opinion of Nomination, Remuneration and Compensation Committee and Board, Dr. Harsh Mahajan (DIN: 00824227) and Ms. Shivpriya Nanda (DIN: 01313356) are persons of high repute, integrity, proficiency and possesses the relevant expertise and experience in the respective fields. They fulfils the conditions specified under the Act, read with Rules thereunder and the Listing Regulations and are independent of the management.

The Board at its meeting held on May 29, 2024, based on the recommendation of the Nomination, Remuneration and Compensation Committee appointed Dr. Ramakrishnan Arul (DIN: 08236356) as an Additional Director and Wholetime Director of the Company for a period of three (3) years with effect from June 1, 2024, subject to approval of the shareholders to be obtained within three (3) months hereof.

None of the Directors on the Board of the Company has been debarred or disqualified from being appointed or continuing as directors of companies by the Securities and Exchange Board of India, Ministry of Corporate Affairs or any other statutory authority.

13. RETIREMENT BY ROTATION AND SUBSEQUENT REAPPOINTMENT

In accordance with the provisions of the Companies Act, 2013 and Articles of Association of the Company, Mr. Arjun Shanker Bhartia (DIN: 03019690) and Mr. Arvind Chokhany (DIN: 06668147) retire by rotation at the ensuing AGM and being eligible, offer themselves for re-appointment. Brief resume and other details of Mr. Arjun Shanker Bhartia and Mr. Arvind Chokhany have been furnished in the Annexure of the notice of the annual general meeting.

14. KEY MANAGERIAL PERSONNEL

Mr. Arun Kumar Sharma ceased to be a Chief Financial Officer of the Company with effect from the closing business hours of May 31,2023.

Mr. Arvind Chokhany, Group Chief Financial Officer, Jubilant Bhartia Group & Whole-time Director was appointed as Chief Financial Officer of the Company with effect from June 1,

2023.

Mr. Hari S. Bhartia stepped down from the position of Managing Director of the Company effective from the closing business hours of May 31,2023.

Mr. Priyavrat Bhartia and Mr. Arjun Shanker Bhartia were appointed as Managing Director and Joint Managing Director, respectively effective June 1,2023.

Mr. Jinang Pratap Parekh was appointed as Whole-Time Director of the Company effective November 1,2023.

Apart from above-mentioned changes, there is no other change in Key Managerial Personnel of the Company during the year.

As on March 31, 2024, Mr. Priyavrat Bhartia, Managing Director, Mr. Arjun Shanker Bhartia, Joint Managing Director, Mr. Arvind Chokhany, Group Chief Financial Officer & Whole-Time Director, Mr. Jinang Pratap Parekh, Whole-Time Director and Mr. Naresh Kapoor, Company Secretary are the Key Managerial Personnel of the Company.

15. MEETINGS OF THE BOARD

During the year under review, five (5) meetings of the Board of Directors of the Company were held on May 29, 2023, July 19, 2023, October 27, 2023, February 2, 2024 and March 26,

2024.

For details of meetings of the Board and attendance of the Directors, please refer to the Corporate Governance Report, which forms part of this report.

16. COMPOSITION OF AUDIT COMMITTEE

As on March 31, 2024, the Audit Committee comprises of Mr. Vivek Mehra, Chairperson, Mr. Sushil Kumar Roongta, Member and Mr. Arvind Chokhany, Member.

Further, for details on Audit Committee, including the meetings and attendance of the members, terms of reference and changes in the committee composition etc., please refer to the Corporate Governance Report, which forms part of this report. During the year under review, all recommendations of the Audit Committee were accepted by the Board of Directors of the Company.

17. DECLARATION BY INDEPENDENT DIRECTORS

The Company has, inter alia, received the following declarations from all the Independent Directors confirming that:

• they meet the criteria of independence as prescribed under the provisions of the Act, read with the Rules made thereunder, and the Listing Regulations. There has been no change in the circumstances affecting their status as Independent Directors of the Company;

• they have complied with the Code for Independent Directors prescribed under Schedule IV to the Act; and

• they have registered themselves with the Independent Director''s Database maintained by the Indian Institute of Corporate Affairs.

In the opinion of the Board, all Independent Directors possess requisite qualifications, experience, expertise and hold high standards of integrity required to discharge their duties with an objective independent judgment and without any external influence. List of key skills, expertise and core competencies of the Board, including the Independent Directors, forms a part of the Corporate Governance Report of this Annual Report.

18. APPOINTMENT AND REMUNERATION POLICY

The Company has implemented Appointment and Remuneration Policy pursuant to the provisions of Section 178 of the Act and Regulation 19 read with Part D of Schedule II to the Listing Regulations. Salient features of the Policy and other details have been disclosed in the Corporate Governance Report attached to this Report. The Policy is available at the web-link: www.jubilantpharmova. com/investors/corporate-governance/policies-and-codes/ appointment-and-remuneration-policy.

19. ANNUAL PERFORMANCE EVALUATION OF THE BOARD

The Annual Performance Evaluation of the directors (including Chairman), Committees and the Board as a whole was carried out in compliance with the requirement of Section 178 of the Act and Regulation 17, 19 and 25 of the Listing Regulations. The criteria, manner of performance evaluation and related details are given in the Corporate Governance Report.

20. DIRECTORS'' RESPONSIBILITY STATEMENT

Your Directors, based on the representation received from the management, confirm that:

(i) in the preparation of the annual accounts, the applicable accounting standards have been followed along with proper explanation relating to material departures;

(ii) the Directors have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as on March 31,2024 and of the profits of the Company for the year ended March 31,2024;

(iii) the Directors have taken proper and sufficient care for the maintenance of adequate accounting records

in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

(iv) the Directors have prepared the annual accounts on a going concern basis;

(v) the Directors have laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and are operating effectively.

Based on the framework of internal financial controls including the Controls Manager for financial reporting and compliance systems established and maintained by the Company, work performed by the internal, statutory and secretarial auditors and the reviews performed by the management and the relevant Board committees, including the Audit Committee, the Board is of the opinion that the Company''s internal financial controls were adequate and effective during the Financial Year 2023-24; and

(vi) the Directors have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems are adequate and operating effectively.

Based on the framework of internal financial controls including the Controls Manager for financial reporting and compliance systems established and maintained by the Company, work performed by the internal, statutory and secretarial auditors and the reviews performed by the management and the relevant Board committees, including the Audit Committee, the Board is of the opinion that the Company''s internal financial controls were adequate and effective during FY 2023-24; and

(vii) the Directors have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems are adequate and operating effectively.

21. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO

Information relating to Conservation of Energy, Technology Absorption and Foreign Exchange Earnings and Outgo required to be disclosed pursuant to Section 134 of the Act read with the Companies (Accounts) Rules, 2014 is given as Annexure-3 and forms part of this Report.

22. EMPLOYEES

Particulars of Directors and Employees as required under Section 197(12) of the Act read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 are given as Annexure-4 and form part of this Report.

The statement containing particulars of employees, as required under Section 197 of the Act, read with Rule 5(2) and Rule 5(3) of the Rules, is provided in a separate annexure forming part of this Board''s Report. However, in terms of the provisions of Section 136 of the Act, the Annual Report is being sent to the members of the Company, excluding the said annexure. The said annexure is available for inspection by the shareholders at the Registered Office of the Company during working hours of the Company i.e. on Monday to Friday between 11:00 a.m. (IST) to 05:00 p.m. (IST). Any shareholder interested in obtaining a copy of the said annexure may write to the Company Secretary of the Company or send an email at the following email address: [email protected].

23. HUMAN RESOURCES

At the heart of your organisation is the commitment to foster an "Employee First" culture, driven by our values of caring, sharing, and growing.

In line with this, the Company consistently listen to the employees at various touchpoints throughout their iourney with the Company. By identifying our strengths and addressing areas of concern, the Company remain agile and responsive to the evolving needs of its workforce. Partnering with Willis Tower Watson, your Company introduced the ''Jubivoice Employee Experience Survey'', which garnered a sustainable engagement score of 86% - a testament to our commitment to fostering a workplace where every individual feels valued and supported.

With the continued focus on enhancing the employee experience, your Company has been comprehensively addressing the four elements of wellbeing: physical, mental, social, and financial. The Company enable this through the employee assistance programs, delivered by experts and delivered by industry professionals, the Company strive to provide its employees with the tools and resources they need to thrive personally and professionally.

Your Company recognise that one of its greatest asset in achieving continued business success is its talented workforce and to ensure they''re equipped for the challenges ahead, the Company is dedicated to fostering a culture of continuous learning and leadership development. Through structured classroom training and a cutting-edge digital learning platform, the Company provide its employees with the skills, mind-set, and competencies they need to thrive. Additionally, the Company is cultivating sustainable leadership - leaders who will not only guide your company now but also chart the course for a successful future. Our Leadership Development focus was marked by the graduation of its senior leaders from the Global Leadership Program, a nine-month iourney curated in partnership with INSEAD. This was focused on equipping its senior leaders for success in the digital era.

In pursuit of excellence, your Company meticulously craft a

high-performance culture within the organisation, starting with our robust performance management process. Through initiatives such as our esteemed "Applause" program and the prestigious Chairmen''s Annual Awards, the Company not only celebrate exceptional accomplishments but also ingrain a culture of appreciation and recognition deep into our DNA. The Company''s culture of high performance is further strengthened by giving continuous performance feedback, Pay for performance and role based promotions. This unleashes the full potential of its employees and drive us towards collective success.

24. POLICY FOR PREVENTION OF SEXUAL HARASSMENT

The Company as an employer is committed to creating a work place that is free from all forms of sexual harassment. In order to deal with sexual harassment at workplace, the Company has implemented the Policy for Prevention of Sexual Harassment Policy (POSH) with training to all employees by an external consultant having expertise in subject matter.

The Company has constituted the Internal Complaints Committee and is in compliance with the provisions of the Sexual Harassment of Women at workplace (Prevention, Prohibition and Redressal) Act, 2013. The Company received two (2) complaints under POSH during the Financial Year 2023-24, which were disposed off during the Financial Year 2023-24.

The Company periodically conducts sessions for employees across the organisation to build awareness about the Policy and the provisions of the Prevention of Sexual Harassment Act.

25. RISK MANAGEMENT AND INTERNAL CONTROL SYSTEMS

Pursuant to Regulation 21 of Listing Regulations, your Company has constituted a Risk Management Committee of the Board. As on March 31, 2024, the committee comprises of six (6) members including three (3) Independent Directors of the Company. The Committee met twice in Financial Year 2023-24 on April 25, 2023 and October 12, 2023. The gap between the two (2) meetings was not more than one hundred and eighty (180) days. The Committee is authorised to monitor and oversee implementation of the risk management policy, including evaluating the adequacy of risk management systems, if any.

The Company has formed a strong risk management framework that enables regular and active monitoring of business activities for the identification, assessment and mitigation of potential internal or external risks. The Company has established processes and guidelines, along with a strong overview and monitoring system at the Board and senior management levels. Our senior management team sets the overall tone for risk minimisation culture through defined and communicated corporate values, clearly assigned risk mitigation responsibilities, and appropriately delegated

authority. Your Company has laid down procedures to inform Board members about the risk assessment and risk minimisation procedures. Your Company has in place a comprehensive internal audit plan and a robust Enterprise Risk Management (ERM) exercise which helps to identify risks at an early stage and take appropriate steps to mitigate the same. As an organisation, the Company promotes strong ethical values and high levels of integrity in all our activities, which by itself significantly mitigates risk.

Internal Financial Controls

To compete globally, world class Corporate Governance and Financial Controls over operations are necessary for the Company. The Internal Financial Controls as mandated by the Act not only require a certification from CEO-CFO but also put an obligation on the Board of Directors to ensure that the Internal Financial Controls are adequate and are operating effectively. Besides this, the Statutory Auditors are also required to give an opinion on the adequacy and effectiveness of Internal Controls over Financial Reporting (''ICFR''). Your Company has a transparent framework for periodic evaluation of the Internal Financial Controls through annual testing of operative effectiveness of internal controls, perpetual internal audit exercises and quarterly online controls self-assessment through Controls Manager software, thereby reinforcing the commitment to adopt the best corporate governance practices.

A detailed note on Internal Control Systems and Risk Management is given under ''Management Discussion and Analysis Report''.

26. VIGIL MECHANISM

The Company has adopted Vigil Mechanism and the same has been disclosed in the Corporate Governance Report and forms part of the Report. The Whistle Blower Policy has been posted on the Company''s website at https://www. iubilantpharmova.com/investors/corporate-governance/ policies-and-codes/whistle-blower-policy.

Further, the Whistle Blower Policy provides for adequate safeguards against victimisation of Director(s) or Employee(s) and also provides for direct access to the Chairperson of the Audit Committee in appropriate or exceptional cases. During the financial year, no such complaints were received.

27. CORPORATE SOCIAL RESPONSIBILITY

Pursuant to the provisions of Section 135 of the Act, the Company has constituted a Sustainability and Corporate Social Responsibility (CSR) committee. As on March 31,2024, the Committee comprises of five (5) Directors out of which two (2) are Non-Executive Independent Director, and three (3) are Executive Directors.

The CSR is an essential pillar of Jubilant in its endeavours towards sustainable & responsible growth. CSR activities at Jubilant are weaved in accordance with the provisions of Section 135 read with Schedule VII to the Act. Besides, the

CSR initiatives at the company are in line with the United Nations Sustainable Development Goals (SDGs).

Jubilant Bhatia Foundation (''JBF'') formed in the year 2007, a not-for-profit arm of the Jubilant Bhartia Group works towards conceptualisation and implementation of CSR activities of all group companies of Jubilant. Since the year 2003, the Company has been issuing its Corporate Sustainability report which has external assurance and this is as per the Global Reporting Initiative (''GRI'') guidelines. The Company is also receiving A level by GRI since the year 2007. Along with this, from the year 2017-18, the Corporate Sustainability Report is aligned with the GRI Standards in accordance with the ''Comprehensive'' option. All reports are available on the Company''s website at the weblink: www.iubilantpharmova. com/sustainability/sustainability-report.

Through CSR, the Company is working in the realm of Health, Education & Livelihood. The CSR projects focuses towards empowering and adding value in the lives of the communities around the area of operations of Jubilant with a 4P (Public-Private-People-Partnership) during the implementation. JBF''s detailed activities are available on its website: www.iubilantbhartiafoundation.com.

In Financial Year 2024, with a vision to bring progressive social change through strategic multi-stakeholder partnership involving knowledge generation & sharing, experiential learning and entrepreneurial ecosystem, the Company continued working towards empowering and adding value in the lives of the communities around the area of operations of the Company.

In Financial Year 2024, Jubilant Pharmova through CSR reached out to the community around its manufacturing unit through several community empowering projects as below:

Jubicare/Arogya: To achieve good health and well-being, promote health-seeking behaviour and provide effective basic healthcare, the foundation is implementing Arogya/ Jubicare programme through Mobile Medical Unit.

- Besides, the foundation is also reaching to the community through focused awareness program on nutrition for the community through village level workers.

Muskaan: Strengthening Rural Education system through various education centric programmes in government school:

- Khushiyon ki Pathshala program to inculcate 21^st century value based skills in rural government primary school student;

- Digitisation program in partnership with HP across the location through E-Muskaan;

- Setting up of Micro science Labs in schools;

- Career counselling to support students of government

school to make informed career choices.

Nayee Disha: Livelihood centric programs to enhance employability of community as below:

- Vocational Training & Virtual skilling Program to enhance employability skills amongst youths & women in the community around manufacturing units

- JubiFarm to empower farmers by facilitating access to modern and sustainable farming methods.

Rural Development- to strengthen the services in the rural areas for the community following programs were implemented:

- Jansuvidha Kendra for community for awareness and easy access to government''s social welfare scheme.

- Jansanchetna Program for emergency preparedness at village level through Emergency Response Team (ERTs).

During the year under review, your Company spent H29 million on its CSR activities. The CSR initiatives undertaken by your Company, along with other details including contents of the CSR Policy, form part of the annual report on CSR activities for Financial Year 2023-24, which is annexed as Annexure-5.

28. BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORT

In compliance with Regulation 34(2)(f) of the Listing Regulations, the Business Responsibility and Sustainability Report ("BRSR") as stipulated under the Listing Regulations is presented in a separate section forming part of the Annual Report.

29. OTHER DISCLOSURES

i. Extracts of Annual Return: Pursuant to the provisions of Section 134(3)(a) of the Act, the Annual Return for the Financial Year 2023-24 has been uploaded on the Company''s website and can be accessed at https:// www.iubilantpharmova.com/investors/financials/ annual-return.

ii. Public Deposits: The Company has not accepted any deposits from the public during the year. The Company had no outstanding, overdue, unpaid or unclaimed deposits at the beginning and end of the Financial Year 2023-24.

iii. Loans, Guarantees and Investments: Details of loans, securities and investments along with the purpose for which the loan or security is proposed to be utilised by the recipient have been disclosed in Note nos. 5, 6 and 41 to the Standalone Financial Statements, as applicable. The Company has not provided any guarantee.

During the Financial Year 2023-24, the Company has invested an amount of H13.62 million in O2 Renewable

Energy XVI Private Limited (''O2 Renewable''), a wholly-owned subsidiary of O2 Energy SG Pte. Ltd., Singapore, a leading renewable energy developer for acquisition upto 19.89% stake in O2 Renewable for purchase of renewable energy power generated from the Captive Generating Plant. This will help to meet the green energy requirement for Company''s manufacturing facility located at Nanjangud, Karnataka and optimise energy cost.

iv Particulars of Contracts or Arrangements with the Related Parties: The Company has formulated a policy on Materiality of Related Party Transactions and Dealing with Related Party Transactions (''RPTs''). The Policy is available at https://www.iubilantpharmova.com/ investors/corporate-governance/policies-and-codes/ policy-on-rpts. Prior omnibus approval is obtained for RPT''s which are of repetitive natures. All RPTs are placed before the Audit Committee for review and approval. All RPT''s entered into during the Financial Year 202324 were in the ordinary course of business and on arm''s length basis. No material RPTs were entered into during the Financial Year 2023-24 by the Company as defined in the Policy. Accordingly, the disclosure of RPTs as required under Section 134(3) (h) of the Act in Form AOC-2 is not applicable. Your Directors draw attention of the members to Note no. 37 to the Standalone Financial Statements which sets out the Related Party disclosures.

v. Material Changes in Financial Position: No material change or commitment has occurred after close of the Financial Year 2023-24 till the date of this Report, which affects the financial position of the Company.

vi. Orders passed by Courts/ Regulators: No significant or material order has been passed by the regulators or courts or tribunals impacting the going concern status of the Company or its future operations..

vii. Secretarial Standards: The Company has complied with the Secretarial Standard 1 and 2 issued by the Institute of Company Secretaries of India on Meetings of the Board of Directors and General Meetings.

viii. No disclosure or reporting is required in respect of issue of equity shares with differential voting rights as to dividend, voting or otherwise as the same is not applicable.

ix. Neither the Managing Director nor the Whole-time Director(s) of the Company received any remuneration or commission from any of its subsidiaries.

x. No application has been made under the Insolvency and Bankruptcy Code, 2016. Hence, the requirement to disclose the details of the application made or any proceeding pending under the said Code during the year along with their status as at the end of the financial

year is not applicable.

xi. The requirement to disclose the details of the difference between the amount of the valuation done at the time of one-time settlement and the valuation done while taking a loan from the Banks or Financial Institutions along with the reasons thereof, is not applicable.

30. CORPORATE GOVERNANCE

As a responsible corporate citizen, the Company is committed to maintain the highest standards of Corporate Governance and believes in adhering the best corporate practices prevalent globally.

A detailed Report on Corporate Governance is attached as Annexure-6 and forms part of this Report. A certificate from Mr. Rupinder Singh Bhatia, Practising Company Secretary (C.P No. 2514), confirming Compliance with the conditions of Corporate Governance, as stipulated in Clause E of Schedule V to the Listing Regulations is attached to the Corporate Governance Report.

The Board Members and Senior Management Personnel have affirmed compliance with the Code of Conduct for Directors and Senior Management for the year ended March 31, 2024. A certificate from the Managing Director confirming the same is attached to the Corporate Governance Report.

A certificate from the CEO and CFO confirming correctness of the financial statements, adequacy of internal control measures, etc. is also attached to the Corporate Governance

Report.

31. MANAGEMENT DISCUSSION AND ANALYSIS REPORT

The Management Discussion and Analysis Report on the operations of the Company as provided under the Listing Regulations has been given separately and forms part of this Report.

32. ACKNOWLEDGEMENTS

Your Directors acknowledge with gratitude the cooperation and assistance received from the Central and State Government authorities, International Regulatory Agencies viz. USFDA, EU agencies, Australian agency, Canadian agency, World Health Organisation (WHO) etc. Your Directors thank the shareholders, debenture holders, financial institutions, banks/ other lenders, debenture trustee, customers, vendors and other business associates for their confidence in the Company and its management and look forward to their continued support. The Board wishes to place on record its appreciation for the dedication and commitment of the Company''s employees at all levels, which has continued to be our major strength. We look forward to their continued support in the future.

For and on behalf of the Board

Shyam S. Bhartia Priyavrat Bhartia

Chairman Managing Director

(DIN: 00010484) (DIN: 00020603)

Place: Noida

Date: May 29, 2024

Injectables and Non-sterile products, Solid Dosage Formulations and APIs through six manufacturing facilities that cater to all the regulated markets including the US, Europe and other geographies. Jubilant Biosys Limited provides contract research and development services through two world class research centers in Bangalore and Noida in India. Jubilant Therapeutics is involved in Proprietary Novel Drugs business and is an innovative biopharmaceutical company developing breakthrough therapies in the areas of oncology and auto-immune disorders. Jubilant Pharmova Limited has a team of over 6,000 multicultural people across the globe. The Company is well recognised as a ''Partner of Choice'' by leading pharmaceuticals companies globally. For more information, please visit: www.iubilantpharmova.com.

(I) Standalone Financials

Revenue from Operations

In the Financial Year 2021-22, on a standalone basis, the Company recorded total revenue from operations of H877 million.

EBITDA

For the year ended March 31, 2022, Earnings before Interest, Taxes, Depreciation and Amortisation (''EBITDA'') stood at H 1,190 million.

Reported Net Profit after Tax and EPS

Reported Net Profit after Tax was H785 million in the Financial Year 2021-22. Basic Earnings per Share (''EPS'') stood at H4.93 per equity share of H1 each.

(II) Consolidated Financials

The Consolidated Financial Statements, prepared in accordance with the provisions of the Companies Act, 2013 (the ''Act''), the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (the ''Listing Regulations'') and Indian Accounting Standards (Ind-AS) as per the Companies (Indian Accounting Standards) Rules, 2015 notified under Section 133 of the Act, form part of the Annual Report.

Performance Review

Revenue from the continuing operations for the year was H61,302 million as compared to H60,985 million in the Financial Year 2020-21. Revenue from the Pharmaceuticals segment was H56,507 million as compared to H57,897 million in the Financial Year 2020-21. Revenue from the Contract Research and Development Services was H4,574 million for the year as compared to H3,052 million in the Financial Year 2020-21. Revenue from Proprietary Novel Drugs was H18 million for the

year as compared to H37 million in the Financial Year 2020-21. Revenue from Management Services stood at H203 million for the year.

EBITDA from the continuing operations was H11,676 million for the year as compared to H 14,141 million in the Financial Year 2020-21. EBITDA of the Pharmaceuticals segment was H 10,871 million for the year as compared to H13,863 million in the Financial Year 2020-21 with margins of 19.2% as against 23.9% in the Financial Year 2020-21. Contract Research and Development Services reported EBITDA of H1,691 million as compared to H1,085 million in the Financial Year 2020-21 with margins of 37.0% as against 35.6% in the Financial Year 2020-21.

Profit after Tax from the continuing operations was H4,130 million as compared to H5,739 million in the Financial Year 202021. Earnings per Share (EPS) from the continuing operations was H26.00 per equity share of H1 each.

The Company has considered the possible effects that may result from the COVID-19 pandemic on the carrying amounts of receivables, inventories, property, plant and equipment and intangible assets. In developing the assumptions relating to the possible future uncertainties in the global economic conditions, the Company has used internal and external sources of information, including economic forecasts and estimates from market sources, on the expected future performance of the Company.

On the basis of evaluation and current indicators of future economic conditions, the Company expects to recover the carrying amounts of these assets and does not anticipate any impairment to these financial and non-financial assets. However, the impact assessment of COVID-19 is a continuing process, given the uncertainties associated with its nature and duration. The Company will continue to monitor any material changes to the future economic conditions.

DIVIDEND

The Board is pleased to recommend a dividend of 500% i.e. H5 per fully paid up equity share of H1 each amounting to H796.41 million for the year ended March 31, 2022. The payment of dividend is subject to approval of the shareholders at the forthcoming Annual General Meeting (''AGM'') of the Company and shall be subject to deduction of income tax at source.

TRANSFER TO GENERAL RESERVE

During the year under review, no amount has been transferred to General Reserve of the Company.

CAPITAL STRUCTURE

(a) Share Capital

During the year, there has been no change in the authorised, subscribed and paid-up share capital of the Company. As on March 31,2022, the paid-up share capital stood at H159,281,139 comprising 159,281,139 equity shares of H1 each.

(b) Employees Stock Option Plan and General Employee Benefits Scheme

The Company has an employee stock option plan namely JLL Employees Stock Option Plan 2018 (''Plan 2018''). There was no material change in the Plan 2018 during the year and the Plan is in compliance with the SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021 (the ''SEBI ESOP Regulations'').

During the year, 35,734 Options were granted. Each Option entitles the holder to acquire one equity share of H1 each of the Company at the exercise price fixed at the time of grant.

The Company has a general employee benefits scheme namely Jubilant General Employee Benefits Scheme-2019 (''JGEBS-2019''). The Scheme is in compliance with the SEBI ESOP Regulations and there was no material change in the Scheme during the year.

The details of the Plan 2018 and JGEBS-2019 pursuant to the SEBI ESOP Regulations have been placed on the website of the Company and the same can be accessed at the web-link https:// www.iubilantpharmova.com/Uploads/image/893imguf esop disclosure2022.pdf.

(c) Debentures

In the Financial Year 2021, the Company had issued Secured Redeemable Unlisted Non-Convertible Debentures (''NCDs'') of H950 million for a period of upto 5 years. These NCDs are outstanding as on date.

SCHEME OF ARRANGEMENT

The Board of Directors of the Company, at its meeting held on July 23, 2021, approved reorganisation of the APIs business of Jubilant Generics Limited (''JGL''), an indirect wholly-owned subsidiary for inter alia better operational synergy and management effectiveness, by way of a demerger of the APIs undertaking of JGL and vesting of the same with the Company, on a going concern basis (''the Demerger''), to be implemented through a Scheme of

Arrangement between JGL and the Company and their respective shareholders and creditors under Sections 230 to 232 and other applicable provisions of the Companies Act, 2013 (''Scheme''). The Company and JGL have filed the required petition with the Hon''ble National Company Law Tribunal, Allahabad Bench (''NCLT'') seeking its approval for the Scheme.

Subsequent to the year end, the petition was heard by the Tribunal on April 25, 2022 and the Scheme was approved vide Order dated May 23, 2022. The Appointed Date of the Scheme is April 1,2022. The Scheme will take effect upon the filing of the Formal Order of the Tribunal with the Registrar of Companies, which filing is targeted/ expected on July 1,2022.

SUBSIDIARIES

As on March 31, 2022, the Company had 35 subsidiaries. Brief particulars of the principal subsidiaries on a stand-alone basis are given below:

Jubilant Pharma Limited

Jubilant Pharma Limited, Singapore (''Jubilant Pharma'') is a wholly-owned subsidiary of the Company. Jubilant Pharma holds the global pharmaceutical business of the Company through its subsidiaries in the US, Canada, Europe, India and rest of the world. These subsidiaries of Jubilant Pharma are engaged in manufacturing, marketing and distribution of various pharmaceutical products and services including APIs, oral dosage forms (tablets and capsules), contract manufacturing of sterile injectables including vaccines, ointment, creams and liquids, allergy therapy products and radiopharmaceutical products. Jubilant Pharma also operates a network of radiopharmacies in the the US, through its wholly-owned subsidiary with 48 pharmacies in 21 states of the US. Total income of the company during the Financial Year 2022 was H350.39 million as compared to H393.17 million during the Financial Year 2021.

Jubilant Generics Limited

Jubilant Generics Limited (''JGL'') is a wholly-owned subsidiary of the Company through Jubilant Pharma. JGL is engaged in the business of manufacturing of Active Pharmaceutical Ingredients ("APIs") and Dosage Forms. It has three state of-the-art R&D Centres in Noida, Uttar Pradesh, which are equipped with world class infrastructure. JGL has India Branded Pharmaceuticals ("IBP") business which caters dosage formulations under its own brand name to the Indian market in therapeutic areas including chronic specialties like Cardiology and Diabetes.

JGL''s APIs portfolio is focused on Lifestyle driven Therapeutic Areas (CVS, CNS) and also targets complex and newly approved molecules. The company is among the leading global producers for five APIs in its portfolio helping it to maintain its competitive position in the industry. The APIs manufacturing plant at Nanjangud, Karnataka is spread over 69 acres, and caters to the sales worldwide primarily to the regulated markets. The manufacturing facility is inspected by the global regulatory agencies such as US FDA, Health Canada, TGA Australia, EU GMP from National Institute of Pharmacy and Nutrition Hungary, Japan PMDA, FSSAPS France, KFDA Republic of Korea, ANVISA Brazil, COFEPRIS, Mexico and others.

During the Financial Year 2019, US FDA inspected the Nanjangud facility of JGL and consequently in March 2019, this facility was put under US FDA''s Inspection Classification status of "Official Action Indicated"(''OAF). As a result, while supplies of the approved products to the US continue but the approvals of pending applications or supplements for products to the US may be withheld. JGL undertook a holistic review to implement necessary corrective and preventive actions and also engaged third party cGMP consultants to support and identify areas of improvement and has been voluntarily updating US FDA. JGL has completed all identified corrective and preventive actions and updated the agency.

The dosage formulations manufacturing location at Roorkee, Uttarakhand, with 5 acres of infrastructure, is inspected by global regulatory agencies such as US FDA, Japan PMDA, UK MHRA, Australia TGA, WHO and Brazil ANVISA. This facility primarily manufactures immediate and modified release oral solid dosage forms (Tablets, Capsules and Powder for Suspension) with capabilities on complex processes like fluid bed pellet coating, MUPS (Multi Unit Pellet System) and extended release drug delivery technology based on matrix formulations and functional coatings. In addition to manufacturing and supplies of finished formulations to the US market, JGL''s non-US finished formulations business is focussed on various markets in EU, Japan, Canada, Australia as well as various countries in the emerging markets. JGL also caters to the selected overseas markets under its own brand name. JGL''s major therapy areas includes Cardiovascular, CNS and Gastrointestinal products with special focus on vertical integration and in-house APIs leading to greater competitiveness in the market place.

During the Financial Year 2019, the US FDA inspected the Roorkee facility of JGL and consequently in March 2019 issued Warning Letter to the Roorkee facility. In March 2021, the US FDA conducted an inspection of the Roorkee facility and issued a Form 483 with seven observations. Subsequently in July 2021, US FDA listed JGL under import alert with an exception for 4 products manufactured at the Roorkee facility. JGL has engaged independent third party cGMP consultants to mitigate the gaps identified by the US FDA and it is keeping the US FDA updated on its corrective and preventive actions. Post import alert, JGL manufactures only the approved and permitted products at the Roorkee plant for distribution in US. JGL continues to manufacture and supply the products to all the other markets where the products are approved, other than US. New product approvals for US market will be withheld due to the import alert. JGL is committed to implement the necessary corrective actions required to address the US FDA concerns at the earliest and it continues to work in close coordination with the US agency.

Total income of JGL during the Financial Year 2022 was H12,896.32 million as compared to H14,771.53 million during the Financial Year 2021.

The Company is in compliance with Regulation 24A of the Listing Regulations. Secretarial Audit was conducted for JGL, an unlisted material subsidiary of the Company. Copy of the Secretarial Audit Report of JGL is attached as Annexure-1 to this Report. The Secretarial Audit report of JGL does not contain any qualification, reservation or adverse remark or disclaimer.

Jubilant Cadista Pharmaceuticals Inc.

Jubilant Cadista Pharmaceuticals Inc., a corporation incorporated in Delaware, US is a wholly-owned subsidiary of Jubilant Pharma Holdings Inc. This company is engaged in the business of manufacturing solid dosage forms of generic prescription pharmaceuticals at its US FDA approved manufacturing facility in Salisbury, Maryland, US. Its customer base includes large wholesalers, retail and pharmacy chains. As on March 31, 2022, there were 13 products marketed in the US with focus in the therapeutic areas of CVS, CNS, Anti Allergic, Steroids, etc. Total income of the company during the Financial Year 2022 was H6,462.09 million as compared to H 10,100.86 million during the Financial Year 2021. The US FDA inspected the site last in February 2020 that resulted in a rating of GMP compliance.

Jubilant Cadista Pharmaceuticals Inc. facility at Salisbury, Maryland successfully completed the periodic inspection by Maryland, US Department of the Environment/ City of Salisbury, Maryland.

At our Salisbury, Maryland manufacturing facilities, structured improvement projects have been undertaken that have delivered significant conversion cost savings, while at the same time improving safety rate, deviation rate, productivity, batch rejections and service level. The site has undertaken numerous energy-saving projects to reduce our utilities costs.

Jubilant HollisterStier LLC

Jubilant HollisterStier LLC (JHS) is a wholly-owned subsidiary of Jubilant Pharma Holdings Inc. This subsidiary is a fully integrated leading CMO player based out of North America with operations in Spokane, Washington, USA and Montreal, Canada. The facilities offer manufacturing services including sterile injectable (both liquid and lyophilization), ampoules and sterile and non-sterile ointments, creams, and liquids. This company is among the leading Contract Manufacturers in North America for sterile injectable and expanding its reach as a fill scale ophthalmic solution provider in the form of bottles including preservative free ointment and injectable. Its facilities are approved by regulators across the world including US FDA, Health Canada, ANVISA Brazil, PMDA Japan, Russia, MHRA and various others. The products manufactured at both sites are sold in over 50 countries across the globe by its customers. The company lays strong emphasis on compliance and protecting Intellectual Property Rights (IPR) for its customer base. The company will continue to focus on the highest level of compliance with a lean operation setup and supply of right quality products in a timely manner to its customers which helps it further grow the order book. The US FDA inspected the Spokane site last in 2021 by both the Center for Biologics Evaluation and Research and the Center for Drugs Evaluation and Research. These inspections resulted in ratings of ''GMP Compliance. The Spokane site was also inspected by Armenia in 2021 and again, the site received a ''GMP Compliant'' rating. The US FDA inspected the Montreal site last in 2018 that resulted in a ''GMP Compliance'' rating. In addition, the Montreal site was inspected by Health Canada in 2021 and again received a GMP compliant rating. Further the sites go through numerous client audits during the year that also enhance their readiness for FDA inspection. Injectables form an increasing proportion of new approvals by innovators for which there is shortage of capacity for high quality manufacturing

sterile sites as available with the company. The need for injectable has further been enhanced because of COVID pandemic. Its CDMO business has played a very integral role in current pandemic with contracts and various others for manufacturing vaccines and therapeutic drugs to fight the pandemic.

In May 2022, JHS entered into a cooperative agreement for $149.6 million (USD) with the Army Contracting Command, in coordination with the Joint Program Executive Office for Chemical, Biological, Radiological, and Nuclear Defense (JPEO-CBRND) on behalf of the Biomedical Advanced Research and Development Authority (BARDA), within the US Department of Health and Human Services. The effort was funded under the American Rescue Plan. This agreement will enable the company to double its injectable filling production capacity at a total cost of $193 million, at its Spokane, Washington manufacturing facility. This will be completed by 2025. This agreement is in addition to the $92 million filling line expansion announced in November 2021, which will be commercially available by the end of 2024. The planned expansion will double the injectable manufacturing capacity at Spokane. The lines will be latest technology high speed isolator fill lines with lyophilizers.

The Allergy Immunotherapy business provides products in the US and also exports to several international markets such as Canada, Europe and Australia. We supply bulk extracts to physicians who then use the products for diagnostic testing and to administer immunotherapy treatment. Allergenic extracts in our portfolio are offered in the form of consistent, high-quality, differentiated products along with a range of specialised diagnostic devices for skin testing.

A differentiated business of manufacturing and marketing of allergenic extracts is backed by one of the oldest and most trusted brands, HollisterStier, which is in existence for over 100 years. The company has been focusing on expanding market coverage and ensuring robust offering of our antigens to Customers. In addition, we have increased capacities in Lyophilization and are further increasing capacities in the Allergy Immunotherapy manufacturing facility to ensure consistent and reliable supply of our flying insect venom products. We are the sole producers and suppliers of venom immunotherapy in the US.

This business continues to build on the development of innovative products to address various allergies. The company is expanding its footprint beyond the US and is building networks in other regions outside of North America including EU, MEA and APAC with a focus on our venom immunotherapy products in these regions.

Total income of the company during the Financial Year 2022 was H16,286.86 million as compared to H15,874.96 million during the Financial Year 2021.

Jubilant DraxImage Inc.

Jubilant DraxImage Inc. (''JDI'') is a wholly-owned subsidiary of the Company through Jubilant Pharma. JDI has a solid foundation in speciality pharma. JDI is headquartered in Montreal, Canada, where it operates a highly specialised manufacturing facility approved by US FDA, Health Canada and selected EU countries. JDI develops, manufactures, commercialises and distributes radiopharmaceuticals used in Nuclear Medicine for the diagnosis,

treatment and monitoring of a broad range of diseases. It serves hospital-based customers (Nuclear Medicine Physicians, Nuclear Cardiologists and Technologists) in addition to specialised commercial radiopharmacies in the United States and Canada. JDI employs about 820 highly skilled professionals dedicated to providing high quality, reliable products and services to healthcare providers around the globe. The business is supported by an experienced research and development organisation, specialised radiopharmaceutical manufacturing, strong regulatory affairs, quality systems and marketing and commercial operations. The disease areas of specialisation include cardiology, oncology, neurology, and therapeutics for neuro-endocrine and thyroid diseases. The business distributes radiopharmaceutical products through a network of 48 pharmacies in the United States.

Jubilant Radiopharmaceuticals business is a market leader in North America in several specialty areas, including I-131 Therapeutic and Diagnostics (Theranostics) for imaging and treatment of thyroid diseases and thyroid cancer, Macro-Aggregated Albumin (MAA) for lung perfusion imaging and Diethylene Triamine Penta-acetic Acid (DTPA) for renal, brain and functional pulmonary imaging. RUBYFILL®, a cutting-edge, novel technology for PET myocardial perfusion imaging (MPI) to evaluate regional myocardial perfusion in adult patients with suspected or known coronary artery disease is approved by US FDA, Health Canada, Swissmedic, Switzerland, BfArM, Germany and Le gouvernement du Grand- Duche de Luxembourg, Luxembourg.

Jubilant Radiopharmaceuticals business is sponsoring and supporting two clinical trials for I-131-MIBG, a unique approach under evaluation for first-line and later stage treatment of high-risk neuroblastoma. Approximately 800 patients are diagnosed with Neuroblastoma every year, mostly children.

Total income of the company during the Financial Year 2022 was H19,732.01 million as compared to H9,492.35 million during the Financial Year 2021. The US FDA inspected the site last in 2017. The site was also inspected with the ''Compliance'' rating by Health Canada in 2021 and 2022, both resulting in ratings of GMP compliance.

Effective June 1, 2021, Jubilant Draximage Inc. acquired the Radiopharmacies business which operates 48 radiopharmacies in 21 States and is headquartered in Yardley, PA. Jubilant''s radiopharmacy network is the second largest network of commercial nuclear radiopharmacies in the United States, directly serving over 3,000 individual hospitals, clinics and medical centers. Business delivers approx. 3 million patient doses per year.

Jubilant Pharma NV

This is a wholly-owned subsidiary of the Company through JGL and Jubilant Pharma. This company holds shares of Jubilant Pharmaceuticals NV (99.81%) and PSI Supply NV (99.50%) along with Jubilant Pharma which holds the balance shares.

Jubilant Pharmaceuticals NV

This is a wholly-owned subsidiary of the Company through Jubilant Pharma NV, Belgium, which holds 99.81% of its shares and Jubilant Pharma holds the balance shares. This company is engaged in the business of licensing generic dosage forms and providing regulatory

services to generic pharmaceutical companies. Total income of the company during the Financial Year 2022 was H0.65 million as compared to H7.81 million during the Financial Year 2021.

PSI Supply NV

This is a wholly-owned subsidiary of the Company. 99.50% of its shares are held by Jubilant Pharma NV and the balance by Jubilant Pharma. It is engaged in the supply of generic dosage forms to the European markets. Total income of the company during the Financial Year 2022 was H229.18 million as compared to H330.99 million during the Financial Year 2021.

Jubilant Biosys Limited

Jubilant Biosys Limited (''Biosys'') provides Drug Discovery and Contract Development and Manufacturing Services to global pharmaceutical and biotech companies as mentioned below:

• Collaborative/ Partnership Model with Integrated Drug Discovery program across a single or a portfolio of molecules;

• Services in the areas of Medicinal Chemistry, In Vitro Biology, In Vivo Biology, Structural Biology, Drug Metabolism and pharmacokinetics (DMPK), Toxicology and Discovery Informatics on Full Time Equivalent (FTE) or Fee For Service (FFS) based model;

• Synthetic Organic Chemistry, Process Research & Development, Scale up and GMP supplies under Full Time Equivalent, or Fee for Service model.

Total income of the company during the Financial Year 2022 was H4,870.98 million as compared to H3,214.48 million during the Financial Year 2021.

Jubilant Therapeutics Inc.

Jubilant Therapeutics is a clinical stage precision therapeutics company advancing potent and selective small molecule modulators to address unmet medical needs in oncology and autoimmune diseases. Jubilant Therapeutics'' platform uses Therapeutic Index & Brain Exposure Optimisation (TIBEO) to develop highly differentiated novel drugs for genetically defined patient populations. The company is progressing its most advanced program - first in class dual inhibitor of LSD1/HDAC6 to Phase I/ II in 2022, followed by additional INDs with novel brain-penetrant modulators of PRMT5 and PDL1, as well as PAD4 inhibitors in oncology and inflammatory indications. Total income of the company during the Financial Year 2022 was H0.08 million as compared to H0.74 million during the Financial Year 2021.

Other subsidiaries are mentioned below:

Jubilant Pharma Holdings Inc.

Jubilant Pharma Australia Pty. Limited Jubilant Innovation (USA) Inc.

Jubilant HollisterStier Inc.

Jubilant First Trust Healthcare Limited Jubilant DraxImage Limited Jubilant DraxImage (USA) Inc.

products include liquid and freeze-dried (lyophilized) injectables, ampoules, ophthalmic tubes/ solutions and sterile ointments and creams. Non-sterile products include non-sterile ointments, creams and liquids. The products manufactured by this partnership are supplied to over 50 countries. Another area of growth for this subsidiary is sterile ophthalmic. With ageing population across the globe, eye ointments are gaining popularity. The company is witnessing a lot of requests for proposals in this area as well. Basis this assessment, the company has set up a 200 bottles per minute ophthalmic line in Montreal site, which is undergoing validation. Once operational, the line is expected to further drive growth for the CMO business. The manufacturing location at Montreal, Quebec, Canada is approved by Health Canada, US FDA and other regulatory authorities.

STATUTORY AUDITORS

In terms of provisions of Section 139 of the Act and the Rules made thereunder, the Shareholders of the Company have at the 40^th AGM approved the reappointment of M/s. B S R & Co. LLP, Chartered Accountants as Statutory Auditors of the Company for another term of 5 years from conclusion of the 40^th AGM of the Company till conclusion of the 45^th AGM of the Company to be held in the year 2023.

The Auditors'' Reports for the Financial Year 2022 do not contain any qualification, reservation, adverse remark or disclaimer.

COST AUDIT

Pursuant to Section 148(1) of the Act read with the Companies (Cost Records and Audit) Rules, 2014, the Company was not required to maintain the cost records during the Financial Year 2022.

SECRETARIAL AUDIT

The Board had appointed M/s Sanjay Grover & Associates, Company Secretaries to conduct Secretarial Audit pursuant to the provisions of Section 204 of the Act for the Financial Year 2022. The Report of the Secretarial Auditors is attached as Annexure-2 to this Report and does not contain any qualification, reservation, adverse remark or disclaimer.

The Company has also obtained a Secretarial Compliance Report from M/s Sanjay Grover & Associates, Company Secretaries confirming compliances with the provisions of the applicable SEBI Listing Regulations, Circulars and Guidelines for the year ended March 31, 2022. This Compliance Report was filed with the Stock Exchanges within prescribed time period and is also available on the websites of Stock Exchanges.

REPORTING OF FRAUDS BY AUDITORS

During the year under review, the Statutory Auditors, Cost Auditors and Secretarial Auditor have not reported any instances of frauds committed in the Company by its Officers or Employees to the Audit Committee under section 143(12) of the Companies Act, 2013.

DIRECTORS AND KEY MANAGERIAL PERSONNEL

Mr. Priyavrat Bhartia and Mr. Arjun Shanker Bhartia retire by rotation at the ensuing AGM and being eligible, offer themselves for re-appointment.

(iv) the Directors have prepared the annual accounts on a going concern basis;

(v) the Directors have laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and are operating effectively.

Based on the framework of internal financial controls including the Controls Manager for financial reporting and compliance systems established and maintained by the Company, work performed by the internal, statutory and secretarial auditors and the reviews performed by the management and the relevant Board committees, including the Audit Committee, the Board is of the opinion that the Company''s internal financial controls were adequate and effective during the Financial Year 2022; and

(vi) the Directors have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems are adequate and operating effectively.

COMPOSITION OF AUDIT COMMITTEE

As on date, the Audit Committee comprises Mr. S Sridhar, Chairman, Ms. Sudha Pillai, Dr. Ashok Misra, Mr. Vivek Mehra, Mr. Priyavrat Bhartia and Mr. Arvind Chokhany. The Board has accepted all the recommendations made by the Audit Committee.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO

The Company did not have any manufacturing activities on a standalone basis during the Financial Year 2022. Hence, the details prescribed under Rule 8(3) of the Companies (Accounts) Rules, 2014 regarding conservation of energy and technology absorption are not applicable.

EMPLOYEES

Particulars of Directors and Employees as required under Section 197(12) of the Act read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 are given as Annexure-3 and form part of this Report.

RISK MANAGEMENT AND INTERNAL CONTROL SYSTEMS

Risk-taking is an inherent trait of any enterprise. However, if risks are not properly managed and controlled, they can affect the Company''s ability to attain its objectives. Risk management and internal financial control systems play a key role in directing and guiding the Company''s activities by continually preventing and managing risks. The Board, Risk Management Committee, Audit Committee and Senior Management team collectively set the overall tone and risk culture of the Company by identifying the risks impacting the Company''s business and documenting the process of risk identification, risk minimisation and risk optimisation as a part

of the risk management policy through defined and communicated corporate values, clearly assigned risk responsibilities, appropriately delegated authority and a set of processes and guidelines.

There exists a critical risk management framework across the Company and the same is reviewed on a periodic basis by the Board. Some of the critical risks identified in various businesses of the Company are:

• Pandemic Risk - Uncertainty due to COVID-19

• Information Technology (IT) Risk

• Dependence on certain key products and customer risk

• Dependence on single manufacturing facility risk

• Supply interruptions due to few suppliers risk

• Human Resources - Acquire and retain talent risk

• Manufacturing operations risk

• Compliance and regulatory risk

• Competition, cost competitiveness and pricing risk

• Capacity planning and optimisation risk

• Research and Development (R&D) effectiveness risk

• Environmental, Social, and Governance (ESG) risk

• Protecting Intellectual Property Rights (IPR) risk

• Failure to supply to customers risk

• Changes in tax legislation risk

• Liquidity, solvency, debt repayment risk

• Foreign currency exposure risk

• Risks related to the discovery and development of our product candidates

• Limited product pipeline

• Mergers and Acquisitions

• Political or Economic instability or acts of terrorism

• Labour unions

• Dependence on third parties to conduct our clinical trials

• Foreign manufacturing disincentive

• Ageing machinery and plant

• Outsourcing risk

The Company promotes strong ethical values and high levels of integrity in all its activities, which in itself is a significant risk mitigator. With the growth strategy in place, risk management holds the key to the success of the Company''s journey of continued competitive sustainability in attaining the desired business objectives.

Internal Financial Controls

To compete globally, world class Corporate Governance and Financial Controls over operations are a must for the Company. The Internal Financial Controls as mandated by the Companies Act not only require a certification from CEO-CFO but also put an obligation on the Board of Directors to ensure that the Internal Financial Controls are adequate and are operating effectively. Besides this, the Statutory Auditors are also required to give an opinion on the

adequacy and effectiveness of Internal Controls over Financial Reporting (''ICFR'').

To make the Internal Financial Controls framework robust, the Company has worked on three lines of defence strategy which is as under:

First Line of Defence: Build internal controls into operating processes - To this end, we have ensured that a detailed Delegation of Authority is issued, Standard Operating Procedures (SOPs) for the processes are created, financial decision making is done through Committees, IT controls are built into the processes, Segregation of Duties is done, strong budgetary control framework exists, the Entity level controls including Code of Conduct, Ombudsperson Office, etc. are established.

Second Line of Defence: Create an efficient review mechanism -We have created a review mechanism under which all the business units and functions are reviewed for performance at least once in a month by the respective CEOs and once in a quarter, by the Corporate team. The formats for these reviews are detailed and finalised with the help of global consulting firms.

Third Line of Defence: Independent assurance - A Big Four firm has been appointed as our internal auditors to perform systematic independent audit of every aspect of the business to provide independent assurance on the effectiveness of the internal controls and highlight the gaps for continuous improvement.

We have implemented a programme under which more than 1,500 internal controls have been established and certified on a quarterly basis by the relevant process owners before the financial results are closed for the quarter. A quarterly certification process is maintained through a work flow based IT tool called ''Controls Manager'' and this certification is the basis of the CEO-CFO certification of internal controls as per Regulation 17(8) of the Listing Regulations.

We have implemented a web-based automated compliance management and reporting system. The objective of the system is to ensure that the compliances are regularly monitored and controlled with a view to support the Company''s business objectives and corporate policy requirements. The system includes a comprehensive check-list for ensuring compliance with the laws and regulations applicable to all plants and offices of the Company. To ensure timely and effective compliances, the compliance status is monitored on a real-time basis by the respective functions. The status is presented by the Legal Team and reviewed on a quarterly basis by the Senior Management and the Board of Directors. Pursuant to the Listing Regulations, the Company Secretary and Compliance Officer places a compliance report to the Board of Directors on a quarterly basis.

The Company regularly updates the controls library and Risk and Control Matrix. The updated control framework was tested for operational effectiveness by the statutory auditors and they have given an affirmative opinion about the adequacy and effectiveness of Internal Controls for Financial Reporting in the Company.

The Company has three business segments namely (a) Pharmaceuticals (b) Contract Research & Development Services and (c) Proprietary Novel Drugs. These Segments have a complete management set up with CEO, CFO and other functional heads

who are responsible for running the operations and report to the Chairman/ Co-Chairman and Managing Director (''CCMD'') and the Corporate Committee.

To improve the controls in operations, we have established, for each line of business, the concept of financial decision making through operational committees. The entire purchase, credit control and capital expenditure decisions are taken jointly in committees.

A detailed note on Internal Control Systems and Risk Management is given under ''Management Discussion and Analysis Report''.

HUMAN RESOURCES

We continued to focus on the safety & well-being of our employees and their families, guided by our core philosophy of Caring, Sharing, Growing and in line with our ''Employee First'' approach.

During the COVID-19 pandemic, we ensured that all safety and precautionary measures were put in place at all our workplaces. We supported employees and their families with the necessary resources and assistance and built mechanisms for a personal and daily connect with those effected. To maintain business continuity, we established workplace rules which also prevented exposure of the employees to COVID-19. Work from home was encouraged.

Employee mental and emotional well-being became the centre point of our initiatives. We conducted multiple sessions/ communications to build awareness about the importance of mental health and well-being amongst employees. We launched #JubilantCares - an Employee Well-Being and Assistance Program (EWAP) positively impacting over 1,000 employees in association with a leading partner in this space. Through this initiative, employees were able to seek confidential counselling service for themselves and family members; access resources and have ready tools to manage stress and build mindfulness.

With our commitment to grow talent from within, we launched ''Online Development Centre'' for our high potential candidates and successors for critical roles. This was followed by robust development planning and actionable. We continued to focus on our talent strategy and further strengthened our succession pipeline identification via psychometric and 360° assessments in association with one of the top names in this space. Learning for employees is supported by quarterly program calendars, Virtual Instructor Led Training (VILT) and eLearning.

Jubilant has always believed in contributing towards and promoting the ''Inclusion & Diversity'' agenda. With this belief and commitment, we launched impactful initiatives including leadership inclusion immersion journeys, formation of cross-function teams to drive gender diversity and inclusion and creation of an eco-system where everyone has a voice, everyone is heard, everyone can bring their whole-selves to work and everyone is encouraged to succeed. Further, our focus on hiring diverse talent has helped us set specific goals that reflect our leadership team''s expectations. Tracking diversity hiring, via digital dashboard helps us to be on track and measure progress towards this endeavour. The Company has constituted Internal Complaints Committee in compliance with the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013.

As part of our digital transformation agenda, we continued to amplify our employee experience and digitised our R&R program ''Applause''. This received an overwhelming employee response. Continuing with the legacy of ''Chairmen''s Annual Awards''- the highest and the most prestigious awards at Jubilant, we enhanced the digital engagement experience last year. The virtual event was streamed globally simultaneously, leading to the highest-ever viewership & engagement rate.

As an employer, it is important to take the opportunity to focus on how new hires are welcomed. From the time an offer is extended until the day the employee comes on board and becomes productive, the on-boarding experience can be used to create a foundation for long-term success. With this intent, we launched a digitised ''New Hire Pre-On Boarding'' platform which provides an overview of Jubilant''s diverse businesses and culture and helps the new joinee engage with us before they are on-boarded.

The COVID-19 pandemic brought seemingly instant and significant changes to the hiring processes around the globe. As an organisation, we responded and brought about immediate changes to hiring, including one of the most noteworthy hiring activities, campus recruiting. In 2021, campus hiring went completely virtual where we strengthened our association with more than 20 management and engineering academic partners.

Analytics is critical to us, we continue to enhance our systems and processes to measure our processes'' health across the globe so that we can make faster and better decisions. Further, our global analytics help in maintaining data integrity, ensuring better process governance and control, enhancing processes and delivering higher productivity.

We continue to strengthen our performance management process to drive a culture of performance.

VIGIL MECHANISM

The Company has adopted Vigil Mechanism and the same has been disclosed in the Corporate Governance Report. Further, the Whistle Blower Policy provides for adequate safeguards against victimisation of Director(s) or Employee(s) and also provides for direct access to the chairperson of the audit committee in appropriate or exceptional cases. Details of Vigil Mechanism is provided in the Corporate Governance Report and forms part of the Report.

CORPORATE SOCIAL RESPONSIBILITY

Corporate Social Responsibility (CSR) is an integral part of sustainability framework of Jubilant. CSR activities at Jubilant are established in accordance with the provisions of Section 135 read with Schedule VII to the Act.

Jubilant Bhatia Foundation (''JBF''), established in the year 2007, a not-for-profit arm of the Jubilant Bhartia Group is responsible for conceptualisation and implementation of CSR activities of all group companies of Jubilant.

The CSR programs of Jubilant are strategised in line with the United Nations Sustainable Development Goals (SDGs), also known as Global Goals.

ii. Public Deposits: The Company has not accepted any deposits from the public during the year. The Company had no outstanding, overdue, unpaid or unclaimed deposits at the beginning and end of the Financial Year 2022.

iii. Loans, Guarantees and Investments: Details of loans, guarantees/ securities and investments along with the purpose for which the loan, guarantee or security is proposed to be utilised by the recipient have been disclosed in Note nos. 5, 6 and 41 to the Standalone Financial Statements, as applicable.

iv Particulars of Contracts or Arrangements with the Related Parties: The Company has formulated a policy on Related Party Transactions (''RPTs''), dealing with the review and approval of RPTs. The policy was revised during the year pursuant to the amendment of the provisions pertaining to the Related Party Transactions contained in the Listing Regulations. Prior omnibus approval is obtained for RPTs which are of repetitive nature. All RPTs are placed before the Audit Committee for review and approval. All RPTs entered into during the Financial Year 2022 were in the ordinary course of business and on arm''s length basis. No material RPTs were entered into during the Financial Year 2022 by the Company as defined in the Policy on Materiality of Related Party Transactions and Dealing with Related Party Transactions. Accordingly, the disclosure of RPTs as required under Section 134(3) (h) of the Act in Form AOC-2 is not applicable. Your Directors draw attention of the members to Note no. 37 to the Standalone Financial Statements which sets out the Related Party disclosures.

v. Material Changes in Financial Position: No material change or commitment has occurred after close of the Financial Year 2022 till the date of this Report, which affects the financial position of the Company.

vi. Orders passed by Courts/ Regulators: No significant or material order has been passed by the regulators or courts or tribunals impacting the going concern status of the Company or its future operations.

vii. Secretarial Standards: The Company has complied with the Secretarial Standards issued by the Institute of Company Secretaries of India on Meetings of the Board of Directors and General Meetings.

CORPORATE GOVERNANCE

As a responsible corporate citizen, the Company is committed to

maintain the highest standards of Corporate Governance and

believes in adhering the best corporate practices prevalent globally.

Your Directors are pleased to present the Fortieth Annual Report together with the Audited Standalone and Consolidated Financial Statements for the year ended March 31, 2018.

Directors'' Report

OVERVIEW

Jubilant Life Sciences Limited (''the Company'' or''Jubilant'') is an integrated global Pharmaceutical and Life Sciences company engaged in Pharmaceuticals, Life Science Ingredients and Drug Discovery Solutions. The Pharmaceuticals segment, through its wholly owned subsidiary Jubilant Pharma Limited, is engaged in manufacture and supply of Active Pharmaceutical Ingredients (''APIs''), Solid Dosage Formulations, Radiopharmaceuticals, Allergy Therapy Products and Contract Manufacturing of Sterile and Non-sterile products through 6 US Food and Drug

RESULTS OF OPERATIONS AND STATE OF COMPANY''S AFFAIRS FINANCIAL RESULTS

(Rs, / Million)

''After reversal of dividend distribution tax of '' 24.57 Million (March 31, 2017: '' 39.27 Million), on account of dividend received during the year from a subsidiary company.

Administration (''USFDA'') approved manufacturing facilities in India, USA and Canada and a network of over 50 Radiopharmacies in the USA. The Life Science Ingredients segment is engaged in Specialty Intermediates, Nutritional Products and Life Science Chemicals through 5 manufacturing facilities in India. The Drug Discovery Solutions segment provides proprietary in-house innovation and collaborative research and partnership for out-licensing through 3 world class research centres in India and USA. Jubilant Life Sciences Limited has a team of around 7,600 multicultural people across the globe and is committed to deliver value to its customers across over 100 countries. The Company is well recognized as a ''Partner of Choice'' by leading pharmaceuticals and life sciences companies globally. For more information, please visit the Company''s website www.jubl.com.

(i) Standalone Financials Revenue from Operations

In the Financial Year 2017-18, on standalone basis, the Company recorded total Revenue from operations of Rs, 33,430 Million.

International Revenues

International business contributed 39% to the Net Revenue from operations at Rs, 13,185 Million.

EBITDA

For the year ended March 31, 2018, Earnings before Interest, Taxes, Depreciation and Amortization (''EBITDA'') stood at '' 5,855 Million with EBITDA margins at 18%.

Reported Net Profit after Tax and EPS

Reported Net Profit after Tax was Rs, 2,634 Million in the Financial Year 2017-18. Basic Earnings Per Share (''EPS'') stood at '' 16.54.

(ii) Consolidated Financials

The Consolidated Financial Statements, prepared in accordance with the provisions of the Companies Act, 2013 (the ''Act''), the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (the ''Listing Regulations'') and Ind-AS 110 ''Consolidated Financial Statements'' prescribed under Section 133 of the Act, form part of the Annual Report.

Performance Review

Our strong performance continued in the Financial Year 2017-18 and the Company reported highest ever revenue and profits during the year. This has been led by strong performance in Specialty Injectables and Life Science Ingredients businesses. We have a well defined strategy of being closer to our customers, with an integrated value-chain, to have a de-risked business model with a diversified portfolio and strong manufacturing capabilities from fully compliant sites. We are focussed on driving business growth in Specialty Injectables and better utilization of our assets in all our businesses.

Revenue from operations was the highest ever at Rs, 75,578 Million, up 26% YoY, with International revenue at Rs, 54,169 Million, contributing 72% of the total revenue. Pharmaceuticals revenues were at Rs, 40,166 Million, up 29% YoY and contributing 53% to the revenues. Within this segment, Specialty Injectables displayed a growth of 59% YoY. This consistent growth is a testimony to our strategy and differentiated business model wherein we have been able to build multiple levers of businesses with significant barriers to entry which have helped the business deliver robust performance, despite continued headwinds in the US Generics business from supply chain consolidation. Life Science Ingredients revenue stood at Rs, 33,649 Million, up 24% YoY and contributing 45% to the revenues. Drug Discovery Solutions revenue stood at Rs, 1,763 Million contributing 2% of the revenue.

EBITDA was 14% higher YoY at record Rs, 15,584 Million, with margins at 20.6% as against 22.8% in the Financial Year 2016-17. Pharmaceuticals segment reported EBITDA of Rs, 9,765 Million, a margin of 24.3% as against the margin of 31.3% achieved last year. The margins were lower due to the acquisition of the radiopharmaceutical distribution of Triad in the US during the year, which made a marginal loss during the year. The Pharmaceuticals segment now contributes about 63% to the overall EBITDA.

Life Science Ingredients reported EBITDA of Rs, 6,322 Million translating to EBITDA margin of 18.8%, an improvement from 16% in the Financial Year 2016-17. Drug Discovery Solutions EBITDA was at Rs, 185 Million translating to EBITDA margin of 10.5%. Depreciation, amortization and impairment in the Financial Year 2017-18 was at Rs, 4,150 Million as compared to Rs, 2,914 Million in the Financial Year 2016-17. Finance cost stood at Rs, 2,843 Million, lower by 17% YoY.

Net profit attributable to shareholders improved by 12% YoY at Rs, 6,428 Million as compared to Rs, 5,756 Million in the Financial Year 2016-17 with a Basic EPS of Rs, 41.25 as compared to Rs, 36.93 in the Financial Year 2016-17.

From Balance Sheet perspective, in the Financial Year 2017-18, the Company repaid Rs, 6,278 Million of Debt and the Net Debt stood at Rs, 32,201 Million.

DIVIDEND

The Board is pleased to recommend a dividend of 300% i.e. Rs, 3 per fully paid up equity share of Re. 1 for the year ended March 31, 2018. Total dividend payout of Rs, 576 Million includes tax on dividend of Rs, 97 Million. The payment of dividend is subject to approval of the shareholders at the forthcoming Annual General Meeting (''AGM'') of the Company.

CAPITAL STRUCTURE

(a) Share Capital

During the year, there has been no change in the authorized, subscribed and paid-up share capital of the Company. As on March 31, 2018, the paid-up share capital stood at Rs, 159,281,139 comprising of 159,281,139 equity shares of Re. 1 each.

(b) Employees Stock Option Plans (ESOPs)

The Company has two employees stock option plans namely Jubilant Employees Stock Option Plan 2005 (''Plan 2005'') and JLL Employees Stock Option Plan 2011 (''Plan 2011''). During the year, there was no material change in Plan 2005 and Plan 2011 and both the plans are in compliance with the SEBI (Share Based Employee Benefits) Regulations, 2014 (the ''SEBI ESOP Regulations'').

Plan 2005: During the year, 2,066 Options were exercised by the option holders. As on March 31, 2018, no Options were outstanding under the Plan 2005. Each Option entitles the holder to acquire five equity shares of '' 1 each of the Company at the exercise price fixed at the time of grant, being the market value as per the erstwhile SEBI (Employee Stock Option Scheme and Employee Stock Purchase Scheme) Guidelines, 1999 (the ''SEBI Guidelines'').

Plan 2011: During the year, 31,804 Options were exercised by the option holders. As on March 31, 2018, 32,216 Options were outstanding under the Plan 2011. Each Option entitles the holder to acquire one equity share of ''1 each of the Company at the exercise price fixed at the time of grant, being the market value as per the SEBI Guidelines.

No dilution of paid-up capital is expected due to exercise of Options as it is envisaged to transfer the shares held by Jubilant Employees Welfare Trust to the employees on exercise of Options.

The details pursuant to the SEBI ESOP Regulations have been placed on the website of the Company and weblink of the same is http://jubl.com/Uploads/ image/893imguf esop disclosure2018.pdf.

(c) Debentures

In the financial year 2016-17, the Company had issued Secured Redeemable Non-Convertible Debentures (''NCDs'') of '' 4,950 Million on a private placement basis. NCDs are listed on the Whole-sale Debt Market Segment of National Stock Exchange of India Limited (''NSE'').

SUBSIDIARIES

As on March 31, 2018, the Company had 44 subsidiaries. Brief particulars of the principal subsidiaries are given below:

Jubilant Pharma Limited

Jubilant Pharma Limited, Singapore (''Jubilant Pharma'') is a wholly-owned subsidiary of your Company. Jubilant Pharma holds the global pharmaceutical business of the Company through its subsidiaries in USA, Canada, Europe, India and rest of the world. These subsidiaries of Jubilant Pharma are engaged in manufacturing, marketing and distribution of various pharmaceutical products and services including APIs, oral dosage forms (tablets and capsules), contract manufacturing of sterile injectables, ointment, creams and liquids, allergy therapy products and radiopharmaceutical products. Jubilant Pharma also operates radiopharmacy network in the US through its wholly-owned subsidiary with more than 50 pharmacies in different states of USA. Revenue of the company during the Financial Year 2017-18 was Rs,192.19 Million as compared to Rs,833.18 Million during the Financial Year 2016-17.

In the Financial Year 2016-17, Jubilant Pharma had issued 4.875% Rated Unsecured High Yield Bonds (''Notes'') of US$ 300 Million under Regulation S of the US Securities Act of 1933. The Notes are listed on the Singapore Exchange Securities Trading Limited.

Jubilant Generics Limited

Jubilant Generics Limited (''JGL'') is a wholly-owned subsidiary of the Company through Jubilant Pharma. JGL owns two manufacturing facilities; one at Nanjangud, Karnataka and another at Roorkee, Uttarakhand which are engaged in APIs and Dosage Forms business, respectively.

The manufacturing location at Nanjangud, Karnataka, spread over 69 acres, is engaged in manufacturing of APIs and caters to the sales worldwide primarily to regulated markets. The manufacturing facility is approved by global regulatory agencies, which include USFDA, Canadian Health Authority, Japanese PMDA among others. API portfolio is focused on Lifestyle driven Therapeutic Areas (CVS, CNS) and also targets complex and newly approved molecules. The company is market leader in four APIs and is amongst the top 3 players for another three APIs in its portfolio helping it to maintain a high contribution margin.

The manufacturing location at Roorkee, Uttarakhand, with 5 acres of infrastructure, is USFDA, Japan PMDA, UK MHRA, TGA, WHO and Brazil ANVISA audited and approved. This facility primarily manufactures oral solids (Tablets and Capsules) with capabilities on complex processes like pallet coating, MUPS (Multi Unit Particulate System) and extended release technology based on Matrix formulations and functional coating. JGL''s non-US finished formulation business is focussed on B2B business model in EU, Japan, Canada, Australia and it has also initiated B2C model in select countries of emerging markets. JGL''s major therapy area includes Cardiovascular, CNS and Gastrointestinal products with special focus on backward integration and in-house API leading to greater competitiveness in the market place. JGL has capabilities to develop multiple dosage forms including Oral solid, injectable and ophthalmic dosage forms at its research and development centre at Noida, Uttar Pradesh. Revenue of the company during the Financial Year 2017-18 was Rs, 9,944.09 Million as compared to Rs, 10,726.90 Million during the Financial Year 2016-17.

Jubilant Pharma Trading Inc.

This corporation incorporated in Delaware, USA is a wholly-owned subsidiary of Jubilant Pharma. It undertakes sales and distribution of APIs in North America. Revenue of the company during the Financial Year 2017-18 was Rs, 1,056.03 Million as compared to Rs, 1,232.63 Million during the Financial Year 2016-17.

Cadista Holdings Inc. and Jubilant Cadista Pharmaceuticals Inc.

(i) Cadista Holdings Inc. (''Cadista''), a corporation incorporated in Delaware, USA is a wholly-owned subsidiary of Jubilant Pharma Holdings Inc.

(ii) Jubilant Cadista Pharmaceuticals Inc., a corporation incorporated in Delaware, USA is a wholly-owned subsidiary of Cadista. This company is in the business of manufacturing solid dosage forms of generic prescription pharmaceuticals at its USFDA approved manufacturing facility in Salisbury, Maryland, USA. Its customer base includes large wholesalers, retail and grocery chains. Besides manufacturing its own label products, it also provides product development and contract manufacturing services. As on March 31, 2018, there were 35 products marketed in the US with focus in the therapeutic areas of CVS, CNS, Anti Allergic, Steroids, etc. Revenue of the company during the Financial Year 2017-18 was Rs, 5,610.94 Million as compared to Rs, 5,374.65 Million during the Financial Year 2016-17.

Jubilant HollisterStier LLC

This subsidiary is based in Spokane, State of Washington, USA. It is a wholly-owned subsidiary of HSL Holdings Inc. This subsidiary has 2 businesses; Contract Manufacturing (CMO) and Allergenic Extracts.

In the contract manufacturing business of sterile injectables, this company provides a complete range of services to support drug manufacturing in the pharmaceutical and biopharmaceutical industries. Its contract manufacturing capabilities include aseptic liquid fill/ finishing and lyophilisation of small lot parenteral for commercial and clinical requirements. Its capabilities can be applied to a variety of projects from pre-clinical through commercial scale across a multitude of dosage forms including microspheres, suspensions, WFI/ diluents, biologics (proteins), lyophilized products and liposomes. Jubilant HollisterStier is approved across global regulated markets including USFDA (both CDER and CBER), Europe, Japan, Brazil and Canada. Its contract manufacturing business serves customers including innovators ranging from small biotechnology to large pharmaceutical companies.

Additionally, it is an innovator, manufacturer and distributor of allergenic extracts, targeted primarily at treating allergies. With nearly 100 years of leadership in research, extract production and immunotherapy products, the organization is respected worldwide in the field of allergy. Currently, the business is comprised of allergenic extracts and mixes, along with specialized skin test diagnostic devices. The business lays special emphasis on innovation towards introducing new products to treat and cure allergies. Revenue of the company during the Financial Year 2017-18 was Rs, 7,968.58 Million as compared to Rs, 7,133.07 Million during the Financial Year 2016-17.

Jubilant DraxImage Inc.

Jubilant DraxImage Inc. (''JDI'') is a wholly-owned subsidiary of the Company through Jubilant Pharma. JDI has a solid foundation in speciality pharma. JDI is headquartered in Montreal, Canada, where it operates a highly specialized manufacturing facility approved by both USFDA and Health Canada. JDI develops, manufactures and commercializes radiopharmaceuticals used in Nuclear Medicine for the diagnosis, treatment and monitoring of various diseases. It serves hospital-based customers (Nuclear Medicine Physicians, Nuclear Cardiologists and Technologists) in addition to specialized commercial radiopharmacies. JDI employs about 170 highly skilled professionals dedicated to providing high quality, reliable products and services to healthcare providers around the globe. The business is backed by a dedicated research and development team, specialized manufacturing, strong regulatory affairs and commercial operations. The areas of specialization include cardiac, pulmonary, skeletal and thyroid diseases.

JDI is a market leader in North America in several specialty niche products including I-131 Therapeutic and Diagnostic capsules for imaging and treatment of thyroid diseases and thyroid cancer, Methylene-Diphosphonate (MDP) for bone imaging, Macro-Aggregated Albumin (MAA) for lung imaging and Diethylene Triamine Penta-acetic Acid (DTPA) for renal, brain and functional pulmonary imaging. Recently,

JDI received approval from USFDA and Health Canada for RubyFill®, a cutting edge technology for PET myocardial perfusion imaging (MPI) under rest and pharmacological stress conditions to evaluate regional myocardial perfusion in adult patients with suspected or existing coronary artery disease. JDI has a strong vision to improve lives through nuclear medicine on a global scale, and continues to invest in the development of novel radiopharmaceutical products in the fields of diagnostics and radiotherapy "Theranostics" which will enable early and accurate diagnosis and treatment of diseases leading to better patient recovery across the globe. Revenue of the company during the Financial Year 2017-18 was Rs, 10,526.37 Million as compared to Rs, 8,112.66 Million during the Financial Year 2016-17.

Jubilant Pharma NV

This is a wholly-owned subsidiary of the Company through JGL and Jubilant Pharma. This company holds shares of Jubilant Pharmaceuticals NV (99.81%) and PSI Supply NV (99.50%) along with Jubilant Pharma which holds the balance shares.

Jubilant Pharmaceuticals NV

This is a wholly-owned subsidiary of the Company through Jubilant Pharma NV, Belgium, which holds 99.81% of its shares and Jubilant Pharma holds the balance shares. This company is engaged in the business of licensing generic dosage forms and providing regulatory services to generic pharmaceutical companies. Revenue of the company during the Financial Year 2017-18 was Rs, 5.83 Million as compared to Rs, 35.12 Million during the Financial Year 2016-17.

PSI Supply NV

This is a wholly-owned subsidiary of the Company. 99.50% of its shares are held by Jubilant Pharma NV and the balance by Jubilant Pharma. It is engaged in the supply of generic dosage forms to the European markets. Revenue of the company during the Financial Year 2017-18 was Rs, 470.40 Million as compared to Rs, 219.50 Million during the Financial Year 2016-17.

Jubilant Life Sciences NV

This is a wholly-owned subsidiary of the Company. 99.99% of its shares are held by the Company and the balance by Jubilant Infrastructure Limited. It is engaged in the supply of bulk chemicals such as ethyl acetate, acetic anhydride, etc. and vitamins (feed and food grade) to the European markets. Revenue of the company during the Financial Year 2017-18 was Rs, 3,723.21 Million as compared to Rs, 3,018.02 Million during the Financial Year 2016-17.

Jubilant Biosys Limited

This company is a subsidiary of the Company through Jubilant Biosys (Singapore) Pte. Ltd. (a wholly-owned subsidiary of the Company). Jubilant Biosys (Singapore) Pte. Ltd. holds 66.98% equity of this company.

This company provides Drug Discovery Services to global pharmaceutical and biotech companies in:

- Standalone Service Model including functional services in the areas of Medicinal Chemistry, In Vitro Biology, In Vivo Biology, Structural Biology, DMPK, Toxicology and

Discovery Informatics, on Full Time Equivalent (FTE) or Fee For Service (FFS) based model;

- Collaborative/Partnership Model with integrated discovery program across a single or a portfolio of molecules;

- In house proprietary model to develop assets that can be out-licensed under terms including research funding, payments for scientific milestones achieved through Discovery, Development and Commercialisation phases and royalties on successful commercialization of drugs.

Revenue of the company during the Financial Year 2017-18 was Rs, 844.70 Million as compared to Rs, 887.26 Million during the Financial Year 2016-17.

Jubilant Chemsys Limited

This company is a wholly-owned subsidiary of the Company through Jubilant Drug Development Pte. Ltd., Singapore. This company offers services in Synthetic Organic Chemistry, Combinatorial Chemistry, Medicinal Chemistry, Process Research and Development, Scale up services and GMP Manufacturing-Clinical Supply to drug discovery companies of US, Europe and rest of the world on Full Time Equivalent, Fee for Service and Hybrid Model.

It also works closely with Jubilant Biosys Limited in collaborative drug discovery research. Revenue of the company during the Financial Year 2017-18 was Rs, 1,014.15 Million as compared to Rs, 988.78 Million during the Financial Year 2016-17.

Jubilant Clinsys Limited

During the year, Jubilant Chemsys Limited has acquired entire share capital of Jubilant Clinsys Limited (''JCL'') from Jubilant Drug Development Pte. Ltd. Thus, JCL continues to be a wholly-owned subsidiary of the Company through Jubilant Chemsys Limited. Revenue of the company during the Financial Year 2017-18 was Rs, 9.66 Million as compared to Rs, 35.06 Million during the Financial Year 2016-17.

During the year, JCL has received order of National Company Law Tribunal (''NCLT'') confirming extinguishment of its preference share capital of '' 270.50 Million held by the Company. Accordingly, JCL cancelled its preference share capital of '' 270.50 Million and paid equivalent amount to the Company.

Jubilant Infrastructure Limited

This wholly-owned subsidiary of the Company has developed a Sector Specific Special Economic Zone (''SEZ'') for Chemicals in Gujarat with the best in class infrastructure facilities and utility plants like Boiler, Gas Turbine, Effluent Treatment, Incinerator and DM Water.

The Company has two units in this SEZ. The finished products of Unit-1 and Unit-2 are fully backward integrated and are using in-house developed innovative technologies. The Company is in the process of entering into an agreement for taking on lease about 16 acres of land for 25 years for upcoming Unit-4. The Unit-4 will become operational by December, 2018.

The global scale plants of Vitamin B3 and 3-Cyanopyridine at the SEZ make your Company the largest producer of Vitamin B3 in India and the second largest globally. Revenue of the company during the Financial Year 2017-18 was Rs, 786.62 Million as compared to Rs, 715.99 Million during the Financial Year 2016-17.

Jubilant Life Sciences (USA) Inc.

This corporation incorporated in Delaware, USA is a wholly-owned subsidiary of the Company. It undertakes sales and distribution of advance intermediates, vitamins, life science chemicals and fine ingredients in North America. Revenue of the company during the Financial Year 2017-18 was Rs, 1,521.88 Million as compared to Rs, 1,508.07 Million during the Financial Year 2016-17.

Jubilant Life Sciences (Shanghai) Limited

This wholly-owned subsidiary of the Company is held through Jubilant Life Sciences International Pte. Limited. It undertakes sales and distribution of products in China. This company is engaged in trading of advance intermediates (pyridine and its derivatives), specialty ingredients and nutrition products. It is catering to pharmaceutical, animal feed and agrochemical industries in China. This subsidiary is also a sourcing hub of raw materials for your Company. Revenue of the company during the Financial Year 2017-18 was Rs, 1,310.89 Million as compared to Rs, 1,036.30 Million during the Financial Year 2016-17.

Jubilant DraxImage Radiopharmacies Inc.

Jubilant DraxImage Radiopharmacies Inc. (''JDRI'') is a wholly-owned subsidiary of the Company through Jubilant Pharma Holdings Inc. JDRI undertakes specialty pharma business in the United States.

During the year, JDRI signed an Asset Purchase Agreement with Triad Isotopes Inc. (''Triad'') and its parent, Isotope Holdings, Inc. and has acquired substantially all of the assets which comprise the radiopharmacy business of Triad. Postacquisition of Triad''s business, JDRI has become the second largest radio pharmacy network in the US with more than 50 pharmacies, distributing nuclear medicine products to the largest National General Purchasing Organizations, regional health systems, stand-alone imaging centres, cardiologists and hospitals. The acquisition has provided Jubilant with direct access to hospital networks with ability to deliver more than 3 million patient doses annually through approximately 1,700 customers. The acquisition has facilitated Jubilant forward integrate in the radiopharmaceutical business. The business operations are being managed independently by a team of experienced professionals. Revenue of the company during the Financial Year 2017-18 was '' 7,701.06 Million.

Other subsidiaries are mentioned below:

Jubilant Pharma Holdings Inc.

Jubilant Pharma Australia PTY Limited Jubilant Life Sciences International Pte. Limited Jubilant Life Sciences (BVI) Limited Jubilant Innovation Pte. Limited Jubilant Innovation (USA) Inc.

Jubilant Innovation (India) Limited Jubilant HollisterStier Inc.

Jubilant First Trust Healthcare Limited Jubilant Drug Discovery & Development Services Inc. Jubilant Drug Development Pte. Limited Jubilant DraxImage Limited Jubilant DraxImage (USA) Inc.

Jubilant Discovery Services LLC Jubilant Clinsys Inc.

Jubilant Biosys (Singapore) Pte. Limited Jubilant Biosys (BVI) Limited HSL Holdings Inc.

Drug Discovery and Development Solutions Limited

Draxis Pharma LLC

Draximage Limited, Ireland

Draximage Limited, Cyprus

Draximage (UK) Limited

6981364 Canada Inc.

6963196 Canada Inc. (Merged into 6981364 Canada Inc. effective from April 1, 2018)

Vanthys Pharmaceutical Development Private Limited

During the year, Jubilant Innovation (BVI) Limited, DAHI Animal Health (UK) Limited and Jubilant Life Sciences (Switzerland) AG have been liquidated and Draximage LLC and Deprenyl Inc., USA have been merged into Jubilant Draximage (USA) Inc.

PERFORMANCE AND FINANCIAL POSITION OF SUBSIDIARIES

The performance and financial position of the subsidiaries are given in Form AOC-1 attached to the Financial Statements for the year ended March 31, 2018.

PARTNERSHIPS

Jubilant HollisterStier General Partnership

It is a Canada based partnership managed by two subsidiaries of the Company - Jubilant HollisterStier Inc. and Draxis Pharma LLC. This partnership provides contract manufacturing services. It manufactures products in two categories: sterile products and non-sterile products. Sterile products include liquid and freeze-dried (lyophilized) injectables, ophthalmic tubes/ solutions and sterile ointments and creams. Non-sterile products include non-sterile ointments, creams and liquids. The products manufactured by this partnership are supplied to over 50 countries. The manufacturing location at Montreal, Quebec, Canada is approved by Health Canada, USFDA and other regulatory authorities.

Draximage General Partnership

It is a partnership based in Canada managed by two Canadian subsidiaries of the Company i.e. Jubilant Draximage Inc. (90%) and 6981364 Canada Inc. (10%).

STATUTORY AUDITORS

M/s B S R & Co. LLP, Chartered Accountants (''BSR'') were appointed as the Statutory Auditors of the Company at the 36^th AGM of the Company to hold office until conclusion of the AGM to be held in the year 2018. Accordingly, the tenure of BSR as Statutory Auditors is expiring at the ensuing AGM.

In terms of provisions of Section 139 of the Act and the Rules made thereunder, your Directors have proposed re-appointment of BSR as Statutory Auditors of the Company for another term of 5 consecutive years from conclusion of the ensuing AGM of the Company till conclusion of the 45^th AGM of the Company to be held in the year 2023, for approval of Shareholders of the Company. BSR has given consent to act as Auditors of the Company and has further confirmed that their appointment, if made, at the ensuing AGM shall be in accordance with conditions specified in the Act.

The Auditors'' Reports for the Financial Year 2017-18 do not contain any qualification, reservation, adverse remark or disclaimer.

COST AUDIT

Pursuant to Section 148 of the Act read with the Companies (Cost Records and Audit) Rules, 2014, the Central Government has prescribed audit of cost records for certain products. Accordingly, the Company needs to carry out cost audit of its products. Based on the recommendations of the Audit Committee, the Board of Directors has re-appointed M/s J. K. Kabra & Co., Cost Accountants as Cost Auditors of the Company to conduct cost audit for the Financial Year 2017-18.

SECRETARIAL AUDIT

The Board had appointed M/s Sanjay Grover & Associates, Company Secretaries to conduct Secretarial Audit pursuant to the provisions of Section 204 of the Act for the Financial Year 2017-18. The Report of the Secretarial Auditors is attached as Annexure-1 to this Report and does not contain any qualification, reservation, adverse remark or disclaimer.

DIRECTORS AND KEY MANAGERIAL PERSONNEL

Mr. Shyam S Bhartia retires by rotation at the ensuing AGM and being eligible, offers himself for re-appointment.

The Board has appointed Mr. Rajesh Kumar Srivastava as Whole-time Director of the Company for a period of 5 years effective from January 17, 2018 subject to approval of shareholders at the ensuing AGM.

The tenure of Mr. S Sridhar, Ms. Sudha Pillai and Dr. Ashok Misra as Independent Directors shall expire on March 31, 2019. The Board has, at its meeting held on May 9, 2018, recommended re-appointment of Mr. S Sridhar, Ms. Sudha Pillai and Dr. Ashok Misra as Independent Directors for another term of 5 consecutive years effective from April 1, 2019 for approval of Shareholders at the ensuing AGM.

The Shareholders have approved appointment of Mr. Sushil Kumar Roongta and Mr. Vivek Mehra as Independent Directors and Mr. Priyavrat Bhartia and Mr. Arjun Shanker Bhartia as Non-Executive Directors at the 39^th AGM of the Company held on August 29, 2017.

Mr. Pramod Yadav resigned from the Board effective from January 17, 2018 on his appointment as Director and CEO of Jubilant Pharma Limited, a wholly-owned subsidiary of the Company.

MEETINGS OF THE BOARD

Four meetings of the Board of Directors of the Company were held during the Financial Year 2017-18.

DECLARATION OF INDEPENDENT DIRECTORS

All Independent Directors have given declaration that they meet the criteria of independence as provided under Section 149 of the Act and Regulation 16 of the Listing Regulations.

APPOINTMENT AND REMUNERATION POLICY

The Company has implemented Appointment and Remuneration Policy pursuant to the provisions of Section 178 of the Act and Regulation 19 read with Schedule II, Part D of the Listing Regulations. The salient features of the Policy and other details have been disclosed in the Corporate Governance Report attached to this Report.

ANNUAL PERFORMANCE EVALUATION OF THE BOARD

A statement on annual evaluation by the Board of its own performance and performance of its Committees as well as individual Directors forms part of the Corporate Governance Report attached to this Report.

DIRECTORS'' RESPONSIBILITY STATEMENT

Your Directors, based on the representation received from the management, confirm that:

(i) in the preparation of the annual accounts, the applicable accounting standards have been followed along with proper explanation relating to material departures;

(ii) the Directors have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as on March 31, 2018 and of the profits of the Company for the year ended March 31, 2018;

(iii) the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

(iv) the Directors have prepared the annual accounts on a going concern basis;

(v) the Directors have laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and are operating effectively.

Based on the framework of internal financial controls including the Controls Manager for financial reporting and compliance systems established and maintained by the Company, work performed by the internal, statutory and secretarial auditors and the reviews performed by the management and the relevant Board committees, including the Audit Committee, the Board is of the opinion that the Company''s internal financial controls were adequate and effective during the Financial Year 2017-18; and

(vi) the Directors have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems are adequate and operating effectively.

COMPOSITION OF AUDIT COMMITTEE

During the year, the Audit Committee was re-constituted. As on date, the Audit Committee comprises Mr. S Sridhar, Chairman, Ms. Sudha Pillai, Dr. Ashok Misra, Mr. Vivek Mehra and Mr. Priyavrat Bhartia. The Board has accepted all the recommendations made by the Audit Committee.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO

Information relating to Conservation of Energy, Technology Absorption and Foreign Exchange Earnings and Outgo required to be disclosed pursuant to Section 134 of the Act read with the Companies (Accounts) Rules, 2014 is given as Annexure-2 and forms part of this Report.

EMPLOYEES

Particulars of Directors and Employees as required under Section 197(12) of the Act read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 are given as Annexure-3 and form part of this Report.

RISK MANAGEMENT AND INTERNAL CONTROL SYSTEMS

Risk-taking is an inherent trait of any enterprise. However, if risks are not properly managed and controlled, they can affect the Company''s ability to attain its objectives. Risk management and internal financial control systems play a key role in directing and guiding the Company''s activities by continually preventing and managing risks. The Board, Audit Committee and Senior Management team collectively set the overall tone and risk culture of the Company by identifying the risks impacting the Company''s business and documenting the process of risk identification, risk minimization and risk optimization as a part of the risk management policy through defined and communicated corporate values, clearly assigned risk responsibilities, appropriately delegated authority and a set of processes and guidelines.

There exists a critical risk management framework across the Company and the same is reviewed on a periodic basis by the Board. Some of the critical risks identified in various businesses of the Company are:

- Competition, Cost Competitiveness and Pricing

- Dependence on Certain Key Products and Customers

- Foreign Currency and Interest Rate Exposures

- Capacity Planning and Optimization

- Manufacturing Operations

- Dependence on Single Manufacturing facility

- Research and Development (R&D) Effectiveness

- Supply Interruptions due to Single Source Supplier

- Limited Product Pipeline

- Failure to Supply to Customers

- Human Resources- Acquire and Retain Talent

- Compliance and Regulatory

- Environment, Health and Safety (EHS)

- Protecting Intellectual Property Rights (IPR)

- Information Technology (IT)

- Risk of changes in Tax Legislation

- Mergers and Acquisitions

- Political or Economic Instability or Acts of Terrorism

- Duties by Export Destination Countries

- Acceptance of Our Products in Market

- Policies regarding returns, allowances and charge backs in the United States

- Labour Unions

- Consolidation of Customer Base

- Business Interruption

The Company promotes strong ethical values and high levels of integrity in all its activities, which in itself is a significant risk mitigator. With the growth strategy in place, risk management holds the key to the success of the Company''s journey of continued competitive sustainability in attaining the desired business objectives.

Implementation of Internal Financial Controls

To compete globally, world class Corporate Governance and Financial Controls over operations are a must for the Company. The Internal Financial Controls as mandated by the Act not only require a certification from CEO-CFO but also put an obligation on the Board of Directors to ensure that the Internal Financial Controls are adequate and operating effectively. Besides this, the Statutory Auditors are also required to give an opinion on the adequacy and effectiveness of Internal Controls over Financial Reporting (''ICFR'').

To make the Internal Financial Controls framework robust, the Company has worked on three lines of defense strategy which is as under:

- First Line of Defense: Build internal controls into operating processes - To this end, we have ensured that a detailed Delegation of Authority is issued, Standard Operating Procedures for the processes are created, financial decision making is done through Committees, IT controls are built into the processes, Segregation of Duties is done, strong budgetary control framework exists, the Entity level controls including Code of Conduct, Ombudsman Office are put in place, etc.

- Second Line of Defense: Create an efficient review mechanism - We created a review mechanism under which all the business units and functions are reviewed for performance at least once in a month by the respective CEOs and once in a quarter, by the Corporate team. The formats for these reviews are detailed and finalized with the help of global consulting firms.

- Third Line of Defense: Independent assurance - A Big Four firm has been appointed as our internal auditors to perform systematic independent audit of every aspect of the business to provide independent assurance on the effectiveness of the internal controls and highlight the gaps for continuous improvement.

We have implemented a programme under which more than 2,000 financial controls are established and certified on a quarterly basis by the relevant process owners before the financial results are closed for the quarter. A quarterly certification process is maintained through a work flow based IT tool called ''Controls Manager'' and this certification is the basis of the CEO-CFO certification stipulated by Regulation 17(8) read with Part B of Schedule II to the Listing Regulations.

We have implemented a web-based automated compliance management and reporting system. The objective of the system is to ensure that the compliances are effectively managed and controlled and that they support the Company''s business objectives and corporate policy requirements. The system includes a comprehensive checklist for ensuring compliance with the laws and regulations applicable to all plants and offices of the Company. To ensure timely and effective compliances, the compliance status is monitored on a real-time basis by the Secretarial Team. The status is reviewed on a quarterly basis by the Senior Management and the Board of Directors. Pursuant to the Listing Regulations, the Company Secretary and Compliance Officer places a compliance report to the Board of Directors on a quarterly basis.

The Company regularly updates the controls library and Risk and Control Matrix. The exercise of review of controls was conducted during the year by the in-house process owners with the help of a Big Four firm. The revised control framework after such review was tested for operational effectiveness by the Statutory Auditors and they have given an affirmative opinion about the adequacy and effectiveness of the Internal Controls for Financial Reporting in the Company.

The Company has three business segments namely (a) Pharmaceuticals (b) Life Science Ingredients and (c) Drug Discovery Solutions. Each segment has a complete management set up with CEO, CFO, Business leaders and other functional heads who are responsible for running the operations and report to the Chairman/Co-Chairman and Managing Director and the Corporate Committee.

To improve the controls in operations, we have established, for each line of business, the concept of financial decision making through operational committees.

A detailed note on Internal Control Systems and Risk Management is given under ''Management Discussion and Analysis Report''.

CERTIFICATIONS

The Corporate Office in Noida and Gajraula Manufacturing facility are certified for Responsible Care®14001:2013 under the American Chemistry Council''s (ACC) Responsible Care® program. Implementation of RC14001 and Responsible Care Management System by Jubilant demonstrates its commitment to employee health and safety, community and the environment.

Responsible Care initiative encompasses comprehensive environmental management system, occupational health and safety, product stewardship, security, community outreach and transportation safety and aims at achieving and sustaining high standards of performance.

Gajraula, Nira, Bharuch and Savli Manufacturing facilities are certified under Integrated Management System program for ISO 9001 (Quality Management System), ISO 14001 (Environmental Management System) and OHSAS 18001 (Occupational Health and Safety Management system).

Gajraula

Gajraula Quality Control Laboratory has also been accredited by National Accreditation Board for Testing and Calibration Laboratories in accordance with the ISO/ IEC 17025:2005. The Carbon Dioxide manufacturing facility is certified for FSSC 22000 (Food Safety System Certification) for production and dispatch of food grade Carbon Dioxide for Beverages. Carbon Dioxide product is approved by Food Safety and Standards Authority of India (FSSAI).

Gajraula manufacturing facility is Kosher and Halal Certified for key products used for human consumption.

Savli

Animal Nutrition Unit at Savli is certified for FAMI-QS Code Version 5.1 in Feed Safety Management System.

Ambernath

Ambernath Manufacturing facility is ISO 9001:2015 certified for Quality Management System.

Bharuch

Bharuch Site is certified for Energy Management System Certification ISO 50001:2011 for Energy Conservation programme (ENCON).

Vitamins plant at Bharuch is certified for FAMI-QS Code Version 5.1 in Feed Safety Management System, Kosher, Halal-India, Halal-Malaysia, Halal-Indonesia, FSSC 22000 (Food Safety System Certification) and Good Manufacturing Practices (''GMP'').

Nira

Acetyl manufacturing facility at Nira has been certified for FSSC 22000 (Food Safety System Certification) for production and dispatch of Acetic Anhydride and Ethyl Acetate and also for storage, packaging and dispatch of Glacial Acetic Acid for food application. Manufacturing facility at Nira is Kosher and Halal certified for key products used for human consumption.

HUMAN RESOURCES

Our employees remain at the core of the Company''s growth strategy and play a vital role in ensuring sustainable business growth and future readiness. The Company has been focusing on strengthening its talent management and employee engagement processes through clear role expectations with specific and well defined Key Performance Indicators for each role. We believe in creating a culture of performance and merit that provides all our employees with opportunities to excel, learn and progress. We have been focusing on attracting the best talent from India''s leading campuses to have a steady flow of fresh talent, thereby creating a strong pool of internal talent.

Our well defined Leadership Competency Framework lays tremendous focus on outlining a common leadership culture throughout the organization. All our initiatives are backed by an action oriented development plan. The development initiatives lay the foundation of our talent pipeline.

Last year, we have conducted culture survey across businesses and geographies. The results of the survey have been published and shared with employees and appropriate initiatives would be taken in this regard.

In the learning and development space, we launched "Learning Management System" providing online training courses on business, functional, management and leadership skills to hone and foster a culture of continuous learning in the organisation. Additionally, we have mandatory programs for employees on the Code of Conduct, Whistle Blower Policy and Policy on Prevention of Sexual Harassment at workplace to reinforce our commitment to governance and adherence to the code of conduct and fair business practices. The Company has not received any complaint during the year under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013.

At Jubilant, we continue to strive to attract the best talent to fuel accelerated contribution and growth. However, there is talent scarcity across the industry. To mitigate the same, it is imperative for us to attract the best talent. To meet this objective, we had launched employee branding survey to understand how external world - Customers, Students, prospective candidates, etc. - perceive Jubilant and how different it is from the internal perception. We have received satisfactory response and have identified the focus areas to strengthen our Employer''s Value Proposition.

As on March 31, 2018, a total of 355 employees at our manufacturing plants at Savli, Nira and Gajraula were either members of unions or had collective bargaining capabilities. During the year, we enjoyed cordial relations with our employees and there have been no instances of labour unrest or disputes at any of the manufacturing sites.

A detailed note on Human Resource Management is given in the ''Management Discussion and Analysis Report''.

INVESTOR SERVICES

With a view to keep the investors well informed of its activities, the Company has taken the following initiatives:

- E-mailing quarterly results and press releases to the Shareholders soon after they are sent to the stock exchanges and e-mailing Annual Reports. Maintaining user friendly Investor Section on the website of the Company www.jubl.com;

- A dedicated e-mail address viz. [email protected] for interacting on various matters with respect to share transfer, transmission, dividends and other related issues with the Company Secretary and Compliance Officer;

- The Company has placed an Investor Feedback form on its website www.jubl.com under the head ''Investor Feedback Form'' to obtain valuable feedback and suggestions of the investors, by submitting the Form electronically;

- Earnings Presentation and Release detailing the quarterly results are uploaded on the website of the Company www.jubl.com. Earnings call is typically conducted post announcement of results to the stock exchanges as per the schedule mentioned in the Concall Invite which is also uploaded on the website of the Company. Earnings calls playback is made available on the link shared in the Concall Invite and transcripts are uploaded on the website of the Company;

- The presentation and meeting schedule of Road shows attended by the Company are uploaded on its website after intimating the same to the Stock Exchanges; and

- Disclosure made to the Stock Exchanges are promptly uploaded on the website of the Company for information of the Investors.

AWARDS AND ACCOLADES

During the year, various awards and accolades were received by the Company like:

- Most Consistent IR (Investor Relations) Practice in the country award instituted by IR Society of India;

- FICCI award for Efficiency in Energy Usage in Chemical sector; and

- Gold award by Chemexcil in Large Scale Manufacturer plus Merchant Exporter sector.

VIGIL MECHANISM

During the year, the Board has revised Vigil Mechanism (Whistle Blower Policy) to make the process more robust. The details of Vigil Mechanism adopted by the Company have been disclosed in the Corporate Governance Report, which is attached to and forms an integral part of this Report.

CORPORATE SOCIAL RESPONSIBILITY

Corporate Social Responsibility (''CSR'') is an integral part of Jubilant''s framework for sustainable development. The Company''s approach towards sustainable development focuses on the triple bottom line of Economic, Environmental and Social performance. The CSR activities at Jubilant are in line with the provisions of Section 135 read with Schedule VII to the Act. The Company''s CSR initiatives thrust on creating value in the lives of the communities around its areas of operations. Jubilant as a responsible corporate works in the line of Sustainable Development Goals (SDGs) with a strong focus on social performance indicated in the CSR projects of the organization. The SDGs, otherwise known as the Global Goals, are a universal call to action to end poverty, protect the planet and ensure that all people enjoy peace and prosperity.

Following are the highlights of CSR at Jubilant:

- CSR is deeply imbibed in the Company''s approach towards sustainable development. Jubilant considers community as one of its apex stakeholders and believes in inclusive growth.

- During the year, Jubilant continued its CSR initiatives in the realm of Education, Health, Livelihood and Social Entrepreneurship.

- Jubilant has been publishing its Corporate Sustainability Report every year from 2003 onwards. The report is externally verified and is in accordance with the Global Reporting Initiative (''GRI'') guidelines.

- Acknowledged application level A by GRI for our Corporate Sustainability Report since 2007 onwards. Report for FY 2016-17 was prepared in line with GRI G4 Guidelines in accordance with ''Comprehensive'' option. All our reports are available on the Company''s website www.jubl.com.

- CSR initiatives of the Company are conceptualized and implemented through Jubilant Bhartia Foundation (''JBF''), the social wing of Jubilant Bhartia Group, established in 2007 as a not-for-profit organization. JBF works on 4P model (Public-Private-People-Partnership) for empowering communities. JBF in partnership with Schwab Foundation for Social Entrepreneurship has been conferring Social Entrepreneur of the Year (SEOY) Award in India since the year 2010. The award celebrates mature-stage social entrepreneurs and their organizations that implement innovative, sustainable and large-scale solutions to address social issues. SEOY does not fall in the purview of CSR activities pursuant to the provisions of Schedule VII to the Act. The Company shall, however, continue to confer the SEOY award over and above CSR budget of the Company in view of the social benefits of the award.

- JBF''s detailed activities are available on its website www.jubilantbhartiafoundation.com. Annual Report on CSR including contents of the CSR Policy is attached as Annexure-4 to this Report. In compliance with the Listing Regulations, Business Responsibility Report forms part of the Annual Report.

- During the Financial Year 2015, Jubilant Pharma had taken loan from International Finance Corporation (''IFC''). Jubilant Pharma had ensured compliance towards the Environmental and Social Action Plan suggested by IFC post Environment and Social Due Diligence. Jubilant Pharma is also submitting Annual Monitoring Report (''AMR'') to IFC containing detailed environment and social performance of the company with respect to the IFC Performance Standards in a timely manner. The AMR also includes the latest compliance status towards the Environmental and Social Action Plan recommended by IFC during their annual E&S supervision visit.

OTHER DISCLOSURES

i. Extracts of Annual Return: Pursuant to the provisions of Section 92 of the Act read with Rule 12 of the Companies (Management and Administration) Rules, 2014, extract of the Annual Return is attached as Annexure-5 to this Report.

ii. Public Deposits: The Company has not accepted any deposits from the public during the year. The Company had no outstanding, overdue, unpaid or unclaimed deposits at the beginning and end of the Financial Year 2017-18.

iii. Loans, Guarantees and Investments: Details of loans, guarantees/ securities and investments along with the purpose for which the loan, guarantee or security is proposed to be utilised by the recipient have been disclosed in Note nos. 5, 6, 11, 38A and 40 to the Standalone Financial Statements.

iv. Particulars of Contracts or Arrangements with the. Related Parties: The Company has formulated a policy on Related Party Transactions (''RPTs''), dealing with the review and approval of RPTs. Prior omnibus approval is obtained for RPTs which are of repetitive nature. All RPTs are placed before the Audit Committee for review and approval.

All RPTs entered into during the Financial Year 201718 were in the ordinary course of business and on arm''s length basis. No material RPTs were entered into during the Financial Year 2017-18 by the Company as defined in the Policy on Materiality of Related Party Transactions. Accordingly, the disclosure of RPTs as required under Section 134(3)(h) of the Act in Form AOC-2 is not applicable. Your Directors draw attention of the members to Note no. 37 to the Standalone Financial Statements which sets out the Related Party disclosures.

v. Material Changes in Financial Position: No material change or commitment has occurred after the close of the Financial Year 2017-18 till the date of this Report, which affects the financial position of the Company.

vi. Orders passed by Courts/ Regulators: No significant or material order has been passed by the regulators or courts or tribunals impacting the going concern status of the Company or its future operations.

vii. Secretarial Standards: The Company has complied with Secretarial Standards issued by the Institute of Company Secretaries of India on Meetings of the Board of Directors and General Meetings.

CORPORATE GOVERNANCE

As a responsible corporate citizen, the Company is committed to maintain the highest standards of Corporate Governance and believes in adhering the best corporate practices prevalent globally.

A detailed Report on Corporate Governance is attached as Annexure-6 and forms part of this Report. A certificate from a Practising Company Secretary confirming compliance with the conditions of Corporate Governance, as stipulated in Clause E of Schedule V to the Listing Regulations is attached to the Corporate Governance Report.

The Board Members and Senior Management Personnel have affirmed compliance with the Code of Conduct for Directors and Senior Management for the year ended March 31, 2018. A certificate from the Co-Chairman & Managing Director confirming the same is attached to the Corporate Governance Report.

A certificate from the CEO and CFO confirming correctness of the financial statements, adequacy of internal control measures, etc. is also attached to the Corporate Governance Report.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

The Management Discussion and Analysis Report on the operations of the Company as provided under the Listing Regulations has been given separately and forms part of this Report.

ACKNOWLEDGMENTS

Your Directors acknowledge with gratitude the cooperation and assistance received from the Central and State Government authorities. Your Directors thank the shareholders, debenture holders, financial institutions, banks/ other lenders, debenture trustees, customers, vendors and other business associates for their confidence in the Company and its management and look forward to their continued support. The Board wishes to place on record its appreciation for the dedication and commitment of the Company''s employees at all levels, which has continued to be our major strength. We look forward to their continued support in the future.

For and on behalf of the Board

Shyam S Bhartia Hari S Bhartia

Chairman Co-Chairman & Managing Director

(DIN: 00010484) (DIN: 00010499)

Place: Noida

Date: May 9, 2018

the Directors are happy in presenting the Thirty Ninth Annual Report together with the Audited Standalone and Consolidated Financial Statements for the year ended March 31, 2017.

OVERVIEW

Jubilant Life Sciences Limited (‘the Company’ or ‘Jubilant’) is an integrated global Pharmaceutical and Life Sciences company engaged in Pharmaceuticals, Life Science Ingredients and Drug Discovery Solutions. The Pharmaceuticals segment, through its wholly-owned subsidiary Jubilant Pharma Limited, is engaged in manufacture and supply of Active Pharmaceutical Ingredients (‘APIs’), Solid Dosage Formulations, Radiopharmaceuticals, Allergy Therapy Products and

RESULTS OF OPERATIONS AND STATE OF COMPANY''S AFFAIRS FINANCIAL RESULTS

('' / Million)

Contract Manufacturing of Sterile and Non-sterile products through 6 USFDA approved manufacturing facilities in India, USA and Canada. The Life Science Ingredients segment, is engaged in Specialty Intermediates, Nutritional Products and Life Science Chemicals through 5 manufacturing facilities in India. The Drug Discovery Solutions segment provides proprietary in-house innovation and collaborative research and partnership for out-licensing through 3 world class research centres in India and USA. Jubilant Life Sciences Limited has a team of over 6,500 multicultural people across the globe and is committed to deliver value to its customers across over 100 countries. The Company is well recognized as a ‘Partner of Choice’ by leading pharmaceuticals and life sciences companies globally. For more information, please visit the Company’s website www.jubl.com.

Wter reversal of dividend distribution tax of '' 39 Million (March 31, 2016: '' 60 Million), on account of dividend received during the year from a subsidiary company.

(i) Standalone Financials Revenue from Operations

In the Financial Year 2016-17, on standalone basis, the Company recorded total Revenue from operations of Rs, 26,230 Million.

International Revenues

International business contributed 40% to the Net Revenue from operations at Rs, 10,365 Million.

EBITDA

For the year ended March 31, 2017, Earnings before Interest, Taxes, Depreciation and Amortization (‘EBITDA’) stood at Rs, 3,699 Million with EBITDA margins at 14%.

Reported Net Profit/ Loss after Tax and EPS

Reported Net Profit after Tax was Rs, 792 Million in the Financial Year 2016-17. Basic Earnings Per Share (‘EPS’) stood at Rs, 4.97.

(ii) Consolidated Financials

The Consolidated Financial Statements, prepared in accordance with the provisions of the Companies Act, 2013 (the ‘Act’), SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (the ‘Listing Regulations’) and Ind-AS 110 ''Consolidated Financial Statements'' prescribed under Section 133 of the Act, form part of the Annual Report.

Performance Review

Our strong performance continued in the Financial Year 2016-17 and the Company reported highest ever revenue and profits during the year. The differentiated business model focusing on Specialty Pharmaceuticals (Injectables) has enabled us to deliver exceptional results and build a strong base for growth going forward in our Pharma business. The Company has generated strong operating cash flow which enabled reduction of debt and is expected to deliver better results going forward. Our focus is to strengthen the Balance Sheet, invest in strategic opportunities without increasing debt levels and build strong pipeline of products across our businesses.

Revenue from operations was the highest ever at Rs, 60,063 Million, up 2% YoY, with International revenue at Rs, 42,468 Million, contributing 71% of the total revenue. Pharmaceuticals revenues were at Rs, 31,167 Million, up 8% YoY and contributing 52% to the revenues. Within this segment, Specialty Pharmaceuticals (Injectables) displayed a growth of 11% YoY. The Company believe that, this growth is a testimony to our strategy and the business model wherein we have been able to build multiple levers of exciting and differentiated businesses which have helped the business deliver robust performance. This has been aptly demonstrated in the consistent growth witnessed in Specialty Pharmaceuticals (Injectables) despite strong headwinds in the US Generics business from supply chain consolidation. Life

Science Ingredients revenue stood at Rs, 27,076 Million and contributed 45% to the revenue. Drug Discovery Solutions revenue improved 45% YoY to Rs, 1,821 Million contributing 3% of the revenue.

EBITDA was 9% higher YoY at record Rs, 13,701 Million, translating to margin improvement of 143 basis points at 22.8% as against 21.4% in the Financial Year 2015-16. This was led by the Pharmaceuticals segment which reported EBITDA of Rs, 9,751 Million, a growth of 9% YoY with a margin of 31.3% as against the margin of 30.9% achieved last year. The Pharmaceuticals segment now contributes about 68% to the overall EBITDA.

Life Science Ingredients reported EBITDA of Rs, 4,338 Million translating to EBITDA margin of 16%, an improvement from 15% in the Financial Year 2015-16. Drug Discovery Solutions EBITDA was at Rs, 258 Million translating to EBITDA margin of 14.2%. Depreciation and amortization in the Financial Year 2016-17 was at Rs, 2,914 Million as compared to Rs, 3,467 Million in the Financial Year 2015-16. Finance cost stood at Rs, 3,411 Million, lower by 8% YoY.

Net profit attributable to shareholders improved by 47% YoY at Rs, 5,756 Million as compared to Rs, 3,918 Million in the Financial Year

2015-16 with a Basic EPS of Rs, 36.93 as compared to Rs, 25.10 in the Financial Year 2015-16.

From Balance Sheet perspective, in the Financial Year 2016-17, the Company repaid Rs, 5,056 Million of Debt and the Net Debt stood at Rs, 36,844 Million on a constant currency basis.

DIVIDEND

The Board is pleased to recommend a dividend of 300% i.e. 3 per fully paid up equity share of Rs, 1 for the year ended March 31, 2017. Total dividend payout of Rs, 536 Million includes tax on dividend of Rs, 58 Million (net of reversal of dividend distribution tax of Rs, 39 Million for the year ended March 31, 2016, on account of dividend received during the year from a subsidiary company). The payment of dividend is subject to approval of the shareholders at the forthcoming Annual General Meeting (‘AGM’) of the Company.

CAPITAL STRUCTURE

(a) Share Capital

During the year, there has been no change in the authorized, subscribed and paid-up share capital of the Company. As on March 31, 2017, the paid-up share capital stood at Rs, 159,281,139 comprising of 159,281,139 equity shares of Rs, 1 each.

(b) Employees Stock Option Plans (ESOPs)

The Company has two employees stock option plans namely Jubilant Employees Stock Option Plan 2005 (''Plan 2005'') and JLL Employees Stock Option Plan 2011 (''Plan 2011''). During the year, there was no material change in Plan 2005 and Plan 2011 and both the plans are in compliance with the SEBI (Share Based Employee Benefits) Regulations, 2014 (the ''SEBI ESOP Regulations'').

Plan 2005: During the year, 3,700 Options were exercised by the option holders. As on March 31, 2017, 2,867 Options were outstanding under the Plan 2005. Each Option entitles the holder to acquire five equity shares of Rs, 1 each of the Company at the exercise price fixed at the time of grant, being the market value as per the erstwhile SEBI (Employee Stock Option Scheme and Employee Stock Purchase Scheme) Guidelines, 1999 (the ‘SEBI Guidelines’).

Plan 2011: During the year, 337,075 Options were exercised by the option holders. As on March 31, 2017, 71,185 Options were outstanding under the Plan 2011. Each Option entitles the holder to acquire one equity share of Rs, 1 of the Company at the exercise price fixed at the time of grant, being the market value as per the SEBI Guidelines.

No dilution of paid-up capital is expected due to exercise of Options as it is envisaged to transfer the shares held by Jubilant Employees Welfare Trust to the employees on exercise of Options.

The details pursuant to the SEBI ESOP Regulations have been placed on the website of the Company and we blink of the same is www.jubl.com/Uploads/image/499imguf_ esop_disclosure2017.pdf.

(c) Debentures

During the year, the Company has offered, issued and allotted Secured Redeemable Non-Convertible Debentures (‘NCDs’) of Rs, 4,950 Million on a private placement basis. NCDs are listed on Whole-sale Debt Market Segment of National Stock Exchange of India Limited (‘NSE’). The net proceeds of the funds raised have primarily been used to refinance the existing debt of the Company.

SUBSIDIARIES

As on March 31, 2017, the Company had 49 subsidiaries. Brief particulars of the principal subsidiaries are given below:

Jubilant Pharma Limited

Jubilant Pharma Limited, Singapore (‘Jubilant Pharma’) is a wholly-owned subsidiary of your Company. Jubilant Pharma holds the global pharmaceutical business of the Company through its subsidiaries in USA, Canada, Europe, India and rest of the world. These subsidiaries of Jubilant Pharma are engaged in manufacturing and marketing of various pharmaceutical products and services like APIs, oral dosage forms (tablets and capsules), contract manufacturing of sterile injectables, ointment, creams and liquids, allergy therapy products and radiopharmaceutical products. Revenue of the company during the Financial Year 2016-17 was '' 833.18 Million as compared to '' 521.90 Million during the Financial Year 2015-16.

During the year, Jubilant Pharma has, through its debut issue, raised US$ 300 Million by offering 4.875% Rated Unsecured High Yield Bonds (''Notes'') under Regulation S of the US Securities Act of 1933. The Notes are listed on the Singapore Exchange Securities Trading Limited. The net proceeds of the funds raised have primarily been used to refinance the existing debt of the Company and its subsidiaries.

Jubilant Generics Limited

Jubilant Generics Limited (''JGL'') is a wholly-owned subsidiary of the Company through Jubilant Pharma. JGL owns two manufacturing facilities; one at Nanjangud, Karnataka and another at Roorkee, Uttarakhand which are engaged in APIs and Dosage Forms business, respectively.

The manufacturing location at Nanjangud spread on 69 acres is engaged in manufacturing of APIs and caters to the sales worldwide. API portfolio is focused on Lifestyle driven Therapeutic Areas (CVS, CNS) and also targets complex and newly approved molecules. The company is market leader in four APIs and is amongst the top 3 players for another three APIs in its portfolio helping it maintain a high contribution margin. The manufacturing location at Roorkee, Uttarakhand with 5 acres of infrastructure is USFDA, Japan PMDA, UK MHRA, TGA, WHO and Brazil ANVISA audited and approved. This business focusses on B2B model for EU, Canada and emerging markets. It has capabilities to develop multiple dosage forms including Oral solid, injectable and ophthalmic dosage forms. Revenue of the company during the Financial Year 2016-17 was '' 10,726.09 Million as compared to '' 9,197.82 Million during the Financial Year 2015-16.

Jubilant Pharma Trading Inc.

This corporation incorporated in Delaware, USA is a wholly-owned subsidiary of Jubilant Pharma. It undertakes sales and distribution of APIs in North America. Revenue of the company during the Financial Year 2016-17 was '' 1,232.63 Million as compared to '' 1,296.41 Million during the Financial Year 2015-16.

Cadista Holdings Inc. and Jubilant Cadista Pharmaceuticals Inc.

(i) Cadista Holdings Inc. (''Cadista''), a corporation incorporated in Delaware, USA is a wholly-owned subsidiary of Jubilant Pharma Holdings Inc.

(ii) Jubilant Cadista Pharmaceuticals Inc., a corporation incorporated in Delaware, USA is a wholly-owned subsidiary of Cadista. This company is in the business of manufacturing solid dosage forms of generic pharmaceuticals at its U.S. Food and Drug Administration (‘USFDA’) approved manufacturing facility in Salisbury, Maryland, USA. Its customer base includes all the large wholesalers, retail and grocery chains. Besides manufacturing its own label products, it also provides product development and contract manufacturing services. As on March 31, 2017, there were 29 products marketed in the US with focus in the therapeutic areas of CVS, CNS, Anti Allergic, Steroids, etc. Revenue of the company during the Financial Year 2016-17 was '' 5,374.65 Million as compared to '' 5,822.31 Million during the Financial Year 2015-16.

Jubilant HollisterStier LLC

This subsidiary is based in Spokane, State of Washington, USA. It is a wholly-owned subsidiary of HSL Holdings Inc.

This subsidiary has 2 businesses; Contract Manufacturing (CMO) and Allergenic Extracts.

In the contract manufacturing business of sterile injectables, this company provides a complete range of services to support drug manufacturing in the pharmaceutical and biopharmaceutical industries. Its contract manufacturing capabilities include aseptic liquid fill/ finishing and lyophilisation of small lot parenteral for commercial and clinical requirements. Its capabilities can be applied to a variety of projects from pre-clinical through commercial scale across a multitude of dosage forms including microspheres, suspensions, WFI/ diluents, biologics (proteins), lyophilized products and liposomes. Jubilant HollisterStier is approved across global regulated markets including FDA (both CDER and CBER), Europe, Japan, Brazil and Canada. Its contract manufacturing business serves customers including innovators ranging from small biotechnology to large pharmaceutical companies.

Additionally, it is an innovator, manufacturer and distributor of allergenic extracts, targeted primarily at treating allergies and asthma. With nearly 100 years of leadership in research, extract production and immunotherapy products, the organization is respected worldwide in the field of allergy. Currently, the business is comprised of allergenic extracts and mixes, along with specialized skin test diagnostic devices. The business lays special emphasis on innovation towards introducing new products to treat and cure allergies. Revenue of the company during the Financial Year 2016-17 was '' 7,133.07 Million as compared to '' 6,709.53 Million during the Financial Year 2015-16.

Jubilant DraxImage Inc.

Jubilant DraxImage Inc. (‘JDI'') is a wholly-owned subsidiary of the Company through Jubilant Pharma. JDI develops, manufactures and markets radiopharmaceuticals used in Nuclear Medicine for the diagnosis, treatment and monitoring of various diseases. It serves hospital-based customers (Nuclear Medicine Physicians and Technologists) in addition to specialized radiopharmacies and through them patients, globally with high quality and reliable specialty products. The business is backed by a dedicated research and development team, specialized manufacturing, strong regulatory affairs and commercial operations. The areas of specialization include cardiac, lung, bone and thyroid diseases. JDI employs about 160 skilled professionals and is based in Montreal, Canada, where it operates a manufacturing facility approved by USFDA and Health Canada.

JDI has earned and maintained market leadership in North America in several specialty niche products including I-131 Therapeutic & Diagnostic capsules for imaging and treatment of thyroid diseases and thyroid cancer, Methylene-Diphosphonate (MDP) for bone imaging, Macro-Aggregated Albumin (MAA) for lung imaging and Diethylene Triamine Penta-acetic Acid (DTPA) for renal and brain imaging. Recently, JDI received approval from USFDA for RubyFill®, a cutting edge technology for PET myocardial perfusion imaging (MPI) under rest and pharmacological stress conditions to evaluate regional myocardial perfusion in adult patients with suspected or existing coronary artery disease. Revenue of the company during the Financial Year 2016-17 was '' 8,112.66 Million as compared to '' 7,049.54 Million during the Financial Year 2015-16.

Jubilant DraxImage Limited

This is a wholly-owned subsidiary of the Company through Jubilant Pharma. Jubilant Draximage Limited (‘JDI, India’) has been set up with a vision to cater to the Radiopharmaceutical and Nuclear Medicine field in India which lacks a structured focus from Pharmaceutical Industry. This company is engaged in marketing of innovative diagnostic imaging, radiopharmaceutical solution and therapeutic radiopharmaceutical products. Presently, JDI, India is marketing Lyophilized kits like Sestamibi, DTPA MDP and MAA in rest of the world. It is also involved in distribution of wide range of radioisotopes which include Tc-99m Generator (used in the diagnosis of Bone Cancer, Renal Imaging, Cerebral Perfusion Imaging and Myocardial Perfusion Imaging), Thallium-201 and Iodine-131 (Ranked 2^nd in market share value wise in India) capsules and solution (for the diagnosis and treatment of Thyroid and its related disease), Lutetium-177 and Gallium-68 generator (Ranked 2^nd in market share value wise in India) via various partnerships across South Asia. The target customers are Nuclear Medicine physicians, Cardiologists and Oncologists of various hospitals and imaging labs. Revenue of the company during the Financial Year 2016-17 was '' 112.97 Million as compared to '' 99.23 Million during the Financial Year 2015-16.

Jubilant Pharma NV

This is a wholly-owned subsidiary of the Company through JGL and Jubilant Pharma. This company holds shares of Jubilant Pharmaceuticals NV (99.8%) and PSI Supply NV (99.5%) along with Jubilant Pharma which holds the balance shares.

Jubilant Pharmaceuticals NV

This is a wholly-owned subsidiary of the Company through Jubilant Pharma NV, Belgium, which holds 99.8% of its shares and Jubilant Pharma holds the balance shares. This company is engaged in the business of licensing generic dosage forms and providing regulatory services to generic pharmaceutical companies. Revenue of the company during the Financial Year 2016-17 was '' 35.12 Million as compared to '' 43.85 Million during the Financial Year 2015-16.

PSI Supply NV

This is a wholly-owned subsidiary of the Company. 99.5% of its shares are held by Jubilant Pharma NV and the balance by Jubilant Pharma. It is engaged in the supply of generic dosage forms to the European markets. Revenue of the company during the Financial Year 2016-17 was '' 219.50 Million as compared to '' 239.03 Million during the Financial Year 2015-16.

Jubilant Life Sciences NV

This is a wholly-owned subsidiary of the Company. 99.99% of its shares are held by the Company and the balance by Jubilant Infrastructure Limited. It is engaged in the supply of bulk chemicals such as ethyl acetate, acetic anhydride, etc. and vitamins (feed and food grade) to the European markets.

Revenue of the company during the Financial Year 2016-17 was '' 3,018.02 Million as compared to '' 3,341.75 Million during the Financial Year 2015-16.

Jubilant Biosys Limited

This company is a subsidiary of the Company through Jubilant Biosys (Singapore) Pte. Ltd. (a wholly-owned subsidiary of the Company). Jubilant Biosys (Singapore) Pte. Ltd. holds 66.98% equity of this company.

This company provides Drug Discovery Services to global pharmaceutical and biotech companies in:

- Standalone Service Model including functional services in the areas of In Vitro Biology, In Vivo Biology, Structural Biology, DMPK, Toxicology and Discovery Informatics, on Full Time Equivalent (FTE) or Fee For Service (FFS) based model;

- Collaborative/Partnership Model with integrated discovery program across a single or a portfolio of molecules;

- In house proprietary model to develop assets that can be out-licensed under terms including research funding, payments for scientific milestones achieved through Discovery and Development phase and royalties on successful commercialization of drugs.

Revenue of the company during the Financial Year 201617 was '' 887.26 Million as compared to '' 588.47 Million during the Financial Year 2015-16.

During the Financial Year 2016-17, the Company acquired

186,620,000 12% Optionally Convertible Non-cumulative Redeemable Preference Shares of '' 10 each of Jubilant Biosys Limited at par aggregating to '' 1,866.20 Million. The loans granted earlier by the Company have been applied towards subscription money for the Preference Shares.

Jubilant Chemsys Limited

This company is a wholly-owned subsidiary of the Company through Jubilant Drug Development Pte. Ltd., Singapore. This company offers services in Synthetic Organic Chemistry, Combinatorial Chemistry, Medicinal Chemistry, Process Research & Development and Manufacturing, Scale up services and GMP Manufacturing-Clinical Supply to drug discovery companies of US, Europe and rest of the world on Full Time Equivalent, Fee For Service and Hybrid Model.

It also works closely with Jubilant Biosys Limited in collaborative drug discovery research. Revenue of the company during the Financial Year 2016-17 was '' 988.78 Million as compared to '' 662.42 Million during the Financial Year 2015-16.

Jubilant Clinsys Limited

Jubilant Clinsys Limited (‘JCL’) is a wholly-owned subsidiary of the Company through Jubilant Drug Development Pte. Ltd., Singapore. Revenue of the company during the Financial Year 2016-17 was '' 35.06 Million as compared to '' 25.54 Million during the Financial Year 2015-16.

During the year, JCL made an application to the National Company Law Tribunal (‘NCLT’) to extinguish its preference share capital of '' 270.50 Million held by the Company and payment of equivalent amount to the Company. The order of NCLT is awaited.

Jubilant Clinsys Inc.

This New Jersey based USA Corporation is a wholly-owned subsidiary of Jubilant Pharma Holdings Inc. This company provides Clinical Research Data Management services through TrialStat platform. Revenue of the company during the Financial Year 2016-17 was '' 17.40 Million as compared to '' 37.62 Million during the Financial Year 2015-16.

Jubilant Discovery Services Inc.

This Delaware based USA Corporation is a wholly-owned subsidiary of Jubilant Biosys Limited.Thiscompanyis providing Ion channel screening services using electrophysiology. It also performs Assay development, medium-high-throughput screening, comprehensive cell-culture services under FTE and FFS business models. Apart from these services, it also provides sales, marketing and liaising services to Jubilant Biosys Limited and Jubilant Chemsys Limited. Revenue of the company during the Financial Year 2016-17 was '' 176.04 Million as compared to '' 133.21 Million during the Financial Year 2015-16.

Jubilant Infrastructure Limited

This wholly-owned subsidiary of the Company had entered into a Memorandum of Understanding (''MOU'') with the Government of Gujarat during the ''Vibrant Gujarat'' conference in 2007 for development of Sector Specific Special Economic Zone (''SEZ'') for Chemicals in Gujarat. About 107 hectares land was taken on lease from Gujarat Industrial Development Corporation (''GIDC'') in Bharuch District, Gujarat.

This SEZ became operational in October 2011 with the best in class infrastructure facilities and utility plants like Boiler, Gas Turbine, Effluent Treatment, Incinerator and DM Water.

The Company has two units in this SEZ. The finished products of Unit-1 and Unit-2 are fully backward integrated and are using in-house developed innovative technologies.

The global scale plants of Vitamin B3 and 3-Cyanopyridine at SEZ make your Company the largest producer of Vitamin B3 in India and the second largest globally. Revenue of the company during the Financial Year 2016-17 was '' 715.99 Million as compared to '' 889.10 Million during the Financial Year 2015-16.

Jubilant Life Sciences (USA) Inc.

This corporation incorporated in Delaware, USA is a wholly-owned subsidiary of the Company. It undertakes sales and distribution of advance intermediates, nutrition ingredients and fine chemicals in North America. Revenue of the company during the Financial Year 2016-17 was '' 1,508.07 Million as compared to '' 1,506.87 Million during the Financial Year 2015-16.

Jubilant Life Sciences (Shanghai) Limited

This wholly-owned subsidiary of the Company is held through Jubilant Life Sciences International Pte. Limited. It undertakes sales and distribution of products in China. This company is engaged in trading of advance intermediates (pyridine and its derivatives), specialty ingredients and nutrition products. It is catering to pharmaceutical, animal feed and agrochemical industries in China. This subsidiary is also a sourcing hub of raw materials for your Company. Revenue of the company during the Financial Year 2016-17 was '' 1,036.30 Million as compared to '' 1,325.07 Million during the Financial Year 2015-16.

Jubilant DraxImage Radiopharmacies Inc.

During the year, Jubilant DraxImage Radiopharmacies Inc. (‘JDRI’) was incorporated as a wholly-owned subsidiary of the Company through Jubilant Pharma Holdings Inc. to undertake speciality pharma business in the United States.

JDRI has signed an Asset Purchase Agreement with Triad Isotopes Inc. and its parent, Isotope Holdings, Inc. (‘Triad’) to acquire substantially all of the assets which comprise the radio pharmacy business of Triad. The closing of the transaction is subject to customary closing conditions, including contract, regulatory and other approvals. This is the second largest radio pharmacy network in the US with more than 50 pharmacies, distributing nuclear medicine products to the largest National GPOs, regional health systems, standalone imaging centres, cardiologists and hospitals. The acquisition will provide Jubilant with direct access to hospital networks with ability to deliver more than 3 million patient doses annually through approximately 1,700 customers. The acquisition will facilitate Jubilant forward integrate in the radiopharmaceutical business.

Jubilant Pharma Australia PTY Limited

During the year, Jubilant Pharma Australia PTY Limited (‘JPA’) was incorporated as a wholly-owned subsidiary of the Company through Jubilant Pharma. JPA has been set up to make regulatory filings in its own name in timely and efficient manner. This will enable Jubilant to carry on its pharma business in Australia in an effective manner. JPA will continue to follow a B2B partnership model for marketing its products in Australia.

Other subsidiaries are mentioned below:

Jubilant Innovation Pte. Limited

Jubilant Biosys (Singapore) Pte. Limited

Jubilant Drug Development Pte. Limited

Drug Discovery and Development Solutions Limited

Jubilant Life Sciences International Pte. Limited

Jubilant Innovation (BVI) Limited

Jubilant Life Sciences (BVI) Limited

Jubilant Biosys (BVI) Limited

Jubilant Innovation (USA) Inc.

Jubilant Pharma Holdings Inc.

HSL Holdings Inc.

Draxis Pharma LLC Jubilant DraxImage (USA) Inc.

Draximage LLC (Merged into Jubilant DraxImage (USA) Inc. effective from April 1, 2017)

Deprenyl Inc., USA (Merged into Jubilant DraxImage (USA) Inc. effective from April 1, 2017)

Jubilant HollisterStier Inc.

Draximage Limited, Cyprus Draximage Limited, Ireland 6963196 Canada Inc.

6981364 Canada Inc.

DAHI Animal Health (UK) Limited Draximage (UK) Limited

Jubilant Drug Discovery & Development Services Inc. Jubilant Life Sciences (Switzerland) AG Vanthys Pharmaceutical Development Private Limited Jubilant Innovation (India) Limited Jubilant First Trust Healthcare Limited

PERFORMANCE AND FINANCIAL POSITION OF SUBSIDIARIES

The performance and financial position of the subsidiaries are given in Form AOC-1 attached to the Financial Statements for the year ended March 31, 2017.

PARTNERSHIPS Jubilant HollisterStier General Partnership

It is a Canada based partnership managed by two subsidiaries of the Company - Jubilant Hollister tier Inc. and Draxis Pharma LLC. This partnership provides contract manufacturing services. It manufactures products in two categories: sterile products and non-sterile products. Sterile products include liquid and freeze-dried (lyophilized) injectables and sterile ointments and creams. Non-sterile products include non-sterile ointments, creams and liquids.

Draximage General Partnership

It is a partnership based in Canada managed by two Canadian subsidiaries of the Company i.e. Jubilant Draximage Inc. (90%) and 6981364 Canada Inc. (10%).

STATUTORY AUDITORS

M/s B S R & Co. LLP, Chartered Accountants (''BSR'') were appointed as the Statutory Auditors of the Company at the 36^th AGM of the Company to hold office until the conclusion of AGM to be held in the year 2018, subject to ratification by the members at every AGM. BSR has confirmed that ratification of their appointment, if made at the ensuing AGM, shall be in accordance with the conditions specified in the Act.

The Auditors’ Reports for the Financial Year 2016-17 do not contain any qualification, reservation, adverse remark or disclaimer.

COST AUDIT

Pursuant to Section 148 of the Act read with the Companies (Cost Records and Audit) Rules, 2014, the Central Government has prescribed audit of cost records for certain products. Accordingly, the Company needs to carry out cost audit of its products. Based on the recommendations of the Audit Committee, the Board of Directors has re-appointed M/s J. K. Kabra & Co., Cost Accountants as Cost Auditors of the Company to conduct cost audit for the Financial Year 2016-17.

SECRETARIAL AUDIT

The Board had appointed M/s Sanjay Grover & Associates, Company Secretaries to conduct Secretarial Audit pursuant to the provisions of Section 204 of the Act for the Financial

Year 2016-17. The Report of the Secretarial Auditors is attached as Annexure-1 to this Report and does not contain any qualification, reservation, adverse remark or disclaimer.

DIRECTORS AND KEY MANAGERIAL PERSONNEL

Mr. Hari S Bhartia was re-appointed as Co-Chairman and Managing Director of the Company for a period of 5 years effective from April 1, 2017 by the Shareholders at the AGM held on August 30, 2016. Mr. Hari S Bhartia retires by rotation at the forthcoming AGM and being eligible, offers himself for re-appointment.

The Board has appointed Mr. Pramod Yadav as Whole-time Director of the Company for a period of 2 years effective from April 1, 2017 subject to approval of the Shareholders at the ensuing AGM.

The Board has, at its meeting held on May 23, 2017, appointed Mr. Sushil Kumar Roongta and Mr. Vivek Mehra as Additional Directors in the category of Independent Directors and Mr. Priyavrat Bhartia and Mr. Arjun Shanker Bhartia as Additional Directors in the category of Non-Executive Directors.

Mr. Shardul S Shroff resigned from the Board of Directors of the Company effective from May 24, 2016. Mr. Shyamsundar Bang resigned as Executive Director of the Company effective from February 7, 2017 on his superannuation from the services of the Company. He continued as Non-Executive Director of the Company till March 31, 2017.

MEETINGS OF THE BOARD

Four meetings of the Board of Directors of the Company were held during the Financial Year 2016-17.

DECLARATION OF INDEPENDENT DIRECTORS

All Independent Directors have given declaration that they meet the criteria of independence as provided under Section 149 of the Act and Regulation 16 of the Listing Regulations.

APPOINTMENT AND REMUNERATION POLICY

The Company has implemented Appointment and Remuneration Policy pursuant to the provisions of Section 178 of the Act and Regulation 19 read with Schedule II, Part D of the Listing Regulations. The Policy has been disclosed in the Corporate Governance Report attached to this Report.

ANNUAL PERFORMANCE EVALUATION OF THE BOARD

A statement on annual evaluation by the Board of its performance and performance of its Committees as well as individual Directors forms part of the Corporate Governance Report attached to this Report.

DIRECTORS'' RESPONSIBILITY STATEMENT

Your Directors, based on the representation received from the management, confirm that:

(i) in the preparation of the annual accounts, the applicable accounting standards have been followed along with proper explanation relating to material departures;

(ii) the Directors have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as on March 31, 2017 and of the profits of the Company for the year ended March 31, 2017;

(iii) the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

(iv) the Directors have prepared the annual accounts on a going concern basis;

(v) the Directors have laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and are operating effectively.

Based on the framework of internal financial controls including the Controls Manager for financial reporting and compliance systems established and maintained by the Company, work performed by the internal, statutory and secretarial auditors and the reviews performed by the management and the relevant Board committees, including the Audit Committee, the Board is of the opinion that the Company’s internal financial controls were adequate and effective during the Financial Year 2016-17;and

(vi) the Directors have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems are adequate and operating effectively.

COMPOSITION OF AUDIT COMMITTEE

As on date, the Audit Committee comprises Mr. S Sridhar, Chairman, Ms. Sudha Pillai and Dr. Ashok Misra. The Board has accepted all the recommendations made by the Audit Committee.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO

Information relating to Conservation of Energy, Technology Absorption and Foreign Exchange Earnings and Outgo, required to be disclosed pursuant to Section 134 of the Act read with the Companies (Accounts) Rules, 2014 is given as Annexure-2 and forms part of this Report.

EMPLOYEES

Particulars of Directors and Employees as required under Section 197(12) of the Act read with Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, as amended, are given as Annexure-3 and form part of this Report.

RISK MANAGEMENT AND INTERNAL CONTROL SYSTEMS

Risk-taking is an inherent trait of any enterprise. However, if risks are not properly managed and controlled, they can affect the Company’s ability to attain its objectives. Risk management and internal financial control systems play a key role in directing and guiding the Company’s activities by continually preventing and managing risks. The Board, Audit Committee and Senior Management team collectively set the overall tone and risk culture of the Company by identifying the risks impacting the Company’s business and documenting the process of risk identification, risk minimization and risk optimization as a part of the risk management policy through defined and communicated corporate values, clearly assigned risk responsibilities, appropriately delegated authority and a set of processes and guidelines.

There exists a critical risk management framework across the Company and the same is reviewed on a periodic basis by the Board. Some of the critical risks identified in various businesses of the Company are:

- Competition, Cost Competitiveness and Pricing

- Dependence on Certain Key Products and Customers

- Foreign Currency and Interest Rate Exposures

- Capacity Planning and Optimization

- Manufacturing Operations

- Dependence on Single Manufacturing facility

- Research & Development Effectiveness

- Supply Interruptions due to Single Source Supplier

- Limited Product Pipeline

- Failure to Supply to Customers

- Human Resources- Acquire and Retain Talent

- Compliance and Regulatory

- Environment, Health and Safety

- Protecting Intellectual Property Rights

- Information Technology

- Risk of changes in Tax Legislation

- Mergers & Acquisitions

- Political or Economic Instability or Acts of Terrorism

- Duties by Export Destination Countries

- Acceptance of Our Products in Market

- Policies regarding returns, allowances and chargeback’s in the United States

- Labour Unions

- Consolidation of Customer Base

The Company promotes strong ethical values and high levels of integrity in all its activities, which in itself is a significant risk mitigator. With the growth strategy in place, risk management holds the key to the success of the Company’s journey of continued competitive sustainability in attaining the desired business objectives.

Implementation of Internal Financial Controls

To compete globally, world class Corporate Governance and Financial Controls over operations are a must for the Company. The Internal Financial Controls as mandated by the Act, not only require a certification from CEO-CFO but also put an obligation on the Board of Directors to ensure that the Internal Financial Controls are adequate and operating effectively. Besides this, the Statutory Auditors are also required to give an opinion on the adequacy and effectiveness of Internal Controls over Financial Reporting (‘ICFR’).

To make the Internal Financial Controls framework robust, the Company has worked on three lines of defense strategy which is as under:

- First Line of Defense: Build internal controls into operating processes - To this end, we have ensured that a detailed Delegation of Authority is issued, Standard Operating Procedures for the processes are created, financial decision making is done through Committees, IT controls are built into the processes, Segregation of Duties is done, strong budgetary control framework exists, the Entity level controls including Code of Conduct, Ombudsman Office are put in place, etc.

- Second Line of Defense: Create an efficient review mechanism - We created a review mechanism under which all the business units and functions are reviewed for performance at least once in a month by the respective CEOs and once in a quarter, by the Corporate team. The formats for these reviews are detailed and finalized with the help of global consulting firms.

- Third Line of Defense: Independent assurance - A Big Four firm has been appointed as our internal auditors to perform systematic independent audit of every aspect of the business to provide independent assurance on the effectiveness of the internal controls and highlight the gaps for continuous improvement.

We have implemented a programme under which more than 2,000 financial controls are established and certified on a quarterly basis by the relevant process owners before the financial results are closed for the quarter. A quarterly certification process is maintained through a work flow based IT tool called ‘Controls Manager’ and this certification is the basis of the CEO-CFO certification stipulated by Regulation 17(8) read with Part B of Schedule II to the Listing Regulations.

The Company regularly updates the controls library and Risk and Control Matrix. The exercise of review of controls was conducted during the year by the in-house process owners with the help of a Big Four firm. The revised control framework after such review was tested for operational effectiveness by the Statutory Auditors and they have given an affirmative opinion about the adequacy and effectiveness of the Internal Controls for Financial Reporting in the Company.

The Company has three business segments namely

(a) Pharmaceuticals (b) Life Science Ingredients and

(c) Drug Discovery Solutions. Each segment has a complete management set up with CEO, CFO and other functional heads who are responsible for running the operations and report to the Chairman/Co-Chairman and Managing Director and the Corporate Committee.

To improve the controls in operations, we have established, for each line of business, the concept of financial decision making through operational committees.

A detailed note on Internal Control Systems and Risk Management is given under ‘Management Discussion and Analysis Report''.

CERTIFICATIONS

The Company has received Responsible Care®14001:2013 certification under the American Chemistry Council’s (ACC) Responsible Care® program for Corporate Office in Noida and Gajraula Manufacturing facility. Implementation of RC14001 and Responsible Care Management System by Jubilant demonstrates its commitment to employee health and safety, community and the environment.

Responsible Care initiative encompasses comprehensive environmental management system, occupational health and safety, product stewardship, security, community outreach and transportation safety and aims at achieving and sustaining high standards of performance.

Gajraula, Nira, Bharuch and Savli Manufacturing facilities are certified under Integrated Management System program for ISO 9001 (Quality Management System), ISO 14001 (Environmental Management System) and OHSAS 18001 (Occupational Health and Safety Management system).

Gajraula

Gajraula Quality Control Laboratory has also been accredited by National Accreditation Board for Testing and Calibration Laboratories in accordance with the ISO/ IEC 17025:2005. The Carbon Dioxide manufacturing facility has been certified for FSSC 22000:2005 and TS 22002-01:2009 (Food Safety System Certification) for production and dispatch of food grade Carbon Dioxide for Beverages. Carbon Dioxide product is approved by Food Safety and Standards Authority of India (FSSAI).

Gajraula manufacturing facility has been Kosher and also Halal Certified for key products going in for human consumption.

Savli

Animal Nutrition Unit at Savli is certified for FAMI-QS Code Version 5.1 in Feed Safety Management System.

Ambernath

Ambernath Manufacturing facility is ISO 9001:2008 certified for Quality Management System.

Bharuch

Bharuch Site has received Energy Management System Certification ISO 50001:2011 for energy Conservation programme (ENCON).

Vitamins plant at Bharuch is certified for FAMI-QS Code Version 5.1 in Feed Safety Management System, Kosher, Halal-India, Halal-Malaysia, Halal-Indonesia, FSSC 22000 (Global Food Safety) Compliance, Hazard Analysis and Critical Control Points (''HACCP'') and Good Manufacturing Practices (''GMP'').

Nira

Acetyl manufacturing facility at Nira has been recommended for FSSC/ ISO 22000:2005 (Food Safety System Certification) for production and dispatch of these food grade products. Further, Glacial acetic acid from Nira has been recommended to FSSC /ISO 22000:2005 for storage and supply of food grade acetic acid. Manufacturing facility at Nira has been Kosher approved and Halal certified for the products manufactured at the facility.

HUMAN RESOURCES

Our employees remain at the core of the Company’s growth strategy and play a vital role in ensuring sustainable business growth and future readiness. The Company has been focusing on strengthening its talent management and employee engagement processes through clear role expectations with specific and well defined Key Performance Indicators for each role. We believe in creating a culture of performance and merit that provides all our employees with opportunities to excel, learn and progress. We have been focusing on attracting the best talent from India’s leading campuses to have a steady flow of fresh talent, thereby creating a strong pool of internal talent.

Our well defined Leadership Competency Framework lays tremendous focus on outlining a common leadership culture throughout the organization. All our initiatives are backed by an action oriented development plan. The development initiatives lay the foundation of our talent pipeline.

Last year, we participated in the Great Place to Work survey. The results of the survey has enabled us to re-design our practices and address areas that concern our employees.

As on March 31, 2017, a total of 384 employees at our manufacturing plants at Savli, Nira and Gajraula were either members of unions or had collective bargaining capabilities. During the year, we enjoyed cordial relations with our employees and there have been no instances of labour unrest or disputes at any of the manufacturing sites.

The Company has a Policy on Prevention of Sexual Harassment at workplace and the Company has not received any complaint during the year under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013.

A detailed note on Human Resource Management is given in the ''Management Discussion and Analysis Report''.

INVESTOR SERVICES

With a view to keep its investors well informed of its activities, the Company has taken the following initiatives:

- E-mailing quarterly results and press releases to the Shareholders soon after they are sent to the stock exchanges and e-mailing Annual Reports. Maintaining user friendly Investor Section on the website of the Company www.jubl.com;

- A dedicated e-mail address viz. [email protected] for interacting on various matters with respect to share transfer, transmission, dividends and other related issues with the Company Secretary and Compliance Officer;

- Mailing feedback forms to the investors on an annual basis so as to obtain valuable feedback and suggestions for improvement. The Company has also placed an online Investor Feedback form on its website www.jubl.com under the head ''Investor Feedback Form'' to facilitate electronic submission of the Form;

- Earnings Presentation and Release detailing the quarterly results that are uploaded on the website www.jubl.com. Earnings call is typically conducted post announcement of results to the stock exchanges as per the schedule mentioned in the Concall Invite which is also uploaded on the website of the Company. Earnings calls playback is made available on the link shared in the Concall Invite and transcripts are uploaded on the website of the Company;

- Meeting the investors and analysts from time to time at their request;

- The presentation and meeting schedule of Roadshows attended by the Company are uploaded on its website after intimating the same to the Stock Exchanges; and

- Disclosure made to the Stock Exchanges are promptly uploaded on the website of the Company for information of the Investors.

AWARDS AND ACCOLADES

During the year, various awards and accolades were received by the Company like:

- 17^th CII National Award for Excellence in Energy conferred under the Chemical/Pharma/Fertilizers category - Gajraula Plant, India;

- Sustainability Award for ‘Best Green Process’ in Chemical sector in FICCI Chemicals & Petrochemicals Awards, 2016 - Gajraula Plant, India;

- ICC Certificate of Merit for continuous efforts of ‘water resources management in chemical industries’- Gajraula Plant, India; and

- One Gold and Three Silver Awards in Kaizen Category at Quality Circle Forum of India, Ankleshwar, Gujarat -Bharuch Plant, India.

VIGIL MECHANISM

The details of Vigil Mechanism (Whistle Blower Policy) adopted by the Company have been disclosed in the Corporate Governance Report attached to this Report and which forms an integral part of this Report.

GREEN INITIATIVES

With the aim of going green and minimizing our impact on the environment, the Company continued with the green initiatives in its operations which include:

- Conducting paperless Board/ Committee Meetings;

- Uploading the Corporate Sustainability Report on the website of the Company (instead of circulating in paper or CD form) and providing its we blink to the Shareholders along with the Annual Report; and

- E-mailing Annual Reports to the Shareholders whose e-mail addresses are provided by the depositories or who have opted for the electronic version.

CORPORATE SOCIAL RESPONSIBILITY

Jubilant''s approach to sustainable development focuses on the triple bottom line of Economic, Environmental and Social performance. Corporate Social Responsibility (''CSR'') is an integral part of the social performance of the Company. At Jubilant, CSR is the commitment of the Company to contribute towards inclusive growth. The thrust of CSR initiatives is to create value in the lives of the communities around the area of operations of the Company, which is an important stakeholder. Following are the highlights of CSR at Jubilant:

- During the Financial Year 2016-17, Jubilant continued its CSR initiatives in various sectors;

- Following the approach of ‘triple bottom line’, Jubilant has been publishing its Corporate Sustainability Report every year from 2003 onwards. The report is externally verified and is in accordance with Global Reporting Initiative (‘GRI’) guidelines; and

- Acknowledged application level A by GRI for our Corporate Sustainability Report since 2007 onwards. Latest report is in accordance with GRI G4

- Comprehensive. All our reports are available on the Company’s website www.jubl.com.

CSR initiatives of the Company are conceptualized and implemented through Jubilant Bhartia Foundation (''JBF''), the social wing of Jubilant Bhartia Group, established in 2007 as a not-for-profit organization. JBF works on 4P model (Public-Private-People-Partnership) for empowering communities and believes that for sustainable social intervention, participation of communities must be ensured in the Company’s CSR projects/ programmes. Jubilant’s role is to act as a catalyst and facilitate the process. The social initiatives of the Company are in line with the United Nations Sustainable Development Goals.

JBF in partnership with Schwab Foundation for Social Entrepreneurship has been conferring Social Entrepreneur of the Year (SEOY) Award in India since the year 2010. The award celebrates mature-stage social entrepreneurs and their organizations that implement innovative, sustainable and large-scale solutions to address poverty, indignity and lack of basic services and resources in ‘Bottom of the Pyramid’ and ultra-poor communities. They work in areas as diverse as health, education, job creation, water, clean energy, building identity and entitlements and access to information and technology. Whether they set up social businesses, hybrid social ventures or not-for-profit organizations, the primary focus of social entrepreneurs is large-scale, transformational impact.

SEOY does not fall in the purview of CSR activities pursuant to the provisions of Schedule VII to the Act. The Company shall, however, continue to confer the SEOY award over and above CSR budget of the Company in view of the social benefits of the award.

JBF’s detailed activities are available on its website www.jubilantbhartiafoundation.com. Annual Report on CSR including contents of the CSR Policy is attached as Annexure-4 to this Report.

The Listing Regulations have mandated inclusion of the Business Responsibility Report (‘BR Report’) as part of the Annual Report starting from the Financial Year 2016-17 for top 500 listed entities based on market capitalization. In compliance with the Listing Regulations, BR Report forms part of the Annual Report.

During the Financial Year 2015, Jubilant Pharma had taken loan from International Finance Corporation (''IFC''). Jubilant Pharma had ensured compliance towards the Environmental and Social Action Plan suggested by IFC post Environment and Social Due Diligence. Jubilant Pharma is also submitting Annual Monitoring Report (''AMR'') to IFC containing detailed environment and social performance of the company with respect to the IFC Performance Standards in a timely manner. The AMR also includes the latest compliance status towards the Environmental and Social Action Plan recommended by IFC during their annual E&S supervision visit.

OTHER DISCLOSURES

i. Extracts of Annual Return: Pursuant to the provisions of Section 92 of the Act read with Rule 12 of the Companies (Management and Administration) Rules, 2014, extract of the Annual Return is attached as Annexure-5 to this Report.

ii. Public Deposits: No deposits have been accepted by the Company during the year from the public. The Company had no outstanding, overdue, unpaid or unclaimed deposits at the beginning and end of the Financial Year 2016-17.

iii. Loans, Guarantees and Investments: Details of loans, guarantees/ securities and investments along with the purpose for which the loan, guarantee or security is proposed to be utilized by the recipient have been disclosed in Note nos. 5, 6, 11, 40 and 41 to the Standalone Financial Statements.

iv. Particulars of Contracts or Arrangements with the Related Parties: The Company has formulated a policy on Related Party Transactions (‘RPTs’), dealing with the review and approval of RPTs. Prior omnibus approval is obtained for RPTs which are of repetitive nature. All RPTs are placed before the Audit Committee for review and approval.

All RPTs entered into during the Financial Year 2016-17 were in the ordinary course of business and on arm’s length basis. No material RPTs were entered into during the Financial Year 2016-17 by the Company as defined in the Policy on Materiality of Related Party Transactions. Accordingly, the disclosure of RPTs as required under Section 134(3)(h) of the Act in Form aOc-2 is not applicable. Your Directors draw attention of the members to Note no. 37 to the Standalone Financial Statements which sets out the Related Party disclosures.

v. Material Changes in Financial Position: No material change or commitment has occurred after the close of the Financial Year 2016-17 till the date of this Report, which affects the financial position of the Company.

vi. Orders passed by Courts/ Regulators: No significant or material order has been passed by the regulators or courts or tribunals impacting the going concern status of the Company or its future operations.

CORPORATE GOVERNANCE

As a responsible corporate citizen, the Company is committed to maintain the highest standards of Corporate Governance and believes in adhering to the best corporate practices prevalent globally.

A detailed Report on Corporate Governance is attached as Annexure-6 and forms part of this Report. A certificate from a Practicing Company Secretary confirming compliance with the conditions of Corporate Governance, as stipulated in Clause E of Schedule V to the Listing Regulations is attached to the Corporate Governance Report.

The Board Members and Senior Management Personnel have affirmed compliance with the Code of Conduct for Directors and Senior Management for the year ended March 31, 2017. A certificate from the Co-Chairman & Managing Director confirming the same is attached to the Corporate Governance Report.

A certificate from the CEO and CFO confirming correctness of the financial statements, adequacy of internal control measures, etc. is also attached to the Corporate Governance Report.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

The Management Discussion and Analysis Report on the operations of the Company as provided under the Listing Regulations has been given separately and forms part of this Report.

ACKNOWLEDGMENTS

Your Directors acknowledge with gratitude the co-operation and assistance received from the Central and State Government authorities. Your Directors thank the shareholders, debenture holders, financial institutions, banks/ other lenders, debenture trustees, customers, vendors and other business associates for their confidence in the Company and its management and look forward to their continued support. The Board wishes to place on record its appreciation for the dedication and commitment of the Company’s employees at all levels, which has continued to be our major strength. We look forward to their continued support in the future.

For and on behalf of the Board

Shyam S Bhartia Hari S Bhartia

Chairman Co-Chairman & Managing Director

(DIN: 00010484) (DIN: 00010499)

Place: Noida

Date: May 23, 2017

The Directors are happy in presenting the Thirty Eighth Annual Report together with the Audited Standalone and Consolidated Financial Statements for the year ended March 31, 2016.

OVERVIEW

Jubilant Life Sciences Limited (''the Company'' or ''Jubilant'') is an integrated global Pharmaceutical and Life Sciences company engaged in manufacture and supply of Active Pharmaceutical Ingredients, Solid Dosage Formulations, Radiopharmaceuticals, Allergy Therapy Products and Life Sciences Ingredients. It also provides services in Contract Manufacturing of Sterile Products and Drug Discovery Solutions. The Company''s strength lies in its unique offerings of Pharmaceutical and Life Sciences products and services across the value chain. With 11 world-class manufacturing facilities in India, US and Canada and a team of about 6,200 multicultural people across the globe, the Company is committed to deliver value to its customers spread across over 100 countries. The Company is well recognized as a ''Partner of Choice'' by leading pharmaceuticals and life sciences companies globally. For more information, please visit the Company''s website www.jubl.com.

RESULTS OF OPERATIONS AND STATE OF COMPANY''S AFFAIRS

(i) Standalone Financials

Income from Operations

In the Financial Year 2015-16, on standalone basis, the Company recorded income from operations ofRs." 26,562 million.

International Revenues

International business contributed 46% to the Net Revenue from operations at Rs. 12,339 million.

EBITDA

For the year ended March 31, 2016, Earnings before Interest, Taxes, Depreciation and Amorization (''EBITDA'') stood at Rs. 4,026 million with EBITDA margins at 15%.

Reported Net Profit/ Loss after Tax and EPS

Reported Net Profit after Tax was Rs.791 million in the Financial Year 2015-16. Basic Earnings Per Share (''EPS'') stood at Rs. 4.96. However, Normalised Net Profit after Tax stood at Rs. 1,010 million after adjusting exceptional loss of Rs. 219 million, mainly on account of Foreign Currency Monetary Item Translation Difference Account (''FCMITDA) amortisation of Rs. 252 million on account of unrealised foreign exchange loss amortised over the tenure of the loan as per Indian Accounting Standards, foreign exchange gain of Rs. 37 million and mark-to-market book loss of Rs. 4 million on forward covers outstanding. Normalised EPS stood at Rs. 6.34 for the Financial Year 2015-16.

FINANCIAL RESULTS (STANDALONE)

(Rs./million)

Particulars Year ended Year ended March 31, March 31, 2016 2015

Income from Operations 26,075 31,406

Other Operating Income 487 357

Total Income from 26,562 31,763 Operations

Total Expenditure 23,153 29,001

Operating Profit 3,409 2,762

Other Income 617 1,064

EBITDA including Other 4,026 3,826 Income

Depreciation 869 1,074

Finance Cost 2,024 2,271

Profit after Depreciation 1,133 481 and Finance Cost but before Exceptional Items

Exceptional Item - (Gain)/ 219 (1,982) Loss

Tax Expenses 123 412

Reported Net Profit/ 791 2,051 (Loss) After Tax

Profit brought forward 7,711 6,388 from previous year

Adjustment on account - (67) of (deconsolidation)/ consolidation of Jubilant Employees Welfare Trust

Adjustment on account of - (86) revised useful life of fixed assets

PROFIT AVAILABLE 8,502 8,286 FOR APPROPRIATION

Which the Directors have appropriated as follows:

- Proposed Dividend on 478 478 Equity Shares

- Tax on Dividend on 37 97 Equity Shares*

- Transfer to General Reserve - -

Balance to be carried 7,987 7,711 forward

*After reversal of dividend distribution tax provided on the proposed dividend for the year ended March 31, 2015 amounting to Rs. 60.21 million on dividend received from a subsidiary company during the year ended March 31, 2016.

(ii) Consolidated financials

The Consolidated Financial Statements, prepared in accordance with the provisions of the Companies Act, 2013 (the ''Act''), SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (the ''Listing Regulations'') and Accounting Standard-21 on Consolidated Financial Statements (AS-21), form part of the Annual Report.

Income from Operations

In the Financial Year 2015-16, income from operations was Rs. 58,023 million, down from Rs. 58,262 million in the previous year.

International business contributed 73% to the Revenue from Operations at Rs. 42,595 million. Sales from key developed markets were at Rs. 35,432 million contributing 61% to the Revenue of the Company. Revenues from domestic market stood at Rs. 15,428 million, contributing 27% to overall revenues.

Pharmaceuticals segment

This segment includes revenue lines of (i) Generics comprising Active Pharmaceutical Ingredients (''APIs'') and Solid Dosage Formulations (ii) Specialty Pharmaceuticals (sterile products) comprising Radiopharmaceuticals, Allergy Therapy Products and CMO of Sterile Injectables (iii) Indian Branded Pharmaceuticals and (iv) Drug Discovery Solutions. In the Financial Year 2015-16, Income from Operations from this segment was Rs. 30,548 million contributing 53% to the total revenue and a growth of 14% for the Company. EBITDA stood at Rs. 8,895 million with margins being 29%, up from Rs. 4,447 million with 17% margin in the previous year.

Life science ingredients segment

This segment comprises our Speciality Intermediates, Nutritional Products and Life Science Chemicals businesses. In the Financial Year 2015-16, income from operations from this segment stood at Rs. 27,475 million, down from Rs. 31,442 million in the previous year, contributing 47% to our overall revenues. EBITDA stood at Rs. 4,467 million with 16% margins for the year as compared to Rs. 3,220 million with 10% margins in the previous year. The segment performance was driven by better price realization in Nutritional Products and better performance in Fine Ingredients. The segment also witnessed volume reduction in Advance Intermediates due to lower demand of agrochemicals and increased competition in China. The Life Sciences Chemicals revenue were lower due to price led competition from crude derived substitutes and lower demand.

EBITDA and net profit

For the year ended March 31, 2016, EBITDA stood at Rs. 12,914 million with EBITDA margins at 22.3% compared to EBITDA of Rs. 7,317 million with margin of 12.6% in the previous year.

Net Profit after Tax was Rs. 4,315 million in the Financial Year 2015-16 with EPS of Rs. 27.09 for Rs. 1 paid-up share.

DIVIDEND

The Board is pleased to recommend a dividend of 300% i.e. Rs. 3 per fully paid up equity share of Rs. 1 for the year ended March 31, 2016. Total dividend payout of Rs. 514.91 million includes tax on dividend of Rs. 37 million (net of reversal of dividend distribution tax of Rs. 60.21 million for the year ended March 31, 2015, on account of dividend received during the year from a subsidiary company). The payment of dividend is subject to approval of the shareholders at the forthcoming Annual General Meeting (''AGM'') of the Company.

CAPITAL STRUCTURE

(a) Share Capital

During the year, there has been no change in the authorised, subscribed and paid-up share capital of the Company. As at March 31, 2016, the paid-up share capital stood at Rs. 159,281,139 comprising of 159,281,139 equity shares of Rs. 1 each.

(b) Employees stock Option plans (ESOPS)

The Company has two employees stock option plans namely Jubilant Employees Stock Option Plan 2005 (''Plan 2005'') and JLL Employees Stock Option Plan 2011 (''Plan 2011''). During the year, there was no material change in Plan 2005 and Plan 2011 and both the plans are in compliance with SEBI (Share Based Employee Benefits) Regulations, 2014 (the ''SEBI ESOP Regulations'').

Plan 2005: During the year, 81,178 options were exercised by the option holders. As on March 31, 2016, 8,467 Options were outstanding under the Plan 2005. Each Option entitles the holder to acquire five equity shares of Rs. 1 each of the Company at the exercise price fixed at the time of grant being the market value as per the erstwhile SEBI (Employee Stock Option Scheme and Employee Stock Purchase Scheme) Guidelines, 1999 (the ''SEBI Guidelines'').

Plan 2011: During the year, 523,080 Options were exercised by the option holders. As on March 31, 2016, 431,256 Options were outstanding under the Plan 2011. Each Option entitles the holder to acquire one equity share of Rs. 1 of the Company at the exercise price fixed at the time of grant being the market value as per the SEBI Guidelines.

No dilution of capital is expected due to exercise of Options as it is envisaged to transfer the shares held by Jubilant Employees Welfare Trust to the employees on exercise of Options.

The details pursuant to the SEBI ESOP Regulations have been placed on the website of the Company and weblink of the same is http://jubl.com/Uploads/image/177imguf_ ESOP_Disclosure.pdf.

SUBSIDIARIES

As on March 31, 2016, the Company had 47 subsidiaries. Brief particulars of the principal subsidiaries are given below:

Jubilant pharma limited

Jubilant Pharma Limited, Singapore (''Jubilant Pharma'') is the wholly-owned subsidiary of your Company. Jubilant Pharma holds the global pharmaceutical business of the Company through its subsidiaries in USA, Canada, Europe, India and rest of the world. These subsidiaries of Jubilant Pharma are engaged in manufacturing and marketing of various pharmaceutical products and services like APIs, oral dosage forms (tablets and capsules), contract manufacturing of sterile injectables, ointment, creams and liquids, allergy therapy products and radiopharmaceutical products.

Jubilant Generics limited

Jubilant Generics Limited (''JGL'') is a wholly-owned subsidiary of the Company through Jubilant Pharma. JGL owns two manufacturing locations; one at Nanjangud, Karnataka and another at Roorkee, Uttarakhand which are engaged in APIs and Dosage Forms business, respectively.

Jubilant pharma trading inc.

This corporation incorporated in Delaware, USA is a wholly- owned subsidiary of Jubilant Pharma. It undertakes sales and distribution of APIs in the USA.

Cadista Holdings inc. and Jubilant Cadista pharmaceuticals inc.

i) Cadista Holdings Inc. (''Cadista''), a corporation incorporated in Delaware, USA, is a wholly-owned subsidiary of Jubilant Pharma Holdings Inc.

ii) Jubilant Cadista Pharmaceuticals Inc., a corporation incorporated in Delaware, USA is a wholly-owned subsidiary of Cadista. This company is in the business of manufacturing solid dosage forms of generic pharmaceuticals at its U.S. Food and Drug Administration (USFDA) approved manufacturing facility in Salisbury, Maryland, USA. Its customer base includes all the large wholesalers, retail and grocery chains. Besides manufacturing its own label products, it also provides Product Development and Contract Manufacturing Services. As on March 31, 2016, there were 25 products marketed in the US with focus in the therapeutic areas of CVS, CNS, Anti Allergic, Steroids, etc.

Jubilant Hollisterstier llC

This subsidiary is based in Spokane, State of Washington, USA. It is a wholly-owned subsidiary of HSL Holdings Inc. It is engaged in the contract manufacturing of sterile injectables, which includes, lyophilized products, liquid fills, biologics, suspensions, WFI/ diluents. This company provides a complete range of services to support drug manufacturing in the pharmaceutical and biopharmaceutical industries. Additionally, it is an innovator, manufacturer and distributor of allergenic extracts, targeted primarily at treating allergies and asthma.

Its contract manufacturing capabilities include aseptic liquid fill/ finishing and lyophilization of small lot parenterals for commercial and clinical requirements. Its capabilities can be applied to a variety of projects from pre-clinical through commercial scale across a multitude of dosage forms including microspheres, suspensions, WFI/ diluents, biologics (proteins), lyophilized products and liposomes. Jubilant HollisterStier is approved across global regulated markets including FDA (both CDER and CBER), Europe, Japan, Brazil and Canada. Its contract manufacturing business serves customers including innovators ranging from small biotechnology to large pharmaceutical companies.

With nearly 100 years of leadership in research, extract production and immunotherapy products, the organization is respected worldwide in the field of allergy. Currently, the business is comprised of allergenic extracts and mixes, along with specialized skin test diagnostic devices. The business lays special emphasis on innovation towards introducing new products to treat and cure allergies.

Jubilant Draximage inc.

Jubilant DraxImage Inc. (''JDI'') is a wholly-owned subsidiary of the Company through Jubilant Pharma. JDI develops, manufactures and markets radiopharmaceuticals used in Nuclear Medicine for the diagnosis, treatment and monitoring of various diseases. It serves hospital-based customers (Nuclear Medicine Physicians and Technologists) in addition to specialized radiopharmacies and through them patients, globally with high quality and reliable specialty products. The business is backed by a dedicated research and development team, specialized manufacturing, strong regulatory affairs and commercial operations. The areas of specialization include cardiac, lung and bone imaging as well as thyroid therapy. JDI employs around 150 skilled professionals and is based in Montreal, Canada, where it operates a manufacturing facility approved by USFDA and Health Canada.

JDI has earned and maintained market leadership in North America for several specialty niche products including I-131 Therapeutic & Diagnostic capsules for thyroid and cancer, Methylene-Diphosphonate (MDP) for bone imaging, Macro- Aggregated Albumin (MAA) for lung imaging, Diethylene Triamine Penta-acetic Acid (DTPA) for renal and brain imaging.

JDI intends to expand the range of product offerings and consolidate its market share for Radiopharmaceuticals in North America. It is also expanding in markets such as Latin America, Europe and Asia through collaboration and contractual arrangements with partners and new distribution channels to drive growth in the current and pipeline products.

Jubilant Draximage limited

This is a wholly-owned subsidiary of the Company through DraxImage Limited, Cyprus. It operates under the Jubilant India Branded Pharmaceuticals Banner in India. This company is engaged in marketing of innovative diagnostic imaging, radiopharmaceutical solution and therapeutic radiopharmaceutical products. Presently JDI, India is marketing Lyophilized kits like Sestamibi, DTPA MDP and MAA in India and rest of the world. It is also involved in distribution of wide range of radioisotopes which include Tc-99m Generator (used in the diagnosis of Bone Cancer, Renal Imaging, Cerebral Perfusion Imaging and Myocardial Perfusion Imaging), Thallium-201 and Iodine-131 capsules and solution (for the diagnosis and treatment of Thyroid and its related disease), Lutetium-177 and Gallium-68 generator via various partnerships across the South Asia. The target customers are Nuclear Medicine physicians, Cardiologists and Oncologists of various hospitals and imaging labs.

Jubilant pharmaceuticals nv

This is a wholly-owned subsidiary of the Company through Jubilant Pharma NV, Belgium, which holds 99.8% of its shares and Jubilant Pharma holds the balance shares. This company is engaged in the business of licensing generic dosage forms providing regulatory services to generic pharmaceutical companies.

PSI Supply NV

This is a wholly-owned subsidiary of the Company. 99.5% of its shares are held by Jubilant Pharma NV and the balance by Jubilant Pharma. It is engaged in the supply of generic dosage forms to the European markets.

Jubilant life sciences nv

This is a wholly-owned subsidiary of the Company. 99.99% of its shares are held by the Company and the balance by Jubilant Infrastructure Limited. It is engaged in the supply of bulk chemicals such as ethyl acetate, acetic anhydride, etc. and vitamins (feed and food grade) to the European markets.

Jubilant pharma nv

This is a wholly-owned subsidiary of the Company through JGL, India and Jubilant Pharma. This company holds shares of Jubilant Pharmaceuticals NV (99.8%) and PSI Supply NV (99.5%) along with Jubilant Pharma which holds the balance shares.

Jubilant Biosys limited

This company is a subsidiary of the Company through Jubilant Biosys (Singapore) Pte. Ltd. (a wholly-owned subsidiary of the Company). Jubilant Biosys (Singapore) Pte. Ltd. holds 66.98% equity of this company.

This company provides Drug Discovery Services to global pharmaceutical and biotech companies in:

- Standalone Service Model

Functional services in the areas of Discovery Informatics, In Vitro Biology, In Vivo Biology, Structural Biology, Computational Chemistry, DMPK and Toxicology on Full Time Equivalent (FTE) or Fee For Service (FFS) based model

- Collaborative/ Partnership Model

Integrated discovery program across a single or a portfolio of molecules

Shared risk model

Milestone and Hybrid Model

- Research Funding

- Payments for scientific milestones including bonus achieved through Discovery and Development phase

- Royalties on successful commercialization of drug

Jubilant Chemsys limited

This company is a wholly-owned subsidiary of the Company through Jubilant Drug Development Pte. Ltd., Singapore. This company offers the following services to drug discovery companies of US, Europe and rest of the world on Full Time Equivalent, Fee For Service and Hybrid Model in:

- Synthetic Organic Chemistry

- Combinatorial Chemistry

- Medicinal Chemistry

- Process Research & Development and Manufacturing

- Scale up services and

- GMP Manufacturing-Clinical Supply

It also works closely with Jubilant Biosys Limited in collaborative drug discovery research.

Jubilant Clinsys limited

This company is a wholly-owned subsidiary of the Company through Jubilant Drug Development Pte. Ltd., Singapore.

This company is engaged in providing Pharmacovigilance, Medical Writing, Electronic Data Capturing and Staffing Solution services to external and internal customers.

Jubilant Clinsys inc.

This New Jersey based USA Corporation is a wholly-owned subsidiary of Jubilant Pharma Holdings Inc. This company provides Clinical Research Data Management services through TrialStat platform.

Jubilant Discovery services inc.

This Delaware based USA Corporation is a wholly-owned subsidiary of Jubilant Biosys Limited. This company is providing Ion channel screening capabilities using electrophysiology and atomic absorption spectroscopy, Assay development, medium-high-throughput screening, comprehensive cell- culture related capabilities to Mnemosyne, Orion, Jansen Pharmaceutical NV, Adhaere Pharmaceuticals and GSK. Apart from Fee For Services, it also provides sales, marketing and liaising services to Jubilant Biosys Limited and Jubilant Chemsys Limited.

Jubilant infrastructure limited

This wholly-owned subsidiary of the Company had entered into a Memorandum of Understanding (''MOU'') with the Government of Gujarat during the ''Vibrant Gujarat'' conference in 2007 for development of Sector Specific Special Economic Zone (''SEZ'') for Chemicals in Gujarat. About 107 hectares land was taken on lease from Gujarat Industrial Development Corporation (''GIDC) in Bharuch District, Gujarat.

This SEZ became operational in October 2011 with the best in class infrastructure facilities and utility plants like Boiler, Gas Turbine, Effluent Treatment, Incinerator and DM Water.

The Company has set up two units in this SEZ and both the units have commenced commercial production. The finished products of Unit-1 and Unit-2 are fully backward integrated and are using in-house developed innovative technologies.

The global scale plants of Vitamin B3 and 3-Cynopyredine at SEZ make your Company the largest producer of Vitamin B3 in India and the second largest globally.

Jubilant first trust Healthcare limited

Jubilant First Trust Healthcare Limited (''JFTHL'') is a wholly- owned subsidiary of the Company.

During the year, First Trust Medicare Private Limited (''FTMPL''), a wholly-owned subsidiary of the Company, merged into JFTHL effective from September 4, 2015, in accordance with a Scheme of Amalgmation, Compromise and Arrangement (''Scheme'') approved by the Hon''ble High Court of Allahabad. Pursuant to the Scheme, paid-up share capital of JFTHL reduced.

Jubilant life sciences (usa) inc.

This corporation incorporated in Delaware, USA is a wholly- owned subsidiary of the Company. It undertakes sales and distribution of advance intermediates, nutrition ingredients and fine chemicals in the USA.

Jubilant life sciences (shanghai) limited

This wholly-owned subsidiary of the Company is held through Jubilant Pharma. It undertakes sales and distribution of products in China. This company is engaged in trading of advance intermediates (pyridine and its derivatives), specialty ingredients and nutrition products. It is catering to pharmaceutical, animal feed and agrochemical industries in China. This subsidiary is also a sourcing hub of raw materials for your Company.

Other subsidiaries are mentioned below:

Jubilant Innovation Pte. Limited

Jubilant Biosys (Singapore) Pte. Limited

Jubilant Drug Development Pte. Limited

Drug Discovery and Development Solutions Limited

Jubilant Life Sciences International Pte. Limited

Jubilant Innovation (BVI) Limited

Jubilant Life Sciences (BVI) Limited

Jubilant Biosys (BVI) Limited

Jubilant Innovation (USA) Inc.

Jubilant Pharma Holdings Inc.

HSL Holdings Inc.

Draximage LLC

Jubilant DraxImage (USA) Inc.

Deprenyl Inc., USA

Draxis Pharma LLC

Jubilant HollisterStier Inc.

Draximage Limited, Cyprus

Draximage Limited, Ireland

6963196 Canada Inc.

6981364 Canada Inc.

DAHI Animal Health (UK) Limited

Draximage (UK) Limited

Jubilant Drug Discovery & Development Services Inc.

Jubilant Life Sciences (Switzerland) AG

Vanthys Pharmaceutical Development Private Limited

Jubilant Innovation (India) Limited

First Trust Medicare Private Limited (Merged into Jubilant First Trust Healthcare Limited effective from September 4, 2015.)

PERFORMANCE AND FINANCIAL POSITION OF SUBSIDIARIES

The performance and financial position of the subsidiaries are given in Form AOC-1 attached to the Financial Statements for the year ended March 31, 2016.

PARTNERSHIPS

Jubilant Hollisterstier General partnership

It is a Canada based partnership managed by two subsidiaries of the Company - Jubilant HollisterStier Inc. and Draxis Pharma LLC. This partnership provides contract manufacturing services. It manufactures products in two categories: sterile products and non-sterile products. Sterile products include liquid and freeze-dried (lyophilized) injectables and sterile ointments and creams. Non-sterile products include non- sterile ointments, creams and liquids.

Draximage General partnership

It is a Canada based partnership managed by two subsidiaries of the Company - Jubilant DraxImage Inc. and 6981364 Canada Inc.

STATUTORY AUDITORS

M/s B S R & Co. LLP, Chartered Accountants (''BSR'') was appointed as the Statutory Auditors of the Company at the 36th Annual General Meeting of the Company to hold office until the conclusion of Annual General Meeting to be held in the year 2018, subject to ratification by the members at every Annual General Meeting. BSR has confirmed that ratification of their appointment, if made at the ensuing AGM, shall be in accordance with the conditions specified in the Act.

The Auditors'' Reports for the Financial Year 2015-16 do not contain any qualification, reservation, adverse remark or disclaimer.

COST AUDIT

Pursuant to Section 148 of the Act read with the Companies (Cost Records and Audit) Rules, 2014, the Central Government has prescribed audit of cost records for certain products. Accordingly, the Company needs to carry out cost audit of its products. Based on the recommendations of the Audit Committee, the Board of Directors has re-appointed M/s J. K. Kabra & Co., Cost Accountants as Cost Auditors of the Company to conduct cost audit for the Financial Year 2015-16.

SECRETARIAL AUDIT

The Board had appointed M/s Sanjay Grover & Associates, Company Secretaries to conduct Secretarial Audit pursuant to the provisions of Section 204 of the Act for the Financial Year 2015-16. The Report of the Secretarial Auditors is attached as annexure-1 to this Report. The Report for the Financial Year 2015-16 does not contain any qualification, reservation, adverse remark or disclaimer.

DIRECTORS AND KEY MANAGERIAL PERSONNEL

The shareholders have approved the appointment of Dr. Ashok Misra as an Independent Director at the 37th AGM of the Company held on September 1, 2015. Mr. Shardul S Shroff has resigned from the Board of Directors of the Company effective from May 24, 2016.

Mr. Shyam S Bhartia retires by rotation at the forthcoming Annual General Meeting and being eligible, offers himself for re- appointment. The Board recommends his re-appointment.

The present term of Mr. Hari S Bhartia as Co-Chairman and Managing Director of the Company shall expire on March 31, 2017. The Board recommends re-appointment of Mr. Hari S Bhartia as Co-Chairman and Managing Director of the Company effective from April 1, 2017 for a further term of five years.

MEETINGS OF THE BOARD

Four meetings of the Board of Directors of the Company were held during the Financial Year 2015-16.

DECLARATION OF INDEPENDENT DIRECTORS

All Independent Directors have given declaration that they meet the criteria of independence as provided under Section 149 of the Act and Regulation 16 of the Listing Regulations.

APPOINTMENT AND REMUNERATION POLICY

The Company has implemented an Appointment and Remuneration Policy pursuant to the provisions of Section 178 of the Act read with Clause 49 of the erstwhile Listing Agreement (corresponding to Regulation 19 of the Listing Regulations). The Policy has been disclosed in the Corporate Governance Report attached to this Report.

ANNUAL PERFORMANCE EVALUATION OF THE BOARD

A statement on annual evaluation by the Board of its performance and performance of its Committees as well as individual Directors forms part of the Corporate Governance Report attached to this Report.

DIRECTORS'' RESPONSIBILITY STATEMENT

Your Directors, based on the representation received from the management, confirm that:

(i) in the preparation of the annual accounts, the applicable accounting standards have been followed along with proper explanation relating to material departures;

(ii) the Directors have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as on March 31, 2016 and of the profits of the Company for the year ended March 31, 2016;

(iii) the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

(iv) the Directors have prepared the annual accounts on a going concern basis;

(v) the Directors have laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and are operating effectively.

Based on the framework of internal financial controls including the Control Manager for financial reporting and compliance systems established and maintained by the Company, work performed by the internal, statutory and secretarial auditors and the reviews performed by the management and the relevant Board committees, including the Audit Committee, the Board is of the opinion that the Company''s internal financial controls were adequate and effective during the Financial Year 2015-16; and

(vi) the Directors have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems are adequate and operating effectively.

COMPOSITION OF AUDIT COMMITTEE

As on date, the Audit Committee comprises of Mr. S. Sridhar, Chairman, Ms. Sudha Pillai and Dr. Ashok Misra. The Board has accepted all the recommendations made by the Audit Committee.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO

Information relating to Conservation of Energy, Technology Absorption and Foreign Exchange Earnings and Outgo, required to be disclosed pursuant to Section 134 of the Act read with the Companies (Accounts) Rules, 2014, is given as annexure-2 and forms part of this Report.

EMPLOYEES

Particulars of Directors and Employees, as required under Section 197(12) of the Act read with Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, are given as annexure-3 and form part of this Report.

RISK MANAGEMENT AND INTERNAL CONTROL SYSTEMS

Risk-taking is an inherent trait of any enterprise. However, if risks are not properly managed and controlled, they can affect the Company''s ability to attain its objectives. Risk management and internal financial control systems play a key role in directing and guiding the Company''s activities by continually preventing and managing risks. The Board, Audit Committee and Senior Management team collectively set the overall tone and risk culture of the Company by identifying the risks impacting the Company''s business and documenting the process of risk identification, risk minimization and risk optimization as a part of the risk management policy through defined and communicated corporate values, clearly assigned risk responsibilities, appropriately delegated authority and a set of processes and guidelines.

There exists a critical risk management framework across the Company and the same is reviewed on a periodic basis by the Board. Some of the critical risks identified in various businesses of the Company are:

- Competition, Cost Competitiveness and Pricing

- Foreign Currency and Interest Rate Exposures

- Capacity Planning and Optimization

- Manufacturing Operations

- R&D Effectiveness

- Human Resources- Acquire and Retain Talent

- Compliance and Regulatory

- Environment, Health and Safety

- Protecting Intellectual Property Rights

- Information Technology

The Company promotes strong ethical values and high levels of integrity in all its activities, which in itself is a significant risk mitigator. With the growth strategy in place, risk management holds the key to the success of the Company''s journey of continued competitive sustainability in attaining the desired business objectives.

Implementation of internal financial Controls

To compete globally, world class Corporate Governance and Financial Control over operations are a must for Jubilant. The Internal Financial Controls as mandated by the Companies Act, 2013, not only require a certification by the CEO- CFO but also put an obligation on the Board of Directors to ensure that the Internal Financial Controls are adequate and operating effectively. Besides, the Statutory Auditors are also required to give an opinion on the adequacy and effectiveness of Internal Controls for Financial Reporting (''ICFR'').

To make the internal financial control framework robust in Jubilant, we have worked on three lines of defense strategy which is as under:

- First Line of Defense: Build internal controls into operating processes To this end, we have ensured that a detailed Delegation of Authority is issued, SOPs for the processes are created, financial decision making is made through Committees, IT controls are built into the processes, Segregation of Duties are made, strong budgetary control framework exists, the Entity level controls including Code of Conduct, Code of Ethics, Ombudsman Office are put in place, etc.

- Second Line of Defense: Create an efficient review mechanism - We created a review mechanism under which all the business units and functions are reviewed for performance at least once in a month by the respective CEOs and once in a quarter, by the Corporate team. The formats for these reviews are detailed and finalized with the help of global consulting firms.

- Third Line of Defense: Independent assurance – We have appointed a Big Four firm as our internal auditors and which are doing systematic independent audit of every aspect of the business to provide independent assurance on the effectiveness of the internal controls and highlight the gaps for continuous improvement.

We have implemented a program under which more than 2000 financial controls are established and confirmation that such controls are being exercised is made every quarter by the relevant process owners before the financial results are closed for the quarter. This confirmation of control mechanism called ''Control Manager'' is run through a work flow based IT tool and it forms the backbone of the CEO-CFO certification stipulated by Clause 49 of the Listing Agreement [corresponding to Regulation 17(8) read with Part B of Schedule II to the Listing Regulations in India].

During FY 2015-16, we also started another journey for review and strengthening of Internal Financial Controls under which the entire control library and Risk and Control Matrix were reviewed and re-written. The entire exercise of review and re-writing of controls was conducted by an in-house team of professionals with the help of a Big Four firm. The revised control framework after such review was tested for design effectiveness and operational effectiveness by the Statutory Auditors and they have given an affirmative opinion about the adequacy and effectiveness of Internal Controls for Financial Reporting in the Company.

The Company has two main business segments namely Pharmaceuticals and Life Science Ingredients. Each segment has a complete management set up with CEO, CFO and other functional heads who are responsible for running the operations and report to the Chairman/Co-Chairman and Managing Director and the Corporate Committee.

To improve the controls in operations, we have established, for each line of business, the concept of financial decision making through operational committees.

A detailed note on Internal Control Systems and Risk Management is given in the ''management Discussion and analysis Report''.

CERTIFICATIONS

The Company follows several externally developed initiatives in the economic, environmental and social areas. Manufacturing plants at Gajraula, Nira, Savli and Ambernath are ISO 9001:2008 certified for Quality Management System. Further, plants at Gajraula, Nira and Savli are ISO 14001:2004 certified for Environmental Management System and OHSAS 18001:2007 for Occupational Health and Safety at Work Place. Unit-1 of plant at Bharuch is certified for ISO 9001:2015 for Quality Management System, ISO 14001:2015 for Environmental Management System and OHSAS 18001:2007 for Occupational Health and Safety at Work Place. Plants at Gajraula, Nira, Savli and Bharuch are also certified for IMS (Integrated Management System).

ANU (Animal Nutrition Unit) at Savli is certified for FAMI-QS

Code Version 5.1 in Feed Safety Management System. Vitamins plant at Bharuch is certified for FAMI-QS Code Version 5.1 (in Feed Safety Management System), Kosher, Halal-India, Halal-Malaysia, Halal Indonesia, ISO 22000:2005 (in Food Safety Management System), HACCP (Hazard Analysis and Critical Control Points), GMP (Good Manufacturing Practices) and FSSC 22000 (Global Food Safety) Compliance.

Gajraula Quality Control Laboratory has also been certified for chemical testing by NABL (National Accreditation Board for Testing and Calibration Laboratories) in accordance with the ISO/ IEC 17025:2005. Gajraula Carbon Dioxide manufacturing facility has been certified for FSSC 22000:2010 (Food Safety System Certification) for production and dispatch of food grade Carbon Di-oxide for Beverages. Moreover, our Carbon Dioxide product is approved by Food Safety and Standards Authority of India (FSSAI). Gajraula manufacturing facility has been Kosher approved for 9 core products i.e. 2 Acetyl Pyridine, 3 Hydroxyl Methyl Pyridine, Acetic Anhydride, Beta Picoline, Cetyl Pyridinium Chloride, Ethyl Acetate, Glacial Acetic Acid, Niacin and Pyridine. The facility is also Halal Certified for the products Acetic Anhydride, Ethyl Acetate, Cetyl Pyridinium Chloride Monohydrate, 2 Acetyl Pyridine and Pyridine.

Cetyl Pyridinium Chloride Monohydrate has been approved during the year by the Food and Drug Administration (FDA), Government of Uttar Pradesh.

Nira facility is approved by Kosher for Ethyl Acetate, Acetic Anhydride and Ethyl alcohol and is Halal certified for Ethyl Acetate and Acetic Anhydride plants.

HUMAN RESOURCES

Our employees are backbone of the Company''s growth strategy and play a vital role in ensuring sustainable business growth and future readiness. The Company has been focusing on strengthening its talent management and employee engagement processes through clear role expectations with specific and well defined Key Performance Indicators for each role. We believe in creating a culture of performance and merit that provides all our employees with opportunities to excel, learn and progress. We have been focusing on attracting the best talent from India''s leading campuses to have a steady flow of fresh talent, thereby creating a strong pool of internal talent.

Our well defined Leadership Competency Framework lays tremendous focus on outlining a common leadership culture throughout the organization. We reinforce the leadership values through development initiatives like Development Centres and 3600 Feedback. All the initiatives are backed by an action oriented development plan. The development initiatives lay the foundation of our talent pipeline.

With the aim of becoming one of the preferred employers in the industry, the Company also participated in the Great Place to Work survey in the year 2015. The results of the survey will enable us to re-design our practices and address areas that concern our employees.

As on March 31, 2016, a total of 396 employees at our manufacturing plants at Savli, Nira and Gajraula were either members of unions or had collective bargaining capabilities. During the year, we enjoyed cordial relations with our employees and there have been no instances of labour unrest or disputes at any of the manufacturing sites.

The Company has adopted a Policy on Prevention of Sexual Harassment at workplace and the Company has not received any complaint during the year under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013.

A detailed note on Human Resource Management is given in the ''management Discussion and analysis Report''.

INVESTOR SERVICES

With a view to keep its investors well informed of its activities, the Company has taken the following initiatives:

- E-mailing quarterly results and press releases to the shareholders soon after they are sent to the stock exchanges; e-mailing Annual Reports and Corporate Sustainability Reports;

- Maintaining user friendly Investor Section on the website of the Company www.jubl.com;

- A dedicated e-mail address viz. [email protected] for interacting on various matters with respect to share transfer, transmission, dividends and other related issues with the Company Secretary and Compliance Officer;

- Mailing feedback forms to the investors on an annual basis so as to obtain valuable feedback and suggestions for improvement. The Company has also placed an online Investor Feedback form on its website www.jubl.com under the head Investor Feedback Form'' to facilitate electronic submission of the Form;

- Earnings Presentation and Release detailing the quarterly results are uploaded on the website (www.jubl.com). Earnings call is typically conducted post announcement of results as per the schedule mentioned in the Concall Invite, which is also uploaded on the website of the Company. Earnings calls playback is made available on the link shared in the Concall Invite and transcripts are uploaded on the website of the Company.

- The Company''s management also meets investors and analysts from time-to-time at their request.

- The presentation and meeting schedule of Roadshows attended by the Company are uploaded on the website after intimating the same to the Stock Exchanges.

AWARDS AND ACCOLADES

During the year, various awards and accolades were received by the Company like:

- 16th Annual Greentech Environment Award 2015 (Gold Category), conferred under the Chemicals and Pharmaceutical sector category - Gajraula plant, India

- Gold Award in Ankleshwar Chapter Convention on Quality Concepts 2015 (ACCQC) competition organized by Quality Circle Forum of India (QCFI), Ankleshwar presented to our Bharuch plant, India

- Golden Peacock National Quality Award for Quality, Training, Business Excellence and Innovative Product / Service 2015, presented at Dubai Global Convention, organized by the Institute of Directors

- Safety Innovation Award from the Institution of Engineers (India), Delhi Chapter for implementing Innovative Safety Management Systems at Nanjangud Plant, India

- Uththama Suraksha Puraskara from National Safety Council, Karnataka Chapter - Nanjangud Plant, India

- Two Honors at the 10th Annual CIO100 Awards by CIO Magazine - CIO100 Innovation Architect Special Awards 2015 and Versatile 100 honorees

VIGIL MECHANISM

The details of Vigil Mechanism (Whistle Blower Policy) adopted by the Company have been disclosed in the Corporate Governance Report attached to this Report and form an integral part of this Report.

GREEN INITIATIVES

With the aim of going green and minimising our impact on the environment, the Company continued with the green initiatives in its operations which include:

- Conducting paperless Board/ Committee Meetings;

- Uploading the Corporate Sustainability Report on the website of the Company (instead of circulating in paper or CD form) and providing its weblink to the shareholders alongwith the Annual Report; and

- E-mailing Annual Reports to the shareholders whose e-mail addresses are provided by the depositories or who have opted for the electronic version.

CORPORATE SOCIAL RESPONSIBILITY

Jubilant''s approach to sustainable development focuses on the triple bottom line of Economic, Environmental and Social performance. Corporate Social Responsibility (''CSR'') is an integral part of the social performance of the Company. At Jubilant, CSR is the commitment of the Company to contribute towards inclusive growth. The thrust of CSR initiatives is to create value in the lives of the communities around the area of operations of the Company, which is an important stakeholder. Following are the highlights of CSR at Jubilant:

- During the Financial Year 2015-16, Jubilant continued its CSR initiatives in various sectors.

- Following the approach of ''triple bottom line'', Jubilant has been publishing its Corporate Sustainability Report based on the Global Reporting Initiative (''GRI'') guidelines, which is externally verified.

- Rated A by GRI for Corporate Sustainability Report since 2007 onwards. The report is available on the Company''s website www.jubl.com.

- During the year, the Company has initiated the process for obtaining the Responsible Care Certification i.e. RC 14000 which will add value in its sustainability efforts.

CSR initiatives of the Company are conceptualized and implemented through Jubilant Bhartia Foundation (''JBF''), the social wing of Jubilant Bhartia Group, established in 2007 as a not-for-profit organization. JBF works on 4P model (Public-Private-People-Partnership) for empowering communities and believes that for sustainable social intervention, participation of communities must be ensured in the Company''s CSR projects/ programmes. Jubilant''s role is to act as a catalyst and facilitate the process. The social initiatives of the Company are in line with the United Nations Millennium Development Goals.

JBF in partnership with Schwab Foundation for Social Entrepreneurship has been conferring Social Entrepreneur of the Year (SEOY) Award in India since the year 2010. The award celebrates mature-stage social entrepreneurs and their organizations that implement innovative, sustainable and large-scale solutions to address poverty, indignity and the lack of basic services and resources in ''Bottom of the Pyramid'' and ultra-poor communities. They work in areas as diverse as health, education, job creation, water, clean energy, building identity and entitlements and access to information and technology. Whether they set up social businesses, hybrid social ventures or not-for-profit organizations, the primary focus of social entrepreneurs is large-scale, transformational impact.

SEOY does not fall in the purview of CSR activities pursuant to the provisions of Schedule VII to the Act. We shall, however, continue to confer the SEOY award over and above CSR budget of the Company in view of the social benefits of the award.

JBF''s detailed activities are available on its website www. jubilantbhartiafoundation.com. Annual Report on CSR including contents of the CSR Policy is attached as annexure-4 to this Report.

Last year, Jubilant Pharma had taken loan from International Finance Corporation (''IFC''). Post the Environmental & Social (''E&S'') due diligence of Jubilant Pharma''s business, IFC had suggested optimisation through time bound Environmental and Social Action Plan to match Jubilant Pharma''s operating system with IFC''s Performance Standard requirements. Jubilant Pharma has completed the action plan and ensured compliance with the relevant IFC Performance Standards in a timely manner.

In addition, Jubilant Pharma also submits the Annual Monitoring Report to IFC.

OTHER DISCLOSURES

i. Extracts of Annual Return: Pursuant to the provisions of Section 92 of the Act read with Rule 12 of the Companies (Management and Administration) Rules, 2014, extract of the Annual Return is attached as annexure-5 to this Report.

ii. Public Deposits: No deposits have been accepted by the Company during the year from the public. The Company had no outstanding, overdue, unpaid or unclaimed deposits at the beginning and end of the Financial Year 2015-16.

iii. Loans, Guarantees and Investments: Details of loans, guarantees/ securities and investments along with the purpose for which the loan, guarantee or security is proposed to be utilised by the recipient have been disclosed in Note nos. 13, 16, 32, 34 and 35 of the Notes to the Standalone Financial Statements.

iv. Particulars of Contracts or Arrangements with the Related Parties: The Company has formulated a policy on Related Party Transactions (''RPTs''), dealing with the review and approval of RPTs. During the Financial Year 2015-16, the Board of Directors of the Company approved the revised criteria for granting omnibus approval for RPTs by the Audit Committee within the overall framework of the policy on RPTs. Prior omnibus approval is obtained for RPTs which are of repetitive nature. All RPTs are placed before the Audit Committee for review and approval.

All RPTs entered into during the Financial Year 2015-16 were in the ordinary course of business and on arm''s length basis. No material RPTs were entered into during the Financial Year 2015-16 by the Company as defined in the Policy of the Company on Materiality of Related Party Transactions. Accordingly, the disclosure of RPTs as required under Section 134(3)(h) of the Act in Form AOC 2 is not applicable. Your Directors draw attention of the members to Note no. 52 to the Standalone Financial Statements which sets out the Related Party disclosures.

v. Material Changes in Financial Position: No material change or commitment has occurred after the close of the Financial Year 2015-16 till the date of this Report, which affects the financial position of the Company.

vi. Orders passed by Courts/ Regulators: No significant or material order has been passed by the regulators or courts or tribunals impacting the going concern status of the Company or its future operations.

CORPORATE GOVERNANCE

As a responsible corporate citizen, the Company is committed to maintain the highest standards of Corporate Governance and believes in adhering to the best corporate practices prevalent globally.

A detailed Report on Corporate Governance is attached as annexure-6 and forms part of this Report. A certificate from a Practising Company Secretary confirming compliance with the conditions of Corporate Governance, as stipulated in Clause E of Schedule V to the Listing Regulations is attached to the Corporate Governance Report.

The Board Members and Senior Management Personnel have affirmed compliance with the Code of Conduct for Directors and Senior Management for the year ended March 31, 2016. A certificate from the Co-Chairman & Managing Director confirming the same is attached to the Corporate Governance Report.

A certificate from the CEO and CFO confirming correctness of the financial statements, adequacy of internal control measures, etc. is also attached to the Corporate Governance Report.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

The Management Discussion and Analysis Report on the operations of the Company as provided under the Listing Regulations has been given separately and forms part of this Report.

ACKNOWLEDGMENTS

Your Directors acknowledge with gratitude the co-operation and assistance received from the Central and State Government authorities. Your Directors thank the shareholders, financial institutions, banks/ other lenders, customers, vendors and other business associates for their confidence in the Company and its management and look forward to their continued support. The Board wishes to place on record its appreciation for the dedication and commitment of the Company''s employees at all levels, which has continued to be our major strength. We look forward to their continued support in the future.

For and on behalf of the Board

Shyam S Bhartia Hari S Bhartia

Chairman Co-Chairman & Managing Director

(DIN: 00010484) (DIN: 00010499)

Place: Noida

Date: May 24, 2016