About Alkem Laboratories Ltd

Headquartered in Mumbai, India, Alkem Laboratories Limited is a leading Indian pharmaceutical company with global operations. The company is engaged in the development, manufacture and sale of pharmaceutical and nutraceutical products. The company produces branded generics, generic drugs, active pharmaceutical ingredients (APIs) and nutraceuticals, which it markets in India and international markets. With a portfolio of more than 800 brands in India, Alkem is ranked the fifth largest pharmaceutical company in India in terms of domestic sales. The company also has presence in more than 40 international markets, with the United States being its key focus market. Alkem Laboratories Ltd was incorporated as a private limited company on August 8, 1973 at Patna under the Companies Act, 1956 and subsequently became a deemed public limited company under section 43A(2) of Companies Act, 1956 on October 26, 1988. Pursuant to Company passing a resolution under section 21 of Companies Act, 1956 and upon issuance of a fresh certificate of incorporation consequent on change of name dated August 21, 2001, the name of Company was changed to 'Alkem Laboratories Limited' with effect from October 26, 1988. In 1978, the company established its first plant at Taloja Maharashtra. In 1992, the company established its manufacturing facility in Mandwa, Maharashtra, which was later converted into an API facility in 2005. In 2003, the company set up a research and development facility for ANDA development at Taloja, Maharashtra. During the year 2006, the company's anti-infective drug Taxim became the first anti-infective drug in the Indian pharmaceutical industry to cross Rs 100 crore in terms of domestic sales in India. In 2007, the company filed its first ANDA in the US for the drug Amlodipine. In 2009, the company received first ANDA approval in US for Amlodipine. Also during the year, the company acquired Pharmacor Pty Ltd., a generic pharma company in Australia. In 2010, Alkem Laboratories acquired Ascend Laboratories, a generic marketing company in the US. In 2011, the company acquired Enzene, a company engaged in the development of biosimilars in India. In 2012, the company acquired an API manufacturing facility in the US. In 2014, the company acquired the 'Clindac-A' brand in India from Galderma S.A. Also during the year, Clavam crossed Rs 200 crore mark in terms of domestic sales in India. In 2015, the company acquired a formulation manufacturing facility in the US. During the FY2015,the company has done the stock split reduced the face value of equity share from Rs 10 to Rs 2 and also approved and allotted 59782500 bonus shares in the ratio of 1:1. On 23 December 2015, Alkem Laboratories successfully completed an Initial Public Offering (IPO) with its equity shares listed on the Bombay Stock Exchange Limited and the National Stock Exchange of India Limited. On 10 May 2016, Alkem Laboratories announced that the Competition Appellate Tribunal (COMPAT) has passed an order dated 10 May2016 setting aside the penalty of Rs 74.63 crore imposed on the company by the Competition Commission of India (CCI) in its order dated 1 December 2015. On 7 June 2016, Alkem Laboratories announced the closure of the inspection by the United Kingdom - The Medicines and Healthcare Products Regulatory Agency (UK-MHRA) for its Bioequivalence facility at Taloja, Maharashtra, India. The facility stands UK-MHRA compliant. On 11 August 2016, Alkem Laboratories announced that the USFDA inspected the company's Bioequivalence facility at Taloja, Maharashtra, India from 1 August to 10 August 2016. At the end of the inspection, there were no 483s issued by the USFDA. On 28 October 2016, Alkem Laboratories announced that the USFDA conducted a Bio-analytical inspection at the company's manufacturing facility located at Daman, India from 24 October to 28 October 2016. The inspection has been cleared successfully without any 483 observations. This inspection was based on an ANDA filed by the company. On 7 February 2017, Alkem Laboratories announced that it has entered into an alliance with Haw Par India Pvt Ltd., a wholly owned subsidiary of Haw Par Healthcare Ltd., Singapore to exclusively market, sell and distribute Tiger Balm range of products in India. Tiger Balm products will be promoted by Alkem Healthcare, an Over the Counter (OTC) division of Alkem. Tiger Balm range of products is an internationally known remedy for headaches, upper respiratory congestions, rheumatic or arthritic pains and muscular sprains. Its unique blend of herbal ingredients, derived from an ancient Chinese source, has been proven effective for nearly 100 years and is trusted by millions of people in more than 100 countries. On 29 March 2017, Alkem Laboratories announced that the USFDA has issued an Establishment Inspection Report (EIR) for its Ankaleshwar API facility which was inspected in December 2016. The inspection has now been closed by the USFDA. The USFDA had inspected the Ankaleshwar API manufacturing facility from 5 to 9 December 2016 and had issued Form 483 with three observations. Post this, the company had submitted a detailed corrective and preventive action plan (CAPA) to the regulator within the stipulated timelines. The USFDA has reviewed the CAPA and has found them acceptable. On 10 January 2018, Alkem Laboratories announced the closure of USFDA inspection at its Baddi facility in Himachal Pradesh. On 28 March 2018, Alkem Laboratories informed the stock exchanges that the USFDA conducted an inspection at the company's manufacturing facility located at Amaliya, Daman, India from 19 March 2018 to 27 March 2018. Post the inspection, the company has received a Form 483 with thirteen observations. The company said it will put together a detailed response with adequate corrective and preventive measures to address the USFDA observations within the timeline stipulated by the USFDA. The USFDA also conducted an inspection at the company's manufacturing facility located at St. Louis, USA from 12 March 2018 to 16 March 2018. In response to the one Form 483 observation issued by the USFDA, the company has submitted a detailed corrective and preventive action plan (CAPA) plan to the regulator within the stipulated timelines. During the FY2019, the wholly owned subsidiary of the Company Alkem Laboratories (NIG) Limited was dissolved w.e.f. 06th May, 2018 pursuant to voluntary winding up. As on 31 March 2019,the company had 20 subsidiary companies under its roof. In FY 2018-19, the company invested Rs 4.62 billion or 6.3% of total revenues in R&D, compared to 5.7% in FY 2017-18. The company filed 23 ANDAs during the year and received 21 approvals, which includes 6 tentative approvals. The company have a fairly strong product pipeline of 127 ANDAs (as on 31st March, 2019) already filed with the USFDA, with over half of them yet to be commercialised. The Company has also made investments in the biosimilar segment through its subsidiary Enzene Biosciences - a biotech-focussed company located in Pune (Maharashtra, India). The company bagged Express Pharma Excellence Award at Pharma CXO Summit 2019. During the FY2020, a new company named Ascend Laboratories SAS was incorporated on 04th June, 2019 as a wholly owned subsidiary of the Company in Colombia. Also on 08th April, 2020, a new company named S&B Pharma LLC had been incorporated as a Step down subsidiary of the Company in USA. As on 31 March 2020,the company had 21 subsidiary companies under its roof. During the year 2019-20, the company invested Rs 4,726 million or 5.7% of total revenues in R&D, as against Rs 4,622 million in FY 2018-19. The company filed 18 ANDAs during the year and received 22 ANDA approvals which includes 6 tentative approvals. Alkem now has a total of 144 ANDAs (as on 31st March, 2020) filed with the USFDA and 89 approvals. During the quarter ended 30 June 2020, the Company filed 4 abbreviated new drug applications (ANDAs) with the US FDA and received 2 approvals (including 1 tentative approval). As on June 30, 2020, the Company filed a total of 146 ANDAs and 2 new drug applications (NDA) with the USFDA. Of these, it has received approvals for 88 ANDAs (including 13 tentative approvals) and 2 NDAs. During the quarter ended 30 September 2020, the Company filed 1 abbreviated new drug applications (ANDAs) with the US FDA and received 4 approvals (including 1 tentative approval). As on September 30, 2020, the Company has filed a total of 147 ANDAs and 2 new drug applications (NDA) with the USFDA of which it has received approvals for 91 ANDAs (including 13 tentative approvals) and 2 NOA. During the quarter ended 31 December 2020, the Company received 10 approvals (including 2 tentative approvals) from the USFDA. As on December 31, 2020, the Company has filed a total of 147 ANDAs and 2 new drug application (NDA) with the US FDA of which it has received approvals for 100 ANDAs (including 14 tentative approvals) and 2 NOA. In FY'20, Company started new formulation manufacturing facility in Indore and a new biologic / biosimilar manufacturing facility in Pune. S&B Pharma LLC has been incorporated as a step down subsidiary of the Company in USA on 08th April, 2020, and on 12th June, 2020, the Company acquired M/s Connect 2 Clinic Private Limited, a Company incorporated under the Companies Act, 2013. For business synergies, ease of administration and simplification in the organization structure for its business operations in USA market, the Company's Board of Directors at its meeting held on 25 May 2021 has approved the proposed plan for restructuring of the USA business operations by bringing both the subsidiary entities namely, S & B Pharma Inc, USA ('S & B') (engaged in manufacturing of pharmaceutical products and contract research) and The PharmaNetwork LLC, USA ('TPNC') (engaged in sales & marketing of pharmaceuticals products) under a single umbrella by removing intermediary holding company S & B Holdings BV, Netherlands ('S & B BV'). This Board approved restructuring is subject to necessary statutory and regulatory approvals. During the quarter ended 31 March 2021, the Company filed 4 abbreviated new drug applications (ANDAs) with the US FDA and received 10 approvals (including 3 tentative approvals). During the FY2021,the Company filed 9 ANDAs with the US FDA and received 25 approvals (including 6 tentative approvals). As on March 31, 2021, the Company filed a total of 150 ANDAs and 2 new drug applications (NDA) with the US FDA. Of these, it has received approvals for 108 ANDAs (including 16 tentative approvals) and 2 NDAs. In FY'21, First product was launched from Enzene Biosciences in India. The Company ventured into respiratory segment in India with the launch of Pulmocare division. Connect2Clinic, the Company's online platform for participating medical professionals and healthcare staff to connect with their patients, witnessed a significant surge in activity. In FY'21-22, Connect2Clinic crossed an important milestone of 1 lakh doctor consultations and is growing fast to become a preferred end-to-end OPD management platform in India. During the year 2022-23, Enzene Inc., was incorporated as a step down subsidiary of the Company in USA on 26th May, 2022 and Pharmacor Limited, incorporated as a step down subsidiary of the Company in New Zealand on 01st June, 2022. The Company launched Adalimumab in the domestic markets in 2023. A new Marketing and Sales division, Metanext was launched in the Chronic segment.

Alkem Laboratories Ltd Chairman Speech

Since our humble beginnings five decades back, we have grown and emerged as a dominant player in the pharmaceutical space not only in India but also across the world. It lies in the profound impact we have had on the Indian pharmaceutical sector, inspiring other homegrown companies to enter the industry and contributing to its overall transformation.

We forayed into the sector which was predominantly led by international organization, and were ready to face challenges fearlessly, and disrupt and revolutionize the Indian pharmaceutical space. With the help of our 20 state-of-the-art manufacturing facilities, we service our customers across 40 countries in the world with more than 800 brands. We hold profound gratitude for the immeasurable contributions made by our employees. Given the knowledge-intensive nature of our industry, we persistently commit ourselves to fulfilling the ever-changing needs of our customers by leveraging the expertise of more than 500 scientists across five research and development centers.

At the core of our mission lies a deep commitment to making a positive difference in the world and enhancing the well-being of patients and customers. This commitment drives us to consistently deliver high-quality products across a wide range of therapeutic areas, ensuring their affordability and accessibility in various regions. Our endeavor into the field of biosimilars further reinforces our commitment to expanding access to quality healthcare for individuals from diverse socio-economic backgrounds. By offering cost-e_ective alternatives to branded biologic therapies, our biosimilars pave the way for improved health outcomes and increased affordability, ensuring that individuals can receive the necessary treatments without financial barriers. This strategic move aligns with our mission to make a positive impact on the lives of patients and contribute to the overall well-being of society.

We prioritize environmental, social, and governance (ESG) elements into business strategy and operations, aiming to improve the quality of life for a better future. Alkem is dedicated to continually enhance its business performance to generate shared value for all stakeholders while making positive contributions to sustainable development. To accomplish this, the Company has devised a comprehensive ESG policy that serves as a framework to fulfill its business responsibilities and goals, supported by a robust enforcement mechanism to ensure the translation of its commitments into action.

As part of our corporate social responsibility endeavors, we actively engage in initiatives aimed at uplifting communities in various areas such as healthcare, education, rural development, environment, and sports. Throughout the fiscal year, we undertook several impactful CSR interventions, including the establishment of baby feeding centers, collaborating with the Tata Memorial Centre to set up an Advanced Radiotherapy Block, conducting cancer awareness and early detection campaigns, empowering women, and providing support to 163 athletes participating in the Common Wealth Games 2022, among other notable endeavors. These efforts exemplify our dedication to making a positive difference and contributing to the well-being of society.

While we acknowledge the challenges faced in the US market, we are resolute in our pursuit of improvement. We are actively addressing profitability and margin pressures through cost optimization and operational efficiency. At the same time, we acknowledge the strength of our presence in the Indian market, contributing to our overall resilience. With a strategic focus on India, we leverage our solid foundation and market position to seize growth opportunities and reinforce our leadership. Our commitment to overcoming these short-term challenges and achieving sustainable growth remains steadfast. Thus, we strive to emerge as a stronger and more resilient organization, well-prepared for the future.

We are dedicated to investing in cutting-edge technologies, strengthening strategic partnerships, and nurturing talent to drive sustained growth and deliver greater value to our shareholders. The rapidly changing landscape, regulatory complexities, and emerging healthcare needs demand our continued agility and resilience. However, with our strong foundation, experienced leadership, and the collective spirit of our incredible team, I am confident that we will overcome any obstacle and seize the opportunities that lie ahead.

As we celebrate this momentous occasion, I would like to express my heartfelt gratitude to our dedicated employees, who are the pillars of our success, and our Board members for their invaluable guidance and unwavering support. I extend my appreciation to our valued partners, suppliers, and stakeholders for their collaboration and trust. Last but not the least, I am immensely grateful to you, our esteemed shareholders, for your unwavering confidence in our vision and your continued support throughout this extraordinary journey.

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While adapting to changes in the US market, we remain committed to leveraging the potential of biosimilars as a key growth lever, capitalizing on their attractive economics and regulatory advancements. Our commitment is reflected with the launch of world's 1st biosimilar for Cetuximab, which is used for treatment of head and neck cancer.

diabetic and CNS therapies, with a notable achievement of advancing two ranks in both therapeutic areas. We acknowledge the subpar performance in our cardiac therapy segment due to portfolio gaps. By strengthening our product portfolio, we aim to enhance our performance and cater more effectively to the needs of a wider user base, prioritizing mass-based products over niche categories. In FY23, our new product portfolio made a remarkable impact, contributing an impressive 3.1% to our overall growth. We had some very encouraging new launches during the year. We are proud to highlight the successful launch of Sitagliptin, which achieved tremendous success in an intensely competitive market due to the expiration of the product's patent. Furthermore, our trade generics franchise has played a vital role in our growth story, delivering incremental growth on a substantial base. With the dedication of our team and the strength of our product portfolio, we are confident in our ability to maintain our leadership position and continue delivering outstanding results.

We ended the year with our US business generating sales of US$ 312 million, a year-on-year decline of 2%. In light of the structural changes observed in the US authorized generics market, characterized by buyers' consolidation and the accelerated approval of ANDAs leading to heightened competition, we have made strategic decisions to prioritize profitability. As part of this approach, we have scaled back our investments in authorized generics in the US market and discontinued operations at our St Louis manufacturing facility primarily meant for controlled substance. By adapting to these changes, we aim to navigate the competitive landscape effectively while maintaining a focus on profitability and sustainable growth through cost optimization, process improvements, and streamlining operations. While we have adjusted our investment approach, we remain committed to leveraging opportunities in the US pharmaceutical landscape

While we have made the decision to scale back our investment in authorized generics in the US market, we firmly believe that biosimilars present a significant opportunity and serve as a key growth lever for our Company. The economics of biosimilars remain highly attractive. The lower cost of manufacturing and development compared to originator biologics provides the potential for improved profitability and cost savings. This, coupled with the easing of the regulatory pathway for biosimilars, creates a favorable environment for market entry and growth. Although biosimilars involve higher research and development costs compared to authorized generics, we anticipate that the gross margins in the biosimilars segment will be favorable going by the current trends. By strategically focusing on biosimilars, we aim to leverage the attractive economics, regulatory advancements, and market consolidation to drive growth and achieve a sustainable competitive advantage. Nevertheless, we are very cautious in our investment approach for biosimilars and working on selected product for the US market. Enzene Biosciences, our biosimilars franchise has had a transformative year marked by significant milestones and strategic partnerships. The Company experienced remarkable growth in our existing product portfolio over the past year, and we are thrilled to announce the approval of three additional monoclonal antibodies (mAbs) in FY23 for domestic market.

The year saw us launch a unique patented technology for the treatment of Diabetic Foot Ulcer (DFU) which would help in preventing amputations in diabetic patients. We have collaborated with Rokit Healthcare Inc. to commercialise this technology in India. During the fiscal, we were accredited with ‘Great Place to Work' certification for the third consecutive year, which speaks volumes about our consistent efforts toward building an employee-centric culture.

We owe our remarkable success of 50 years to our employees, valued partners, suppliers, and stakeholders for their unstinted faith and steadfast commitment. As we embark upon the next phase of our journey that lie ahead, I am reminded of a profound truth: "What got us here won't get us there." These words encapsulate the essence of our journey, the challenges we have overcome, and the transformative growth we have experienced.

As we celebrate our achievements, it is crucial to acknowledge that the world around us is constantly changing, and the strategies that brought us to this remarkable milestone may not be sufficient to carry us forward into the future. Our achievements are a testament to the hard work and dedication of each member of our team, past and present. However, we must resist the temptation to rest on our laurels and instead, focus on adapting and evolving to meet the challenges of tomorrow. To thrive in the next phase of our journey, we must embrace innovation, embrace disruption, and embrace change. We must foster a culture of continuous learning, where new ideas are celebrated, and where our people are empowered to challenge the status quo.

Let us celebrate the accomplishments of the past 50 years, but also acknowledge that future belongs to those who embrace change, challenge conventions, and forge ahead with unwavering determination. With your support, dedication, and collective efforts, I am confident that our Company will not only thrive but will shape the future of our industry for the next 50 years and beyond.

Dear Members,

Alkem Laboratories Limited

Your Directors are pleased to present their 49^th Annual Report on the business and operations together with the Audited Financial Statements of the Company for financial year ended 31^st March, 2023. Consolidated performance of the Company and its subsidiaries has been referred to, wherever required.

FINANCIAL PERFORMANCE

OVERVIEW OF FINANCIAL PERFORMANCE

During financial year ended 31^st March, 2023, the Company's total revenue including other income was ` 93,208.4 million on Standalone basis as against ` 90,297.0 million achieved in the previous year, registering a growth of 3.2%.

The export turnover of the Company during financial year 2022-23 was ` 16,444.5 million as against ` 19,594.3 million achieved in the previous year, which decreased by 16.1%.

During financial year ended 31^st March, 2023, the Company and its subsidiaries achieved a total revenue including other income of ` 118,153.4 million on Consolidated basis, as against a turnover of ` 107,968.4 million achieved in the previous year, registering a growth of 9.4%.

During financial year ended 31^st March, 2023, Standalone Profit before interest, depreciation and tax decreased by 18.3% at

` 16,432.4 million as against ` 20,102.5 million in the previous year, whereas Consolidated Profit before interest, depreciation and tax decreased by 21.7% at ` 17,225.5 million as against ` 22,006.1 million in the previous year. As a result, Standalone Profit before tax declined by 24.3% over the previous year to ` 13,269.9 million and Consolidated Profit before tax was ` 13,047.7 million, which decreased by 29.3% over the previous year.

The Standalone Net Profit after tax for financial year ended 31^st March, 2023 decreased by 26.4% to ` 11,344.7 million over the previous year while the Consolidated Net Profit after tax decreased by 40.1% over the previous year to ` 10,068.1 million.

DIVIDEND

Being 50^th year of incorporation of the Company, the Board of Directors at its meeting held on 10^th February, 2023 declared and paid a Special Dividend of ` 25/- (Rupees Twenty Five only) per equity share of ` 2/- (Rupees Two only) each and Interim

Dividend of ` 15/- (Rupees Fifteen only) per equity share of ` 2/- (Rupees Two only) each, amounting to a total Interim Dividend of ` 40/- (Rupees Forty only) per equity share of ` 2/- each, for financial year 2022-23, being 2000% on the face value of ` 2/- per share of the Company. In addition, your Directors are pleased to recommend payment of `10/- (Rupees Ten only) per equity share of ` 2/- (Rupees Two only) each as Final Dividend for financial year 2022-23, for the approval of the Members at the ensuing Annual General Meeting ("AGM") of the Company. If approved, the total dividend (interim and final) for financial year 2022-23 will be `50/- (Rupees Fifty only) per equity share of ` 2/- (Rupees Two only) each as against the total dividend of ` 34/- (Rupees Thirty Four only) per equity share of ` 2/- (Rupees Two only) each paid for the previous financial year.

In compliance with the requirement of Regulation 43A of the SEBI (Listing Obligation and Disclosure Requirements) Regulations, 2015 (hereinafter referred to as "SEBI LODR Regulations"), the Company has formulated its Dividend Distribution Policy, which is available on the Company's website at https://www.alkemlabs. com/pdf/policies/977928327Dividend_distribution_policy.pdf

The said Policy is also annexed to this Report as Annexure A.

TRANSFER TO RESERVES

The Company has not transferred any amount to the General Reserve for financial year 2022-23.

SHARE CAPITAL

The paid up equity share capital of the Company as on 31^st March, 2023 was ` 239.1 million. The Company has neither issued shares with differential rights as to dividend, voting or otherwise nor issued shares to the Employees or Directors of the Company, under any scheme (including sweat equity shares).

DEPOSITS

The Company has not accepted any deposits from the public/ members during the year under review and accordingly no amount on account of principal or interest on public deposits was outstanding as on 31^st March, 2023.

SUBSIDIARIES

As on 31^st March, 2023, the Company has 25 subsidiaries. The Company does not have any joint venture / associate company(ies) within the meaning of Section 2(6) of the Companies Act, 2013 (hereinafter referred to as "the Act").

During the year under review, while none of the companies ceased to be a subsidiary of the Company, the following companies were included in the list of subsidiaries of the Company:

• Enzene Inc., incorporated as a step down subsidiary of the Company in USA on 26^th May, 2022, and

• Pharmacor Limited, incorporated as a step down subsidiary of the Company in New Zealand on 01^st June, 2022.

Pursuant to the first proviso to Section 129(3) of the Act and Rule 5 and Rule 8(1) of the Companies (Accounts) Rules, 2014, the salient features of financial statements, performance and financial position of each subsidiary is given in Form AOC-1 as Annexure B to this Report.

The Audited Financial Statements of the subsidiaries are available on the Company's website at https://www.alkemlabs.com/ subsidiary-accounts.php pursuant to Section 136 of the Act.

MANAGEMENT DISCUSSION AND ANALYSIS

A detailed report on the Management Discussion and Analysis is provided as a separate section forming part of this Report.

CORPORATE GOVERNANCE

In compliance with Regulation 34 read with Schedule V of the SEBI LODR Regulations, a Report on Corporate Governance for the year under review is provided as a separate section along with a certificate from the Statutory Auditors conforming the Company's compliance with the conditions of Corporate Governance, forming part of this Report.

BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORT

In compliance with Regulation 34 of SEBI LODR Regulations, the Business Responsibility and Sustainability Report, describing the initiatives taken by the Company from an environmental, social and governance perspective, is provided as a separate section forming part of this Report.

CORPORATE SOCIAL RESPONSIBILITY (CSR)

The Company's CSR initiatives are as per the Company's CSR Policy. Our CSR program aims to address the immediate and long term needs of the community and focus on where we can make the major impact on marginalized sections of the society. The Company's CSR strategy involves a multi-sectoral inclusive approach to focus on community needs. It strives to improve the well-being of our communities by focusing on education, vocational training, healthcare and sanitation, environmental concerns and rural development. The Company implements these activities directly or through strategic trust-based partnerships with various NGOs. During financial year 2022-23, the Company has addressed the requirements of local communities in the vicinity of its head office, manufacturing facilities and R&D centers through focused projects in the areas of education, health and hygiene, environment and community development, etc.

Details about the Company's CSR Policy and initiatives undertaken by the Company during financial year 2022-23 are outlined in the Report on CSR Activities annexed to this Report as Annexure C.

The CSR Policy is posted on Company's website: https://www. alkemlabs.com/pdf/policies/csr-policy.pdf.

Appointments

The details of the appointments/ re-appointments during the year under review are as follows:

Re-appointment of Mr. Sandeep Singh, Managing Director of the Company:

The Board of Directors of the Company based on the recommendation of the Nomination and Remuneration & Audit Committee, approved the re-appointment of Mr. Sandeep Singh as a Managing Director of the Company for a term of 5 (five) consecutive years w.e.f. 17^th October, 2022 upto 16^th October, 2027, subject to the approval of the Members of the Company. The Members at the 48^th AGM of the Company held on 25^th August, 2022, approved the said re-appointment of Mr. Sandeep Singh as a Managing Director of the Company, liable to retire by rotation, for a period of 5 (five) consecutive years w.e.f. 17^th October, 2022 upto 16^th October, 2027.

Re-appointment of Mr. Mritunjay Kumar Singh, Executive Director of the Company:

The Board of Directors of the Company based on the recommendation of the Nomination and Remuneration Committee & Audit Committee, approved the re-appointment of Mr. Mritunjay Kumar Singh as an Executive Director of the Company for a term of 5 (five) consecutive years w.e.f. 01^st January, 2023 upto 31^st December, 2027 subject to the approval of the Members of the Company. The Members of the Company through Postal Ballot on 05^th January, 2023 approved the said re-appointment of Mr. Mritunjay Kumar Singh as an Executive Director of the Company, liable to retire by rotation, for a term of 5 (five) consecutive years w.e.f. 01^st January, 2023 upto 31^st December, 2027.

Appointment of Mr. Srinivas Singh, Executive Director of the Company:

The Board of Directors of the Company based on recommendation of the Nomination and Remuneration Committee & Audit Committee, approved the appointment of Mr. Srinivas Singh (DIN: 06744441) as an Additional Director designated as an Executive Director of the Company for a term of 5 (five) consecutive years w.e.f. 14^th September, 2022 upto 13^th September, 2027. The Members of the Company through Postal Ballot on 05^th November, 2022 approved the appointment of Mr. Srinivas Singh as a Whole Time Director designated as an Executive Director of the Company, liable to retire by rotation, for a period of 5 (five) consecutive years w.e.f. 14^th September, 2022 upto 13^th September, 2027.

Appointment of Mr. Sujjain Talwar, Independent Director of the Company:

Considering the experience, expertise, proficiency and high standards of integrity possessed by Mr. Sujjain Talwar (DIN: 01756539), the Board of Directors of the Company based on recommendation of the Nomination and Remuneration

Committee, approved the appointment of Mr. Sujjain Talwar (DIN: 01756539) as an Additional Director designated as an Independent Director of the Company for a term of 5 (five) consecutive years w.e.f. 05^th August, 2022 upto 04^th August, 2027 subject to the approval of the Members of the Company. The Members of the Company through Postal Ballot on 28^th September, 2022, approved the said appointment of Mr. Sujjain Talwar as an Independent Director of the Company, not liable to retire by rotation, for a term of 5 (five) consecutive years w.e.f. 05^th August, 2022 upto 04^th August, 2027.

Resignations/ Retirements/ Demise/ Completion of Tenure

Mr. Ranjal Laxmana Shenoy, Independent Director of the Company resigned w.e.f. 11^th July, 2022, due to possible conflict of interest, on account of his relative becoming a partner of KPMG Advisory Services Private Limited. The Directors placed on record appreciation for the valuable contribution made by Mr. Ranjal Laxmana Shenoy during his tenure as an Independent Director in the Company.

Mr. Balmiki Prasad Singh retired from the position of the Executive Director on the Board of Directors of the Company by expressing his unwillingness to offer himself for re-appointment as a Director of the Company at the 48^th AGM of the Company held on 25^th August, 2022 on the grounds of his health concerns. The Directors placed on record appreciation for the valuable contribution made by Mr. Balmiki Prasad Singh during his tenure as an Executive Director of the Company.

Directors liable to retirement by rotation

Mr. Mritunjay Kumar Singh (DIN: 00881412) and Mr. Sandeep Singh (DIN: 01277984) are liable to retire by rotation at the ensuing AGM of the Company pursuant to the provisions of Section 152 of the Act read with the Companies (Appointment and Qualification of Directors) Rules, 2014 and the Articles of Association of the Company and being eligible they have offered themselves for re-appointment, on the recommendation of the Nomination and Remuneration Committee and the Board of Directors.

Particulars in pursuance of Regulation 36 of the SEBI LODR Regulations read with Secretarial Standard – 2 on General Meetings relating to Mr. Mritunjay Kumar Singh and Mr. Sandeep Singh are given in the Notice of AGM.

Key Managerial Personnel

Mr. Sandeep Singh, Managing Director, Mr. Rajesh Dubey, President - Finance and Chief Financial Officer and Mr. Manish Narang, President - Legal, Company Secretary and Compliance Officer are the Key Managerial Personnel of the Company as on 31^st March, 2023, in accordance with the provisions of Section 203 of the Act read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014.

Independent Directors

The Independent Directors hold office for a term of 5 (five) years and are not liable to retire by rotation.

Declaration of independence from Independent Directors

The Company has received 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 schedules and rules issued thereunder, as well as clause (b) of sub-regulation (1) of Regulation 16 of the SEBI LODR Regulations (including any statutory modification(s) or re-enactment(s) thereof for the time being in force). In terms of Regulation 25(8) of the SEBI LODR Regulations, the Independent Directors have confirmed that they are not aware of any circumstance or situation, which exist or may be reasonably anticipated, that could impair or impact their ability to discharge their duties with an objective independent judgement and without any external influence.

The terms and conditions of appointment of the Independent Directors are posted on Company's website https://www. alkemlabs.com/pdf/policies/Term_of_appointment-Independent_Directors.pdf

Familiarization Program

In compliance with the requirements of SEBI LODR Regulations, the Company has put in place a framework for Directors' Familiarization Programme to familiarize them with their roles, rights and responsibilities as Directors, the working of the Company, nature of the industry in which the Company operates, business model etc. The details of the Familiarization Programme conducted during the financial year under review are explained in the Corporate Governance Report. The same is also available on the Company's website at https://www.alkemlabs.com/ Familiarization-Program.php

Annual Evaluation of Board's Performance

The details of the annual evaluation of the Individual Directors, Board as a whole and all the Committees of the Board etc. have been provided in the Corporate Governance Report, which forms part of this Report.

The Independent Directors, at a separate meeting held on 31^st March, 2023, evaluated performance of Non-Independent Directors, performance of the Board as a whole and performance of the Chairperson of the Company.

The evaluation of the Independent Directors was carried out by the entire Board of Directors without the participation of the respective Independent Director.

The Company follows a policy for selection and appointment of Directors, Senior Management and their remuneration, which is available on the Company's website at https://www.alkemlabs. com/pdf/policies/1378936118Nomination-and-Remuneration-Policy_modified%2027052016.pdf. The said Policy is annexed to this Report as Annexure D.

PARTICULARS OF EMPLOYEES AND RELATED DISCLOSURES

The disclosure pertaining to remuneration and other details as required under Section 197(12) of the Act read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is annexed to this Report as Annexure E.

Further, a statement showing the names and other particulars of top ten employees in terms of remuneration drawn and of employees drawing remuneration in excess of the limits required under Section 197(12) of the Act read with Rule 5(2) and Rule 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 forms part of this Report.

However, in terms of first proviso to Section 136(1) of the Act, the Annual Report and Annual Financial Statements are being sent by email to the Members and others entitled thereto, excluding the aforesaid information. The said information shall be provided electronically to any Member on a written request to the Company Secretary to obtain a copy of the same.

NUMBER OF MEETINGS OF THE BOARD

The Board of Directors met 7 (seven) times during financial year 2022-23. The details of the Board meetings and the attendance of Directors thereat are provided in the Corporate Governance Report, which forms part of this Report.

Audit Committee

As on 01^st April, 2022, the Audit Committee comprised of Mr. Arun Kumar Purwar as Chairperson and Mr. Sandeep Singh, Mr. Mritunjay Kumar Singh, Mr. Ranjal Laxmana Shenoy, Ms. Sangeeta Singh and Mr. Narendra Kumar Aneja as Members.

The Board of Directors of the Company through circular resolution unanimously passed on 25^th July, 2022, reconstituted the Audit Committee with effect from the said date to comprise of Mr. Arun Kumar Purwar as Chairperson and Mr. Sandeep Singh, Mr. Mritunjay Kumar Singh, Ms. Sangeeta Singh, Mr. Narendra Kumar Aneja and Dr. Dheeraj Sharma as Members.

The brief terms of reference of the Audit Committee and the particulars of meetings held and attendance thereat are mentioned in the Corporate Governance Report which forms part of this Report.

Nomination and Remuneration Committee

As on 01^st April, 2022, the Nomination and Remuneration Committee comprised of Mr. Ranjal Laxmana Shenoy as Chairperson and Mr. Basudeo N. Singh, Ms. Sudha Ravi and Dr. Dheeraj Sharma as Members.

The Board of Directors of the Company through circular resolution unanimously passed on 25^th July, 2022, reconstituted the Nomination and Remuneration Committee with effect from the said date to comprise of Dr. Dheeraj Sharma as Chairperson and Mr. Basudeo N. Singh, Ms. Sudha Ravi and Mr. Arun Kumar Purwar as Members.

The brief terms of reference of the Nomination and Remuneration Committee and the particulars of meetings held and attendance thereat are mentioned in the Corporate Governance Report which forms part of this Report.

Corporate Social Responsibility Committee

As on 01^st April, 2022, the Corporate Social Responsibility Committee comprised of Mr. Arun Kumar Purwar as Chairperson and Mr. Basudeo N. Singh, Mr. Sandeep Singh, Mrs. Madhurima Singh, Mr. Ranjal Laxmana Shenoy and Ms. Sangeeta Singh as Members.

The Board of Directors of the Company at its meeting held on 11^th November, 2022, reconstituted the Corporate Social Responsibility Committee with effect from the said date to comprise of Mr. Arun Kumar Purwar as Chairperson and Mr. Basudeo N. Singh, Mr. Sandeep Singh, Mrs. Madhurima Singh, Ms. Sangeeta Singh and Ms. Sudha Ravi as Members.

The brief terms of reference of the Corporate Social Responsibility Committee and the particulars of meetings held and attendance thereat are mentioned in the Corporate Governance Report which forms part of this Report.

Stakeholders' Relationship Committee

As on 01^st April, 2022, the Stakeholders' Relationship Committee comprised of Mr. Ranjal Laxmana Shenoy as Chairperson and Mr. Basudeo N. Singh, Mr. Mritunjay Kumar Singh and Mrs. Madhurima Singh as Members.

The Board of Directors of the Company through circular resolution passed on 17^th August, 2022 (unanimously passed on 18^th August, 2022), reconstituted the Stakeholders' Relationship Committee with effect from the said date to comprise of Mr. Sujjain Talwar as Chairperson and Mr. Basudeo N. Singh, Mr. Mritunjay Kumar Singh and Mrs. Madhurima Singh as Members.

The Board of Directors of the Company at its Meeting held on 11^th November, 2022, thereafter reconstituted the Stakeholders' Relationship Committee with effect from the said date to comprise of Mr. Sujjain Talwar as Chairperson and Mr. Mritunjay Kumar Singh, Mrs. Madhurima Singh and Mr. Srinivas Singh as Members.

The brief terms of reference of the Stakeholders' Relationship Committee and the particulars of meetings held and attendance thereat are mentioned in the Corporate Governance Report which forms part of this Report.

Risk Management Committee

As on 01^st April, 2022, the Risk Management Committee comprised of Mr. Mritunjay Kumar Singh as Chairperson and Mr. Sandeep Singh, Ms. Sudha Ravi, Dr. Dheeraj Sharma and Mr. Narendra Kumar Aneja as Members.

The Board of Directors of the Company at its meeting held on 11^th November, 2022, reconstituted the Risk Management Committee with effect from the said date to comprise of Mr. Mritunjay Kumar Singh as Chairman and Mr. Sandeep Singh, Mr. Srinivas Singh, Ms. Sudha Ravi, Dr. Dheeraj Sharma and Mr. Narendra Kumar Aneja as Members.

The brief terms of reference of the Risk Management Committee and the particulars of meeting held and attendance thereat are mentioned in the Corporate Governance Report which forms part of this Report.

RISK MANAGEMENT

The Company's Board of Directors has overall responsibility for the establishment and oversight of the Company's risk management framework. The Company has a Board approved Risk Management Policy. The Board of Directors has constituted a Risk Management Committee which is delegated with the responsibility of overseeing various strategic, operational and financial risks that the organization faces, along with assessment of risks, their management and mitigation procedures. A detailed analysis of the business risks and opportunities is given under Management Discussion and Analysis Report.

DIRECTORS' RESPONSIBILITY STATEMENT

To the best of their knowledge and belief, your Directors confirm that:

(a) in the preparation of the annual accounts for financial year ended 31^st March, 2023, the applicable accounting standards have been followed along with proper explanation relating to material departures, if any;

(b) they have selected such accounting policies and applied consistently and 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 31^st March, 2023 and of the profit of the Company for the year ended on that date;

(c) they 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;

(d) they have prepared the annual financial statements on a going concern basis;

(e) they have laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and operating effectively; and

(f) they have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

SECRETARIAL STANDARDS

The Directors state that applicable Secretarial Standards i.e. SS-1 relating to ‘Meetings of the Board of Directors' and SS-2 relating to ‘General Meetings' have been duly followed by the Company.

Statutory Auditor

Pursuant to the provisions of Section 139 of the Act and the Companies (Audit and Auditors) Rules, 2014 (including any statutory modification(s) or re-enactment(s) thereof, for the time being in force), M/s. B S R & Co. LLP (Firm Registration No:

101248W/W-100022), Chartered Accountants, the Statutory Auditors of the Company, were re-appointed by the Shareholders at the 45^th AGM of the Company held on 27^th August, 2019, for another term of 5 (five) years from the conclusion of 45^th AGM of the Company until the conclusion of the 50^th AGM, on such remuneration, inclusive of applicable taxes and reimbursement of travelling and out of pocket expenses incurred in connection with the audit, as recommended by the Audit Committee and as may be mutually agreed between the Board of Directors of the Company and the Statutory Auditors from time to time.

The Auditors' Report for financial year ended 31^st March, 2023, does not contain any qualification, reservation or adverse remark.

Cost Auditor

The Company is required to maintain cost records for certain products as specified by the Central Government under subsection (1) of Section 148 of the Act and accordingly such accounts and records are made and maintained in the prescribed manner.

Pursuant to the provisions of Section 148 of the Act and the Rules made thereunder read with notifications/ circulars issued by the Ministry of Corporate Affairs from time-to-time and as per the recommendation of the Audit Committee, the Board of Directors at its meeting held on 13^th May, 2022 had appointed Mr. Suresh D. Shenoy, Cost Accountant (Membership No. 8318), as the Cost Auditor of the Company for financial year 2022-23 to conduct the audit of the cost records of the Company. A resolution for rati_cation of the remuneration payable to the Cost Auditor is included in the Notice of AGM for seeking approval of Members. The Cost Audit Report will be filed within the period stipulated under the Act.

Secretarial Auditor

Pursuant to the provisions of Section 204 of the Act read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Board of Directors had appointed M/s. Manish Ghia & Associates, Practicing Company Secretaries, (Membership No. F6252, COP No. 3531) to conduct the Secretarial Audit of the Company for financial year 2022-23. The Secretarial Audit Report is annexed to this Report as Annexure F. The said Report does not contain any qualification, reservation or adverse remark.

ANNUAL RETURN

The Annual Return of the Company in prescribed Form MGT-7 is available on the website of the Company at https://www. alkemlabs.com/annual-returns.php.

RELATED PARTY TRANSACTIONS

All the Related Party Transactions entered into during financial year 2022-23 by the Company, were at arm's length basis and in compliance with the applicable provisions of the Act and the SEBI LODR Regulations and are in conformity with the Company's Policy on Related Party Transactions.

The disclosure of material related party transactions entered into by the Company during financial year 2022-23, as required under

Section 134(3)(h) of the Act read with Rule 8(2) of the Companies (Accounts) Rules, 2014 in Form AOC-2 is annexed to this Report as Annexure G. The Related Party Transactions Policy as approved by the Board is posted on the Company's website at https:// www.alkemlabs.com/pdf/policies/Policy%20on%20Related%20 Party%20Transactions.pdf.

PARTICULARS OF LOANS/ GUARANTEES GIVEN/ INVESTMENTS MADE AND SECURITIES PROVIDED

The particulars of loans, guarantees, investments and securities provided covered under the provisions of Section 186 of the Act have been disclosed in the notes to the financial statements forming part of the Annual Report.

In terms of disclosures under SEBI LODR Regulations, the maximum balance outstanding during the year 2022-23 for (i) Alkem Laboratories Corporation was ` 96.2 million, (ii) Alkem Laboratories Korea Inc. was ` 1.8 million and (iii) Ascend Laboratories SDN BHD was ` 1.4 million.

VIGIL MECHANISM / WHISTLE BLOWER POLICY

Pursuant to the provisions of Section 177(9) of the Act, the Board of Directors of the Company has framed the Vigil Mechanism

/ Whistle Blower Policy for employees and/ or volunteers of the Company. The said Policy encourages to report any action or suspected action taken within the Company that is illegal, fraudulent or in violation of any adopted policy of the Company including reporting of instances of leak or suspected leak of unpublished price sensitive information. The Policy also provides access to the Chairperson of the Audit Committee under certain circumstances. The Whistle Blower Policy is posted on the website of the Company at https://www.alkemlabs.com/pdf/policies/ Whistle_Blower_Policy_new.pdf.

PREVENTION OF SEXUAL HARASSMENT AT WORKPLACE

The Company has adopted a policy in line with the provisions of Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and the Rules made thereunder.

Internal Complaints Committees have been set up at the head office of the Company as well as at all the Company's plants, depots and R&D centers to redress complaints received on sexual harassment. During financial year 2022-23, the Company has not received any complaint of sexual harassment.

Change in Nature of Business, if any:

During financial year 2022-23, there has been no change in the nature of business of the Company.

Material Changes and Commitments affecting the financial position of the Company:

There are no material changes and commitments, which have occurred between the end of the financial year and the date of the Report which have affected the financial position of the Company.

Significant and Material Orders:

The Company has not received any significant or material orders passed by any regulatory authority, court or tribunal which shall impact the going concern status and Company's operations in future.

Reporting of Frauds by Auditors:

During the year under review, there were no frauds reported by Auditors under Section 143(12) of the Act.

Details on Insolvency and Bankruptcy Code:

During the year under review, no application has been made by the Company under the Insolvency and Bankruptcy Code and accordingly the requirement of disclosing the following details are not applicable to the Company:

(i) the details of application made or any proceeding pending under the Insolvency and Bankruptcy Code, 2016 (31 of 2016) during the year alongwith their status as at the end of the financial year; and

(ii) the details of difference between amount of the valuation done at the time of onetime settlement and the valuation done while taking loan from the Banks or Financial Institutions along with the reasons thereof.

DETAILS ON INTERNAL FINANCIAL CONTROLS RELATED TO FINANCIAL STATEMENTS

The Company has designed and implemented a process driven framework for Internal Financial Controls (IFC) as mandated under the Act. The Company's policies, guidelines and procedures provide for adequate checks and balances and are meant to ensure that all transactions are authorized, recorded and reported correctly.

During the year under review, Internal Auditors of the Company with the external audit consultants have reviewed the effectiveness and efficiency of these systems and procedures. As per the said assessment, Board is of the view that IFC were adequate and effective during the financial year.

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

The information on conservation of energy, technology absorption and foreign exchange earnings and outgo as stipulated under Section 134(3)(m) of the Act and the Rules framed thereunder is annexed herewith as Annexure H to this Report.

ACKNOWLEDGEMENT

Your Directors would like to express sincere gratitude to all valuable stakeholders of the Company viz., the Central and State Government Departments, organizations, agencies, our customers, shareholders, dealers, vendors, banks, medical fraternity, patients and other business associates for their excellent support and co-operation extended by them during the financial year under review.

The Board of Directors also places on record its appreciation for the significant contribution made by the employees of the Company through their dedication, hard work and unstinted commitment.