About Dr Reddy's Laboratories Ltd

Dr Reddy's Laboratories Ltd (DRL) is an integrated global pharmaceutical company, committed to providing affordable and innovative medicines for healthier lives. Through its three businesses - Pharmaceutical Services &Active Ingredients, Global Generics and Proprietary Products - Dr. Reddy's offers a portfolio of products and services including Active Pharmaceutical Ingredients (APIs), custom pharmaceutical services, generics, biosimilars and differentiated formulations. The company's major therapeutic areas of focus are gastrointestinal, cardiovascular, diabetology, oncology, pain management and dermatology. Dr. Reddy's operates in markets across the globe. Its major markets include - USA, India, Russia & CIS countries, and Europe. Dr Reddy's Laboratories was incorporated in the year 1984 in Hyderabad. The company was established by Dr Anji Reddy with an initial capital outlay of Rs 25 lakh. The company made their beginning with the manufacture of Active Pharmaceutical Ingredients and Intermediates (API) and commenced operations with a single drug in a 60-tonne facility near Hyderabad, India. In the year 1986, the company shares were listed on the Bombay Stock Exchange. Also, they entered international market with exports of Methyldopa. In the year 1987, the company obtained first USFDA approval for Ibuprofen API. In the year 1988, they acquired Benzex Laboratories Pvt Ltd to expand their Bulk Actives business. In the year 1990, they exported Norfloxacin and Ciprofloxacin to Europe and Far East. In the year 1991, they commenced formulation exports to Russia. In the year 1993, the company established Dr. Reddy's Research Foundation and initiated drug discovery programme. In the year 1994, they finished dosages facility established to cater to highly regulated markets such as the US. In the year 1995, the company set up joint venture in Russia. In the year 1997, they filled first ANDA with the United States Food and Drug Administration for Ranitidine. In the year 1999, the company acquired American Remedies Ltd, a pharmaceutical company based in India. In the year 2000, Cheminor Drugs Ltd, a group company merged with the company and thus the company became India's third largest pharma company. In the year 2001, the company launched Fluoxetine capsules. They became the first Indian company to win 180-day exclusivity for a generic drug in the US. Also, they launched their first generic product, Ranitidine, in the US market. In the year 2002, the company made their first overseas acquisition of BMS Laboratories Limited and Meridian Healthcare in UK. In the year 2003, they launched Ibuprofen, first generic product to be marketed under the 'Dr. Reddy's' label in the US. In the year 2005, they acquired Roche's API Business at its manufacturing site in Mexico. In the year 2006, the company acquired Betapharm the fourth largest generics company in Germany for a total enterprise value of Rs 480 million. In the year 2007, the company launched Reditux - the world's first biosimilar MAb - for the treatment of Non Hodgkins Lymphoma. Also, they became India's leading and most profitable pharmaceutical company. During the year 2008-09, the company acquired DowPharma's small molecules business in UK under Chirotech Technology Ltd, BASF Corporation's manufacturing facility at Shreveport in Louisiana, USA under Dr. Reddy's Laboratories Louisiana LLC and Jet Generici SRL, a company engaged in the sale of generic finished dosages in Italy. In addition, Perlecan Pharma Pvt Ltd, Macred India Pvt Ltd and Dr. Reddy's Laboratories ILAC Ticaret also became subsidiary of the company. During the year 2009-10, Dr. Reddy's Pharma SEZ Ltd was incorporated as a wholly-owned subsidiary of the company for the purpose of formulation manufacturing at Special Economic Zone and Perlecan Pharma Pvt Ltd was amalgamated with the company. Further, the company acquired the balance stake of 30% in Dr. Reddy's (Australia) Pty Ltd. The company filed 12 Abbreviated New Drug Applications (ANDAs) in US including six Para IV filing during the year. During the year 2010-11, the company acquired GlaxoSmithKline's (GSK) oral penicillin manufacturing facility located in Tennessee, USA. This allows the company to enter theUS penicillin-containing antibacterial market segment through brands such as Augmentin and Amoxil, and serve the needs of customers through manufacturing and other capabilities that did not previously exist within the company. Also, they increased the stake in the South African joint venture company to 100% after acquiring the 40% stake of the partner. During the year, the company launched Cresp in India, the first biosimilar darbepoetin alfa in the world. In March 2011, they launched Peg-grafeelTM in India in the form of an affordable pegfilgrastim, which is used to stimulate the bone marrow to produce more neutrophils to fight infection in patients undergoing chemotherapy. Peg-grafeelTM During the year, Idea2Enterprises (India) Pvt Ltd, Dr. Reddy's Laboratories Romania SRL, I-Ven Pharma Capital Ltd, Dr. Reddy's Laboratories Tennessee LLC and Dr. Reddy's Venezuela C.A. became wholly-owned subsidiaries of the company. Further, Dr. Reddy's Laboratories (Proprietary) Ltd also became wholly-owned subsidiary by virtue of purchase of its balance 40% stake by the company. Also, Macred India Pvt Ltd ceased to be a subsidiary of the company.On 27 July 2012, Dr. Reddy's Laboratories announced that the United States Food and Drug Administration (USFDA) had lifted import alert on its chemical manufacturing facility at Cuernavaca, Mexico after inspection of the unit in March 2012. Earlier, Dr. Reddy's Mexico facility was inspected by USFDA in November 2010 and based on observations by the USFDA, a warning letter was issued to the company on 14 June 2011.On 8 October 2012, the Custom Pharmaceutical Services (CPS) business of Dr. Reddy's Laboratories Ltd. announced expansion in the areas of activated mPEG manufacturing and in the development and manufacture of NCE (New Chemical Entities) APIs for use in pre-clinical through to commercial development at its manufacturing facility in Mirfield, UK.On 14 December 2012, Dr. Reddy's Laboratories announced that it had launched the recommended public offer to acquire all the issued and outstanding shares of OctoPlus N.V., a service based specialty pharmaceutical company, at an offer price of EUR 0.52 (cum dividend) per share. Shareholders (including certain members of the Boards) holding in aggregate 63.5% of the issued and outstanding ordinary shares of OctoPlus entered into irrevocable undertakings to tender their shares under the offer. On 28 February 2013, Dr. Reddy's Laboratories announced that it had raised its stake in OctoPlus N.V, to 98.6% following a public offer for all the issued and outstanding ordinary shares in the capital of OctoPlus. OctoPlus is a leading European provider of advanced drug formulation and clinical scale manufacturing services to the pharmaceutical and biotechnology industries, with a focus on difficult-to formulate active pharmaceutical ingredients.On 19 December 2014, Dr. Reddy's Laboratories announced that it had completed the acquisition of Habitrol brand (an over-the-counter nicotine replacement therapy transdermal patch) from Novartis Consumer Health Inc. following issuance of the proposed consent order from the US Federal Trade Commission (FTC) on 26 November 2014. The company had earlier entered into an asset purchase agreement with Novartis Consumer Health Inc. to acquire the title and rights of Habitrol brand and to market the product in the US market.On 22 March 2015, Dr. Reddy's Laboratories (NYSE: RDY) announced that it had settled its claims against Nordion Inc. (formerly MDS Inc.), headquartered in Ottawa, Canada, in a case pending in the United States District Court for the District of New Jersey, for a cash payment of USD 22.5 Million by Nordion to Dr. Reddy's. The case was brought by Dr. Reddy's in April 2009 seeking damages sustained by the company caused by a claimed breach by Nordion of its Laboratory Services Agreement with Dr. Reddy's. Nordion, as a contract research organization, provided laboratory services to Dr. Reddy's, including bio-equivalency studies, to support Dr. Reddy's regulatory applications for approval of generic drugs, including Abbreviated New Drug Applications (ANDAs) filed with the United States Food and Drug Administration (the USFDA) for approval to market generic drugs in the United States. The case arose after the USFDA cited MDS with violations of good laboratory practices which caused the USFDA not to accept, without further substantiation, MDS's laboratory reports performed during the period 2000-2004. On 23 March 2015, Dr Reddy's Laboratories announced that it has entered into an agreement with Hetero, under which Dr. Reddy's has been licensed to distribute and market Sofosbuvir 400 mg tablets , indicated in the treatment of Chronic Hepatitis C, under the brand name Resof, in India. On 1 April 2015, Dr. Reddy's Laboratories announced that it has entered into a definitive agreement to acquire a select portfolio of the established products business of UCB, a global biopharmaceutical company, in the territories of India, Nepal, Sri Lanka and Maldives. The revenue of the acquired business stood at approximately Rs 150 crore for calendar year 2014.On 29 May 2015, Dr Reddy's Laboratories Limited and AstraZeneca Pharma India Limited entered into a distribution agreement for saxagliptin and its fixed dose combination with metformin, in Type 2 DiabetesOn 6 August 2015, Dr. Reddy's Laboratories Ltd. announced that it has entered into a strategic collaboration with Amgen, one of the world's leading independent biotechnology companies, to market and distribute three Amgen medicines in India in the areas of oncology and cardiology. On 16 September 2016, Dr. Reddy's announced that it had expanded its strategic collaboration with Amgen to market and distribute three of Amgen's medicines in India in the therapy areas of oncology and osteoporosis. On 9 September 2015, PanTheryx Inc., a global medical nutrition company based in Boulder, Colorado, and Dr. Reddy's Laboratories Ltd. announced a multi-country supply and licensing agreement whereby Dr. Reddy's Lab got the exclusive right to market and distribute PanTheryx's breakthrough nutritional intervention, DiaResQ, for infectious diarrhea in India and Nepal and in process for Russia, Myanmar, Vietnam, Ukraine, Sri Lanka, Kazakhstan, Belarus, Jamaica, and select LATAM markets. Dr. Reddy's will market the product in India and Nepal under the Reliqua brand. On 14 September 2015, Dr. Reddy's Laboratories announced the signing of a commercialization deal with Hatchtech, an Australian pharmaceutical company developing an innovative prescription head lice product, Xeglyze Lotion. The exclusive rights for this product are applicable for the territories of the United States, Canada, India, Russia and the CIS, Australia, New Zealand and Venezuela. On 4 November 2015, Dr. Reddy's Laboratories entered into a strategic alliance with Biocodex, a multinational pharmaceutical company, to market and distribute Biocodex products in the Romanian market. On 5 November 2015, the US Food and Drug Administration (USFDA) issued a warning letter to Dr. Reddy's Laboratories relating to its API manufacturing facilities at Srikakulam, Andhra Pradesh and Miryalaguda, Telangana, as well as Oncology Formulation manufacturing facility at Duvvada, Visakhapatnam, Andhra Pradesh. This action follows the earlier inspections of these sites by the agency in November 2014, January 2015 and February 2015 respectively. On 18 November 2015, Dr. Reddy's Laboratories announced that it had completed the purchase of worldwide exclusive intellectual property rights for Fondaparinux sodium, its generic anti-coagulant drug from its Australian partner, Alchemia Limited. Earlier, the company had signed a term sheet for this transaction in September 2015. Fondaparinux is a generic version of the anticoagulant drug Arixtra. On 11 March 2016, Dr. Reddy's Laboratories Ltd. and TR-Pharm announced a strategic collaboration agreement for the manufacture and commercialization of a portfolio of Dr. Reddy's Laboratories' biosimilar drugs in Turkey. On 28 March 2016, Dr. Reddy's Laboratories and XenoPort, Inc. announced that they have entered into a license agreement pursuant to which Dr. Reddy's Laboratories will be granted exclusive US rights for the development and commercialization of XenoPort's clinical stage oral new chemical entity, XP23829. Dr. Reddy's Laboratories plans to develop XP23829 as a potential treatment for moderate-to-severe chronic plaque psoriasis and may potentially develop XP23829 for relapsing forms of multiple sclerosis (MS). On 31 March 2016, Dr. Reddy's Laboratories announced that it has entered into a licensing agreement with Eisai Co., Ltd, Japan by which Dr. Reddy's will be granted exclusive worldwide development and commercialization rights (excluding Japan and Asia) for Eisai's investigational anticancer agent E7777. Eisai will be responsible for the development and marketing of E7777 in Japan and Asia, while Dr. Reddy's holds the option for rights to develop and market the agent in India. On 25 May 2016, Dr. Reddy's Laboratories announced the acquisition of an eminent portfolio of over-the-counter (OTC) brands in the US in the cough-and-cold, pain, and dermatology categories from Ducere Pharma. On 3 August 2016, Dr. Reddy's Laboratories announced that it successfully completed the previously announced acquisition of a portfolio of complex generic products in the US from Teva Pharmaceutical Industries Ltd. and an affiliate of Allergan plc. On 11 June 2016, Dr. Reddy's Laboratories entered into a definitive agreement with Teva Pharmaceutical Industries Ltd. and an affiliate of Allergan plc to acquire a portfolio of eight Abbreviated New Drug Applications (ANDAs) in the US for $350 million in cash. On 7 October 2016, Dr. Reddy's Laboratories announced its entry into Colombia with its portfolio of high quality and affordable medicines for Cancer patients. On 26 October 2016, Dr. Reddy's Laboratories announced that it had entered into a strategic collaboration with Gland Pharma, a globally recognized developer and manufacturer of sterile dosage forms, to market and distribute a diverse portfolio of eight injectable Abbreviated New Drug Applications (ANDAs) in the United States. On 8 February 2017, Dr. Reddy's Laboratories Ltd announced the expansion of its commercial operations in Europe with the introduction of its portfolio of generics in France. On 3 March 2017, Dr. Reddy's Laboratories announced that it had completed the acquisition of 100% stake in Imperial Credit Private Limited, a Non-Banking Finance Company (NBFC), based out of Kolkata, for a consideration of Rs 2.05 crore. The company proposes to undertake the group's captive financial activities through this entity. On 27 March 2017, Dr. Reddy's Laboratories and Integra LifeSciences Holdings Corporation, a leading global medical technology company, announced that they have entered into an exclusive distribution agreement. Under the agreement, Dr. Reddy's will market and distribute DuraGen Plus and Suturable DuraGen Dural Regeneration Matrices for use in patients in India. The DuraGen product line offers Duraplasty Solutions meant for the repair of the dura mater. Dura mater is a thick membrane that surrounds the brain and spinal cord, and contains the cerebrospinal fluid (CSF). DuraGen Plus Dural Regeneration Matrix is indicated as a dural substitute for the repair of dura mater. On 27 July 2017, Dr Reddy's Laboratories Ltd. and CHD Bioscience Inc., a privately-held biopharmaceutical company, announced a global licensing agreement for the clinical development and commercialization of Dr. Reddy's phase III clinical trial candidate, DFA-02. It is intended to be used for the prevention of surgical site infections, following non-emergency, elective colorectal surgery. Under the terms of the agreement, Dr. Reddy's would receive equity in CHD valued at $30 million upon an IPO of CHD or a minimum of $30 million in cash within 18 months of execution of the agreement. Dr. Reddy's will also receive additional milestone payments of $40 million upon USFDA approval. In addition, CHD will pay Dr. Reddy's double-digit royalties on sales and commercial milestones. On 22 August 2017, Dr. Reddy's Laboratories Ltd. through its wholly owned subsidiary Promius Pharma, LLC, announced that it has out-licensed the future development, manufacturing, and commercialization rights of DFD-06, a topical high potency steroid, to Encore Dermatology Inc. The drug is intended to be used for treatment of moderate to severe plaque psoriasis. Under the terms of the agreement, Encore will be responsible for the commercialization of DFD-06 in the United States. Promius Pharma is eligible to receive certain pre- and post- commercialization milestone payments of up to USD $32.5 million, followed by fixed royalty payments on net sales. On 19 December 2017, Dr. Reddy's Laboratories Ltd. announced that its US subsidiary had reached a settlement with the US Government in a case involving packaging for five blister-packed prescription products. In a joint filing by the parties, Dr. Reddy's and the US Department of Justice agreed to the settlement of the action without any adjudication of any issue of fact or law.

Dr Reddy's Laboratories Ltd Chairman Speech

Dear Member,

Some of you may recall that in our letter to you two years earlier, we had written, "From the beginning of FY2018 there has been a totally focused drive on eliminating needless layers and unnecessary costs."

Last year, too, we reiterated this theme when we wrote, "With changing dynamics of the generics markets, we believe that cost competitiveness will continue to be a key driver. Hence, we aim to continue creating a leaner and more efficient organization."

Cost competitiveness, de-layering, improving efficiencies and increasing speed-to-market are continuous processes. These can never stop for any company that seeks to remain on the path of profitable growth. Dr. Reddy's is no exception to this rule.

Your company's strategy is based on three inter-locking and interacting themes. These are:

• Leadership in chosen spaces

• Operational excellence and continuous improvement

• Patient-centric product innovation

How is the strategy bearing out? Last year, we had said that this strategy is getting organization-wide traction and believed that we could be "reasonably optimistic of the prospects for FY2020". We are pleased to inform you that it has, indeed, been the case.

To appreciate this, consider the key financial results for FY2020:

• Consolidated revenues for FY2020 were ? 174.6 billion, or a 13% growth over the previous year. This was on top of an 8% growth in FY2019.

• Consolidated gross profit was Rs.94 billion, which was 13% greater than the previous year. This, too, came over and above a 9% growth in FY2019.

• Earnings before interest, taxes, depreciation and amortization (EBITDA) increased to Rs.46.4 billion, or an increase of 36% compared to the previous year - on top of a 42% growth in FY2019.

• Profit before taxes (PBT) was Rs.18 billion, which was 20% lower than Rs.22.4 billion earned in the previous year. This was largely on account of impairment charges taken on a set of product intangibles.

• Profit after taxes (PAT) was Rs.19.5 billion, versus Rs.18.8 billion in FY2019 - representing a growth of 4%.

• Diluted earnings per share (EPS) was Rs.117.40 in FY2020, versus Rs.113.09 in FY2019.

Let us now touch upon some of your company's businesses.

Revenue from Global Generics in FY2020 was Rs.138.1 billion, or an increase of 12% compared to FY2019. The growth was driven by impressive performances in Europe, Emerging Markets and India.

Revenue from North America Generics was Rs.64.7 billion, representing a growth of 8% over FY2019. Pricing pressures continued in this geography. However, we mitigated these by launching 27 new products.

Revenue from Europe increased by 49% to Rs.11.7 billion-thanks to expansion of the base business, new product launches and scaling up in new geographies such as Italy, Spain and France.

Revenue from Emerging Markets grew by 14% to Rs.32.8 billion. Each of our key markets - Russia, the CIS countries, Romania and the Rest of the World territories - witnessed significant revenue growth.

Revenue from India was Rs.28.9 billion, or a growth of 11% compared to FY2019.

This was due to an increase in both sales volume and price of our existing products, plus additional revenues from the launch of 21 new brands. We also entered the nutrition segment by launching our diabetes nutrition drink ‘Celevida'.

Revenue from Pharmaceutical Services and Active Ingredients increased by 7% to Rs.25.7 billion.

Revenue from Proprietary Products was Rs.7.9 billion. In FY2020, we sold our US and select territory rights for some products belonging to our neurology franchise.

Your company's path to excelling in the manufacture of complex generics and biosimilars depends on its successful filing for new drugs - be these formulations or active pharmaceutical ingredients (APIs).

In FY2020, your company filed eight new Abbreviated New Drug Applications (ANDAs) with the US Food and Drug Administration (USFDA).

As on 31 March 2020, your company had 99 generic filings pending approval from the USFDA, consisting of 97 ANDAs and two New Drug Applications (NDAs). We believe that 30 of these 97 ANDAs have ‘First to File' status. In APIs, we filed 98 Drug Master Files worldwide during FY2020, including 10 filings in the US.

Regarding the USFDA observations and warning letters issued relating to our API manufacturing facilities at Srikakulam, Andhra Pradesh and Miryalaguda, Telangana, as well as our oncology formulation manufacturing facility at Duvvada, Visakhapatnam, Andhra Pradesh, we are happy to inform you that these have been successfully resolved with satisfactory USFDA audit closures across all the three facilities.

That brings us to the greatest humanitarian and economic threat facing the globe today - that of the COVID-19 pandemic, which came out of Wuhan in China and spread rapidly across the world.

At the time of writing this letter*, some 6.2 million people have been infected by the virus, and over 370,000 have lost their lives across the world. The US is reeling with over 1.8 million cases; the number of cases has shot up exponentially in Brazil and Russia; and with over 180,000 cases, India now features among the ten worst affected nations.

Over and above the sheer humanitarian and health costs that the pandemic has imposed on countries, rich and poor alike, the economic costs are estimated to be phenomenal.

According to the International Monetary Fund's latest World Economic Outlook (April, 2020), global GDP growth is expected to crash by 5.9 percentage points - from 2.9% in CY2019 to -3% in CY2020. It could be worse. For India, growth is estimated to reduce by 5.5 percentage points: from 5% GDP growth in FY2019 to -0.5% in FY2020.

IN SUCH A TERRIBLE GLOBAL MILIEU, HOW DO WE EXPECT YOUR COMPANY TO PERFORM?

The national lockdown that was imposed in India from 25 March 2020, coupled with similar lockdowns in other countries, led to major disruptions in the supply chain and in logistics. These, plus restrictions on people movement, adversely impacted plant operations. Added to such constraints were restraints on face-to-face meetings with doctors, which is critical for domestic marketing. All these factors challenged the usual manner of doing business.

In large part, we rose to the occasion with timely and proactive initiatives supported by our strong digital infrastructure. Well before COVID-19, we had been working at rapidly

building various digital platforms not only across our businesses but also with our suppliers, buyers and doctors. Thanks to this digital backbone, we managed to continue most of our business operations despite the initial challenges. Going forward, we will be using our digital channels even more actively to enable working from home and to reach out to doctors, customers and vendors.

Various measures have been undertaken to ensure that our manufacturing operations continue unhampered. Moreover, across all our manufacturing and R&D facilities, offices and canteens, we have rigorously imposed social distancing, masks at work and frequent hand sanitizing.

In the initial period, we witnessed two opposite developments. On the one hand, there were incremental sales in certain markets, such as the US, Europe and Russia, thanks to panic buying of medicines. On the other, some of our sales were impacted and deferred in APIs, in the India business and in a few Emerging Markets.

Overall, however, there was no major impact of the pandemic on either in Q4 FY2020 or the full year FY2020.

Equally, there is no denying that we may face many COVID-19 related uncertainties in FY2021. Let us touch upon a few.

First, pharmaceutical players worldwide have been hugely dependent on China for their supply of intermediates and APIs. We believe this will change.

Global pharmaceutical majors will want to reduce their dependence on China; and there ought to be more backward integration as companies attempt to establish themselves as end-to-end manufacturers. Here, your company has an advantage, thanks to its significant in-house API facilities.

Second, we expect to see greater outlays in preventive healthcare and for public health emergencies. While that is good for all nations, and especially India where such spends are woefully inadequate, it is not certain how it will directly benefit pharmaceutical companies, other than hospital equipment suppliers.

Third, if the pandemic continues for another six to eight months as it is expected to, we should be prepared to see increasing delays in the treatment of other diseases. Hospitals and nursing homes all over the world have already begun to push back admission of non COVID-19 patients.

Delays in treating these patients could lead to worsening health conditions, as well as reduced demand for many pharmaceutical products.

Fourth, on the flip side, there can be an increased demand for over-the-counter (OTC) medicines. The COVID-19 outbreak has seen a significant upsurge in buying of OTC medicines, especially relating to immunity enhancement, vitamins, analgesics, and flu and anti-infective medication. This stockpiling is expected to continue in the short-term, and result in demand surges for OTC drugs.

Fifth, in the short-term we will see less face-to-face interaction between medical representatives and doctors.

Given its importance, one might witness some negative impact on pharmaceutical sales. Here, we are at an advantage given our strong digital platforms.

Sixth, other than the race for COVID-19 vaccines, one might see some de-prioritization on R&D.

Finally, the pandemic will seriously affect medical tourism via travel restrictions.

This, in turn, will reduce the consumption of pharmaceutical products across hospitals and selected pharma outlets.

Despite these significant uncertainties, we believe that successful execution of our strategy mentioned earlier - involving leadership in chosen spaces, operational excellence and continuous improvement, and patient-centric product innovation - will create the necessary levers to deal with this uncertain business environment.

Dr Reddy's Laboratories Ltd Company History

Dr Reddy's Laboratories Ltd (DRL) is an integrated global pharmaceutical company, committed to providing affordable and innovative medicines for healthier lives. Through its three businesses - Pharmaceutical Services &Active Ingredients, Global Generics and Proprietary Products - Dr. Reddy's offers a portfolio of products and services including Active Pharmaceutical Ingredients (APIs), custom pharmaceutical services, generics, biosimilars and differentiated formulations. The company's major therapeutic areas of focus are gastrointestinal, cardiovascular, diabetology, oncology, pain management and dermatology. Dr. Reddy's operates in markets across the globe. Its major markets include - USA, India, Russia & CIS countries, and Europe. Dr Reddy's Laboratories was incorporated in the year 1984 in Hyderabad. The company was established by Dr Anji Reddy with an initial capital outlay of Rs 25 lakh. The company made their beginning with the manufacture of Active Pharmaceutical Ingredients and Intermediates (API) and commenced operations with a single drug in a 60-tonne facility near Hyderabad, India. In the year 1986, the company shares were listed on the Bombay Stock Exchange. Also, they entered international market with exports of Methyldopa. In the year 1987, the company obtained first USFDA approval for Ibuprofen API. In the year 1988, they acquired Benzex Laboratories Pvt Ltd to expand their Bulk Actives business. In the year 1990, they exported Norfloxacin and Ciprofloxacin to Europe and Far East. In the year 1991, they commenced formulation exports to Russia. In the year 1993, the company established Dr. Reddy's Research Foundation and initiated drug discovery programme. In the year 1994, they finished dosages facility established to cater to highly regulated markets such as the US. In the year 1995, the company set up joint venture in Russia. In the year 1997, they filled first ANDA with the United States Food and Drug Administration for Ranitidine. In the year 1999, the company acquired American Remedies Ltd, a pharmaceutical company based in India. In the year 2000, Cheminor Drugs Ltd, a group company merged with the company and thus the company became India's third largest pharma company. In the year 2001, the company launched Fluoxetine capsules. They became the first Indian company to win 180-day exclusivity for a generic drug in the US. Also, they launched their first generic product, Ranitidine, in the US market. In the year 2002, the company made their first overseas acquisition of BMS Laboratories Limited and Meridian Healthcare in UK. In the year 2003, they launched Ibuprofen, first generic product to be marketed under the 'Dr. Reddy's' label in the US. In the year 2005, they acquired Roche's API Business at its manufacturing site in Mexico. In the year 2006, the company acquired Betapharm the fourth largest generics company in Germany for a total enterprise value of Rs 480 million. In the year 2007, the company launched Reditux - the world's first biosimilar MAb - for the treatment of Non Hodgkins Lymphoma. Also, they became India's leading and most profitable pharmaceutical company. During the year 2008-09, the company acquired DowPharma's small molecules business in UK under Chirotech Technology Ltd, BASF Corporation's manufacturing facility at Shreveport in Louisiana, USA under Dr. Reddy's Laboratories Louisiana LLC and Jet Generici SRL, a company engaged in the sale of generic finished dosages in Italy. In addition, Perlecan Pharma Pvt Ltd, Macred India Pvt Ltd and Dr. Reddy's Laboratories ILAC Ticaret also became subsidiary of the company. During the year 2009-10, Dr. Reddy's Pharma SEZ Ltd was incorporated as a wholly-owned subsidiary of the company for the purpose of formulation manufacturing at Special Economic Zone and Perlecan Pharma Pvt Ltd was amalgamated with the company. Further, the company acquired the balance stake of 30% in Dr. Reddy's (Australia) Pty Ltd. The company filed 12 Abbreviated New Drug Applications (ANDAs) in US including six Para IV filing during the year. During the year 2010-11, the company acquired GlaxoSmithKline's (GSK) oral penicillin manufacturing facility located in Tennessee, USA. This allows the company to enter theUS penicillin-containing antibacterial market segment through brands such as Augmentin and Amoxil, and serve the needs of customers through manufacturing and other capabilities that did not previously exist within the company. Also, they increased the stake in the South African joint venture company to 100% after acquiring the 40% stake of the partner. During the year, the company launched Cresp in India, the first biosimilar darbepoetin alfa in the world. In March 2011, they launched Peg-grafeelTM in India in the form of an affordable pegfilgrastim, which is used to stimulate the bone marrow to produce more neutrophils to fight infection in patients undergoing chemotherapy. Peg-grafeelTM During the year, Idea2Enterprises (India) Pvt Ltd, Dr. Reddy's Laboratories Romania SRL, I-Ven Pharma Capital Ltd, Dr. Reddy's Laboratories Tennessee LLC and Dr. Reddy's Venezuela C.A. became wholly-owned subsidiaries of the company. Further, Dr. Reddy's Laboratories (Proprietary) Ltd also became wholly-owned subsidiary by virtue of purchase of its balance 40% stake by the company. Also, Macred India Pvt Ltd ceased to be a subsidiary of the company.On 27 July 2012, Dr. Reddy's Laboratories announced that the United States Food and Drug Administration (USFDA) had lifted import alert on its chemical manufacturing facility at Cuernavaca, Mexico after inspection of the unit in March 2012. Earlier, Dr. Reddy's Mexico facility was inspected by USFDA in November 2010 and based on observations by the USFDA, a warning letter was issued to the company on 14 June 2011.On 8 October 2012, the Custom Pharmaceutical Services (CPS) business of Dr. Reddy's Laboratories Ltd. announced expansion in the areas of activated mPEG manufacturing and in the development and manufacture of NCE (New Chemical Entities) APIs for use in pre-clinical through to commercial development at its manufacturing facility in Mirfield, UK.On 14 December 2012, Dr. Reddy's Laboratories announced that it had launched the recommended public offer to acquire all the issued and outstanding shares of OctoPlus N.V., a service based specialty pharmaceutical company, at an offer price of EUR 0.52 (cum dividend) per share. Shareholders (including certain members of the Boards) holding in aggregate 63.5% of the issued and outstanding ordinary shares of OctoPlus entered into irrevocable undertakings to tender their shares under the offer. On 28 February 2013, Dr. Reddy's Laboratories announced that it had raised its stake in OctoPlus N.V, to 98.6% following a public offer for all the issued and outstanding ordinary shares in the capital of OctoPlus. OctoPlus is a leading European provider of advanced drug formulation and clinical scale manufacturing services to the pharmaceutical and biotechnology industries, with a focus on difficult-to formulate active pharmaceutical ingredients.On 19 December 2014, Dr. Reddy's Laboratories announced that it had completed the acquisition of Habitrol brand (an over-the-counter nicotine replacement therapy transdermal patch) from Novartis Consumer Health Inc. following issuance of the proposed consent order from the US Federal Trade Commission (FTC) on 26 November 2014. The company had earlier entered into an asset purchase agreement with Novartis Consumer Health Inc. to acquire the title and rights of Habitrol brand and to market the product in the US market.On 22 March 2015, Dr. Reddy's Laboratories (NYSE: RDY) announced that it had settled its claims against Nordion Inc. (formerly MDS Inc.), headquartered in Ottawa, Canada, in a case pending in the United States District Court for the District of New Jersey, for a cash payment of USD 22.5 Million by Nordion to Dr. Reddy's. The case was brought by Dr. Reddy's in April 2009 seeking damages sustained by the company caused by a claimed breach by Nordion of its Laboratory Services Agreement with Dr. Reddy's. Nordion, as a contract research organization, provided laboratory services to Dr. Reddy's, including bio-equivalency studies, to support Dr. Reddy's regulatory applications for approval of generic drugs, including Abbreviated New Drug Applications (ANDAs) filed with the United States Food and Drug Administration (the USFDA) for approval to market generic drugs in the United States. The case arose after the USFDA cited MDS with violations of good laboratory practices which caused the USFDA not to accept, without further substantiation, MDS's laboratory reports performed during the period 2000-2004. On 23 March 2015, Dr Reddy's Laboratories announced that it has entered into an agreement with Hetero, under which Dr. Reddy's has been licensed to distribute and market Sofosbuvir 400 mg tablets , indicated in the treatment of Chronic Hepatitis C, under the brand name Resof, in India. On 1 April 2015, Dr. Reddy's Laboratories announced that it has entered into a definitive agreement to acquire a select portfolio of the established products business of UCB, a global biopharmaceutical company, in the territories of India, Nepal, Sri Lanka and Maldives. The revenue of the acquired business stood at approximately Rs 150 crore for calendar year 2014.On 29 May 2015, Dr Reddy's Laboratories Limited and AstraZeneca Pharma India Limited entered into a distribution agreement for saxagliptin and its fixed dose combination with metformin, in Type 2 DiabetesOn 6 August 2015, Dr. Reddy's Laboratories Ltd. announced that it has entered into a strategic collaboration with Amgen, one of the world's leading independent biotechnology companies, to market and distribute three Amgen medicines in India in the areas of oncology and cardiology. On 16 September 2016, Dr. Reddy's announced that it had expanded its strategic collaboration with Amgen to market and distribute three of Amgen's medicines in India in the therapy areas of oncology and osteoporosis. On 9 September 2015, PanTheryx Inc., a global medical nutrition company based in Boulder, Colorado, and Dr. Reddy's Laboratories Ltd. announced a multi-country supply and licensing agreement whereby Dr. Reddy's Lab got the exclusive right to market and distribute PanTheryx's breakthrough nutritional intervention, DiaResQ, for infectious diarrhea in India and Nepal and in process for Russia, Myanmar, Vietnam, Ukraine, Sri Lanka, Kazakhstan, Belarus, Jamaica, and select LATAM markets. Dr. Reddy's will market the product in India and Nepal under the Reliqua brand. On 14 September 2015, Dr. Reddy's Laboratories announced the signing of a commercialization deal with Hatchtech, an Australian pharmaceutical company developing an innovative prescription head lice product, Xeglyze Lotion. The exclusive rights for this product are applicable for the territories of the United States, Canada, India, Russia and the CIS, Australia, New Zealand and Venezuela. On 4 November 2015, Dr. Reddy's Laboratories entered into a strategic alliance with Biocodex, a multinational pharmaceutical company, to market and distribute Biocodex products in the Romanian market. On 5 November 2015, the US Food and Drug Administration (USFDA) issued a warning letter to Dr. Reddy's Laboratories relating to its API manufacturing facilities at Srikakulam, Andhra Pradesh and Miryalaguda, Telangana, as well as Oncology Formulation manufacturing facility at Duvvada, Visakhapatnam, Andhra Pradesh. This action follows the earlier inspections of these sites by the agency in November 2014, January 2015 and February 2015 respectively. On 18 November 2015, Dr. Reddy's Laboratories announced that it had completed the purchase of worldwide exclusive intellectual property rights for Fondaparinux sodium, its generic anti-coagulant drug from its Australian partner, Alchemia Limited. Earlier, the company had signed a term sheet for this transaction in September 2015. Fondaparinux is a generic version of the anticoagulant drug Arixtra. On 11 March 2016, Dr. Reddy's Laboratories Ltd. and TR-Pharm announced a strategic collaboration agreement for the manufacture and commercialization of a portfolio of Dr. Reddy's Laboratories' biosimilar drugs in Turkey. On 28 March 2016, Dr. Reddy's Laboratories and XenoPort, Inc. announced that they have entered into a license agreement pursuant to which Dr. Reddy's Laboratories will be granted exclusive US rights for the development and commercialization of XenoPort's clinical stage oral new chemical entity, XP23829. Dr. Reddy's Laboratories plans to develop XP23829 as a potential treatment for moderate-to-severe chronic plaque psoriasis and may potentially develop XP23829 for relapsing forms of multiple sclerosis (MS). On 31 March 2016, Dr. Reddy's Laboratories announced that it has entered into a licensing agreement with Eisai Co., Ltd, Japan by which Dr. Reddy's will be granted exclusive worldwide development and commercialization rights (excluding Japan and Asia) for Eisai's investigational anticancer agent E7777. Eisai will be responsible for the development and marketing of E7777 in Japan and Asia, while Dr. Reddy's holds the option for rights to develop and market the agent in India. On 25 May 2016, Dr. Reddy's Laboratories announced the acquisition of an eminent portfolio of over-the-counter (OTC) brands in the US in the cough-and-cold, pain, and dermatology categories from Ducere Pharma. On 3 August 2016, Dr. Reddy's Laboratories announced that it successfully completed the previously announced acquisition of a portfolio of complex generic products in the US from Teva Pharmaceutical Industries Ltd. and an affiliate of Allergan plc. On 11 June 2016, Dr. Reddy's Laboratories entered into a definitive agreement with Teva Pharmaceutical Industries Ltd. and an affiliate of Allergan plc to acquire a portfolio of eight Abbreviated New Drug Applications (ANDAs) in the US for $350 million in cash. On 7 October 2016, Dr. Reddy's Laboratories announced its entry into Colombia with its portfolio of high quality and affordable medicines for Cancer patients. On 26 October 2016, Dr. Reddy's Laboratories announced that it had entered into a strategic collaboration with Gland Pharma, a globally recognized developer and manufacturer of sterile dosage forms, to market and distribute a diverse portfolio of eight injectable Abbreviated New Drug Applications (ANDAs) in the United States. On 8 February 2017, Dr. Reddy's Laboratories Ltd announced the expansion of its commercial operations in Europe with the introduction of its portfolio of generics in France. On 3 March 2017, Dr. Reddy's Laboratories announced that it had completed the acquisition of 100% stake in Imperial Credit Private Limited, a Non-Banking Finance Company (NBFC), based out of Kolkata, for a consideration of Rs 2.05 crore. The company proposes to undertake the group's captive financial activities through this entity. On 27 March 2017, Dr. Reddy's Laboratories and Integra LifeSciences Holdings Corporation, a leading global medical technology company, announced that they have entered into an exclusive distribution agreement. Under the agreement, Dr. Reddy's will market and distribute DuraGen Plus and Suturable DuraGen Dural Regeneration Matrices for use in patients in India. The DuraGen product line offers Duraplasty Solutions meant for the repair of the dura mater. Dura mater is a thick membrane that surrounds the brain and spinal cord, and contains the cerebrospinal fluid (CSF). DuraGen Plus Dural Regeneration Matrix is indicated as a dural substitute for the repair of dura mater. On 27 July 2017, Dr Reddy's Laboratories Ltd. and CHD Bioscience Inc., a privately-held biopharmaceutical company, announced a global licensing agreement for the clinical development and commercialization of Dr. Reddy's phase III clinical trial candidate, DFA-02. It is intended to be used for the prevention of surgical site infections, following non-emergency, elective colorectal surgery. Under the terms of the agreement, Dr. Reddy's would receive equity in CHD valued at $30 million upon an IPO of CHD or a minimum of $30 million in cash within 18 months of execution of the agreement. Dr. Reddy's will also receive additional milestone payments of $40 million upon USFDA approval. In addition, CHD will pay Dr. Reddy's double-digit royalties on sales and commercial milestones. On 22 August 2017, Dr. Reddy's Laboratories Ltd. through its wholly owned subsidiary Promius Pharma, LLC, announced that it has out-licensed the future development, manufacturing, and commercialization rights of DFD-06, a topical high potency steroid, to Encore Dermatology Inc. The drug is intended to be used for treatment of moderate to severe plaque psoriasis. Under the terms of the agreement, Encore will be responsible for the commercialization of DFD-06 in the United States. Promius Pharma is eligible to receive certain pre- and post- commercialization milestone payments of up to USD $32.5 million, followed by fixed royalty payments on net sales. On 19 December 2017, Dr. Reddy's Laboratories Ltd. announced that its US subsidiary had reached a settlement with the US Government in a case involving packaging for five blister-packed prescription products. In a joint filing by the parties, Dr. Reddy's and the US Department of Justice agreed to the settlement of the action without any adjudication of any issue of fact or law.

Dr Reddy's Laboratories Ltd Directors Reports

Dear Member,

Your directors are pleased to present the 36th annual report for the year ended 31 March 2020.

FINANCIAL HIGHLIGHTS

Table 1 gives the consolidated and standalone financial highlights of the company based on Indian Accounting Standards (Ind AS) for FY2020 (i.e. from 1 April 2019 to 31 March 2020) compared to the previous financial year.

COMPANY AFFAIRS*

The company's consolidated total income for the year was Rs.181.38 billion, which was up by 15% over the previous year. In US$ terms, this amounted to US$ 2.41 billion. Profit before taxes (PBT) was Rs.18.86 billion, representing a decline of 19% over the previous year. In US$ terms, this translated to US$ 250 million.

The company's standalone total income for the year was Rs.125.94 billion, which was up by 16% over the previous year. In US$, this amounted to US$ 1.67 billion. PBT was Rs.27.76 billion, which was up by 63% over the previous year. In US$ terms, this translated to US$ 368 million.

Revenues from Global Generics were up by 12% and stood at Rs.138.1 billion. There was growth across North America Generics, Emerging Markets and India, with a strong growth in Europe.

Revenues from North America stood at Rs.64.7 billion, registering a year-on-year growth of 8%. This was largely on account of revenue contribution from new products launched, increase in volumes for some of our base products, and favourable foreign exchange movement, partly offset by high price erosions in some of our products.

During the year, the company filed eight abbreviated new drug applications (ANDAs) in the USA. As of 31 March 2020, there were 99 generic filings awaiting approval with the US Food and Drug Administration (USFDA), comprising 97 ANDAs and two NDAs filed under Section 505(b)(2). Of the 97 ANDAs, 54 are Para IV applications, and we believe 30 of these have ‘First to File' status.

Revenues from Emerging Markets were Rs.32.8 billion, registering a year-on-year growth of 14%. Revenues from India stood at Rs.28.9 billion, registering a year-on-year growth of 11%. Revenues from Europe were Rs.11.7 billion, registering a year-on-year growth of 49%.

Revenues from PSAI stood at Rs.25.7 billion, registering a year-on-year growth of 7%. During the year, the company filed 10 drug master files (DMFs) in the US.

SCHEME OF AMALGAMATION

During the year, the board of directors approved the scheme of amalgamation of Dr. Reddy's Holdings Limited with the company ("the scheme") subject to the receipt of necessary approvals from statutory authorities, members, creditors and Hon'ble National Company Law Tribunal (NCLT), Hyderabad. The company has received no-observation letters on 11 October 2019, from the BSE Limited and National Stock Exchange of India Limited on the basis of no comments received from Securities and Exchange Board of India (SEBI). The members and unsecured creditors of the company at the Hon'ble NCLT convened meetings held on 2 January 2020, approved the said scheme with requisite majority. The petition for approval of the said scheme has been filed with the Hon'ble NCLT, Hyderabad Bench on 9 January 2020. The final hearing on the petition is pending.

DIVIDEND

Your directors are pleased to recommend a dividend of Rs.25 (500%) for FY2020, on every equity share of Rs.5/-. The recommended dividend is in line with the dividend distribution policy of the company. The dividend, if approved at the 36th annual general meeting (AGM), will be paid to those members whose names appear on the register of members of the company as of end of the day on 14 July 2020.

The conversion rate is considered as US$ 1 = 7539

Note: FY2020 represents fiscal year 2019-20, from 1 April 2019 to 31 March 2020, and analogously for FY2019 and other such labelled years.

In terms of Regulation 43A of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (Listing Regulations), the company's dividend distribution policy is attached as Annexure I to the board's report.

TRANSFER TO RESERVES

The company has not proposed to transfer any amount to the general reserve.

SHARE CAPITAL

The paid-up share capital of your company increased by Rs.0.53 million to Rs.830.86 million in FY2020 due to allotment of 106,134 equity shares, on exercise of stock options by eligible employees through the ‘Dr. Reddy's Employees Stock Option Scheme, 2002' and ‘Dr. Reddy's Employees ADR Stock Option Scheme, 2007'.

FIXED DEPOSITS

The company has not accepted any deposits covered under Chapter V of the Companies Act, 2013. Accordingly, there is no disclosure or reporting required in respect of details relating to deposits.

CHANGE IN THE NATURE OF BUSINESS, IF ANY

During the year, there was no change in the nature of business of the company or any of its subsidiaries.

MATERIAL CHANGES AND COMMITMENTS AFFECTING THE FINANCIAL POSITION OF THE COMPANY

There have been no such changes.

SUBSIDIARIES AND ASSOCIATES

The company had 50 subsidiaries and two joint venture companies as on 31 March 2020. During FY2020, Aurigene Pharmaceutical Services Limited was incorporated as a step-down subsidiary company. Dr. Reddy's Singapore Pte. Limited and Reddy Antilles N.V. were closed and ceased to be wholly-owned subsidiaries. Dr. Reddy's Laboratories International SA ceased to be a step-down subsidiary of the company consequent to its merger with Dr. Reddy's Laboratories SA.

Section 129(3) of the Companies Act, 2013 states that where the company has one or more subsidiaries or associate companies, it shall, in addition to its financial statements, prepare a consolidated financial statement of the company and of all subsidiaries in the same form and manner as that of its own and also attach along with its financial statement, a separate statement containing the salient features of the financial statements of its subsidiaries and associates.

Hence, the consolidated financial statements of the company and all its subsidiaries and joint ventures, prepared in accordance with Ind AS 110 and 111 as specified in the Companies (Indian Accounting Standards) Rules, 2015, form part of the annual report. Moreover, a statement containing the salient features of the financial statements of the company's subsidiaries and joint ventures in the prescribed Form AOC-1, is attached as Annexure II to the board's report.

This statement also provides details of the performance and financial position of each subsidiary and joint venture.

In accordance with Section 136 of the Companies Act, 2013, the audited financial statements and related information of the company and its subsidiaries, wherever applicable, are available on the company's website: www.drreddys.com.

These are also available for inspection during regular business hours at our registered office in Hyderabad, India.

PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS

The company makes investments or extends loans/guarantees to its wholly-owned subsidiaries for their business purposes. Details of loans, guarantees and investments covered under Section 186 of the Companies Act, 2013, along with the purpose for which such loan or guarantee was proposed to be utilized by the recipient, form part of the notes to the financial statements provided in this annual report.

CORPORATE GOVERNANCE AND ADDITIONAL SHAREHOLDERS' INFORMATION

A detailed report on the corporate governance systems and practices of the company is given in a separate chapter of this annual report. Similarly, other information for shareholders is provided in the chapter on Additional Shareholders' Information. A certificate from the statutory auditors of the company confirming compliance with the conditions of corporate governance is attached to the chapter on Corporate Governance.

MANAGEMENT DISCUSSION AND ANALYSIS

A detailed report on the Management Discussion and Analysis in terms of Regulation 34 of SEBI's Listing Regulations is provided as a separate chapter in the annual report.

BOARD OF DIRECTORS AND KEY MANAGERIAL PERSONNEL

During FY2020, the members of the company approved reappointment of Mr. Sridar Iyengar (DIN: 00278512) and Ms. Kalpana Morparia (DIN: 00046081), independent directors, effective 31 July 2019 for a second term of four and five years respectively, under Section 149 of the Companies Act, 2013. Mr. Anupam Puri and Dr. Omkar Goswami ceased to be independent directors of the company with effect from 26 July 2019 and 30 July 2019 respectively on completion of their terms.

Mr. Prasad R Menon, independent director aged 74 years, was appointed as a non-executive independent director for a term of five years with effect from 30 October 2017. As per Regulation 17(1A) of the Listing Regulations, effective 1 April 2019, the company shall appoint a person or continue the directorship of any person as a non-executive director who has attained seventy five years of age only on approval of its members by way of a special resolution. Mr. Menon will be attaining the age of seventy five years during his present term of five years ending on 29 October 2022. The board recommends continuation of directorship of Mr. Menon as an independent director pursuant to Regulation 17(1A) of the Listing Regulations.

The board of directors appointed Mr. Erez Israeli as chief executive officer of the company and accordingly re-designated Mr. G V Prasad, as co-chairman and managing director of the company with effect from 1 August 2019.

Further, the term of appointment of Mr. G V Prasad ends on 29 January 2021. The board of directors at its meeting held on 20 May 2020, have reappointed Mr. G V Prasad as whole-time director designated as co-chairman and managing director of the company (or such other designation as the board may deem fit), for a further period of five years with effect from 30 January 2021 (including terms and conditions of the appointment), subject to approval of the members at the forthcoming 36th AGM scheduled on 30 July 2020.

Mr. K Satish Reddy, retires by rotation at the forthcoming 36th AGM and being eligible, seeks reappointment.

In accordance with Section 149(7) of the Companies Act, 2013, each independent director has confirmed to the company that he or she meets the criteria of independence laid down in Section 149(6) of the Companies Act, 2013, is in compliance with Rule 6(3) of the Companies (Appointment and Qualifications of Directors) Rules, 2014 and Regulation 16(1)(b) of the Listing Regulations.

Further, they have affirmed compliance to the code of conduct for independent directors as prescribed in Schedule IV of the Companies Act, 2013.

Brief profiles of Mr. Prasad R Menon,

Mr. G V Prasad and Mr. K Satish Reddy, are given in the chapter on Corporate Governance and the Notice convening the 36th AGM for reference of the members.

There has been no other change in any other key managerial personnel during the year under review.

BOARD EVALUATION

As per provisions of the Companies Act, 2013 and Regulation 17(10) of the Listing Regulations, an evaluation of the performance of the board, its committees and members was undertaken. For details, please see the chapter on Corporate Governance in this annual report.

APPOINTMENT OF DIRECTORS AND REMUNERATION POLICY

The assessment and appointment of members to the board is based on a combination of criterion that includes ethics, personal and professional stature, domain expertise, gender diversity and specific qualifications required for the position.

A potential board member is also assessed on the basis of independence criteria defined in Section 149(6) of the Companies Act, 2013 and Regulation 16(1)(b) of the Listing Regulations.

In accordance with Section 178(3) of the Companies Act, 2013, Regulation 19(4) of the Listing Regulations and on recommendation of the company's nomination, governance and compensation committee, the board adopted a remuneration policy for directors, KMP, senior management and other employees. The policy is attached in the Chapter on Corporate Governance.

NUMBER OF BOARD MEETINGS

The board of directors met five times during the year. In addition, an annual board retreat was held to discuss strategic matters. Details of board meetings and the board retreat are given in the chapter on Corporate Governance.

AUDIT COMMITTEE

The audit committee of the board of directors consists entirely of independent directors. Presently, the committee comprises Mr. Sridar Iyengar (chairman),

Mr. Leo Puri, Mr. Bharat N Doshi and Ms. Shikha Sharma. Further details can be seen in the chapter on Corporate Governance. The board has accepted all recommendations made by the audit committee during the year.

BUSINESS RISK MANAGEMENT

The company has a risk management committee of the board, consisting entirely of independent directors, and chaired by Ms. Shikha Sharma. Details of the committee and its terms of reference are set out in the chapter on Corporate Governance.

The audit and risk management committees review key risk elements of the company's business, finance, operations and compliance, and respective mitigation strategies. The risk management committee reviews key strategic, business, compliance and operational risks, while issues around ethics and fraud, internal control over financial reporting (ICOFR), as well as process risks and their mitigation are reviewed by the audit committee.

The company's finance, investment and risk management council (FIRM council) and Compliance Council are management level committees which operate under a charter and focus on risks associated with the company's business and compliance. The FIRM council and the Compliance council periodically review matters pertaining to risk management, compliance and ethics respectively. Additionally, the enterprise wide risk management (ERM) function helps management and the board to periodically prioritize, review and measure business risks against a pre-determined risk appetite, and their suitable response, depending on whether such risks are internal, strategic or external.

During FY2020, focus areas of risk management committee included review and benchmarking of the ERM framework, progress on cyber security, data privacy, quality and regulatory, compliance, climate change risks and other operating risk exposures.

ADEQUACY OF INTERNAL FINANCIAL CONTROL SYSTEMS

The company has in place adequate internal financial controls with reference to its financial statements. These controls ensure the accuracy and completeness of the accounting records and the preparation of reliable financial statements.

DIRECTORS' RESPONSIBILITY STATEMENT

In terms of Section 134(5) of the Companies Act, 2013, your directors state that:

1. applicable accounting standards have been followed in the preparation of the annual accounts;

2. accounting policies have been selected and applied consistently. Judgments and estimates made are reasonable and prudent, so as to give a true and fair view of the state of affairs of the company at the end of the FY2020 and of the profit of the company for that period;

3. proper and sufficient care has been taken to maintain 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;

4. annual accounts have been prepared on a going concern basis;

5. adequate internal financial controls for the company to follow have been laid down and these are operating effectively; and

6. proper and adequate systems have been devised to ensure compliance with the provisions of all applicable laws and these systems are operating effectively.

RELATED PARTY TRANSACTIONS

In accordance with Section 134(3)(h) of the Companies Act, 2013 and Rule 8(2) of the Companies (Accounts) Rules, 2014, the particulars of the contracts or arrangements entered into by the company with related parties referred to in Section 188(1) of the Companies Act, 2013 in Form AOC-2 is attached as Annexure III to the board's report. All contracts and arrangements

with related parties were in the interest of the company. Details of related party disclosures form part of the notes to the financial statements provided in the annual report.

VIGIL MECHANISM/WHISTLE- BLOWER/OMBUDSPERSON POLICY

The company has an ombudsperson policy (whistle-blower/vigil mechanism) to report concerns. The vigil mechanism consists of a hotline comprising, a dedicated e-mail ID and a phone number. The ombudsperson policy also safeguards against retaliation of those who use this mechanism.

The audit committee chairperson is the chief ombudsperson. The policy also provides for raising concerns directly to the chief ombudsperson. Details of the policy are available on the company's website: www.drreddys.com/investors/ governance/ombudsperson-policy

STATUTORY AUDITORS

M/s. S.R. Batliboi & Associates LLP, chartered accountants (firm registration no. 101049W/E300004) were appointed as statutory auditors of the company at the 32nd AGM held on 27 July 2016, for a period of five years commencing from the conclusion of 32nd AGM till the conclusion of the 37th AGM, subject to ratification by members every year, as may be applicable. However, the Ministry of Corporate Affairs (MCA) vide its notification dated 7 May 2018 has omitted the requirement under the first proviso to Section 139 of the Companies Act, 2013 and Rule 3(7) of the Companies (Audit and Auditors) Rules, 2014, regarding ratification of appointment of statutory auditors by members at every subsequent AGM.

Consequently, M/s. S.R. Batliboi &

Associates LLP, chartered accountants, continue to be the statutory auditors of the company till the conclusion of 37th AGM, as approved by members at 32nd AGM held on 27 July 2016.

SECRETARIAL AUDITOR

Pursuant to Section 204 of the Companies Act, 2013 and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, Dr. K R Chandratre, practicing company secretary (membership no. FCS 1370 and certificate of practice no. 5144) was appointed to conduct the secretarial audit of the company for FY2020. The secretarial audit report for FY2020 is attached as Annexure IV to the boards reports.

Based on the consent received from Mr. Makarand Joshi, partner of M/s Makarand M Joshi & Co (MMJC), practising company secretaries, Mumbai, India (membership no. FCS 5533 and certificate of practice no. 3662) and on the recommendation of the audit committee, the board has approved appointment of Mr. Makarand Joshi as the secretarial auditor of the company for FY2021.

COST AUDITORS

Pursuant to Section 148(1) of the Companies Act, 2013 read with the relevant Rules made thereunder, the company maintains the cost records in respect of its 'pharmaceuticals' business.

On the recommendation of the audit committee, the board has appointed M/s. Sagar & Associates, cost accountants (firm registration no. 000118) as cost auditors of the company for the FY2021 at a remuneration of Rs.7 lakh plus reimbursement of out-of-pocket expenses at actuals and applicable taxes. The provisions also require that the remuneration of the cost auditors be ratified by the members.

As a matter of record, relevant cost audit reports for FY2019 were filed with the Central Government on 26 August 2019, within the stipulated timeline. The cost audit report for FY2020 will also be filed within the timeline.

SECRETARIAL STANDARDS

In terms of Section 118(10) of the Companies Act, 2013, the company complies with Secretarial Standards-1 and 2, relating to the ‘Meetings of the Board of Directors' and ‘General Meetings' respectively as specified by the Institute of Company Secretaries of India and approved by the Central Government. The company has also voluntarily adopted the recommendatory Secretarial Standard-3 on ‘Dividend' and Secretarial Standard-4 on ‘Report of the Board of Directors' issued by the Institute of Company Secretaries of India.

BOARD'S RESPONSE ON AUDITORS' QUALIFICATIONS, RESERVATIONS OR ADVERSE REMARKS OR DISCLAIMERS MADE

There are no qualifications, reservations or adverse remarks made by the statutory auditors in their report, or by the practicing company secretary in the secretarial audit report. During the year, there were no instances of frauds reported by auditors under Section 143(12) of the Companies Act, 2013.

SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE COURTS/ REGULATORS/TRIBUNALS

On August 25, 2017, a securities class action lawsuit was filed against the company, its then chief executive officer (CEO) and its chief financial officer (CFO) in the United States District Court for the District of New Jersey. The company's co-chairman, its chief operating officer (COO) of that time (since retired), and Dr. Reddy's Laboratories, Inc., were subsequently named as defendants in the case. The operative complaint alleges that the company made false or misleading statements or omissions in its public filings, in violation of the US federal securities laws; that the company's share price dropped and its investors were affected.

On March 21, 2019, the District Court issued its decision (dated March 20, 2019) granting in part and denying in part the motion to dismiss. Pursuant to that decision, the Court dismissed the plaintiff's claims on 17 out of the 22 alleged misstatements/omissions.

On May 15, 2020,

Dr. Reddy's Laboratories Limited,

Dr. Reddy's Laboratories, Inc., and certain of the company's current or former directors and officers (collectively, the "Defendants"), have entered into a Stipulation and Agreement of Settlement (the "Stipulation") with Lead Plaintiff i.e. the Public Employees' Retirement System of Mississippi in the putative securities class action filed against the Defendants in the United States District Court for the District of New Jersey. As consideration for the settlement of the class action, the company has agreed to pay US$

9 million. The settlement is subject to the approval of the court and may be terminated prior to court's approval pursuant to the grounds for termination set forth in the Stipulation. Subject to the terms of the Stipulation, in exchange for the settlement consideration, Lead Plaintiff and members of the settlement class who do not opt-out of this settlement would release, among other things, the claims that were asserted, or that they could have asserted, in this class action. In entering into the settlement, the Defendants do not

admit, and explicitly deny, any liability or wrongdoing of any kind. Subject to the terms of the Stipulation, the settlement resolves the remainder of the litigation.

As the company is adequately insured with respect to the aforesaid liability, the settlement did not have any impact on the company's consolidated income statement for the year ended March 31,2020.

INFORMATION REQUIRED UNDER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013

The company has an apex complaints committee and an internal complaints committee which operate under a defined redressal system for complaints pertaining to sexual harassment of women at the workplace. Details are available in the principle 3 of the Business Responsibility Report forming a part of this annual report.

CORPORATE SOCIAL RESPONSIBILITY (CSR) INITIATIVES

As per Section 135 of the Companies Act, 2013, the company has a board-level CSR committee consisting of Mr. Bharat N Doshi (chairman), Mr. G V Prasad and Mr. K Satish Reddy. The company's CSR policy provides a constructive framework to review and organize our social outreach programs in health, livelihood and education.

During the year, the committee monitored implementation and adherence to the CSR policy. Details of the CSR policy and initiatives taken by the company during the year are available on the company's website: www.drreddys.com. The report on CSR activities is attached as Annexure V to the board's report.

BUSINESS RESPONSIBILITY REPORT

A detailed Business Responsibility Report as required under Regulation 34 of the Listing Regulations, is given as a separate Section in this annual report.

TRANSFER OF UNPAID AND UNCLAIMED AMOUNTS TO INVESTOR EDUCATION AND PROTECTION FUND (IEPF)

Pursuant to the provisions of the Companies Act, 2013, read with IEPF Authority (Accounting, Audit, Transfer and Refund) Rules, 2016, as amended, declared dividends and interest on debentures which remained unpaid or unclaimed for a period of seven years have been transferred by the company to the IEPF, which has been established by the Central Government.

The above-referred rules also mandate transfer of shares on which dividend are lying unpaid and unclaimed for a period of seven consecutive years to IEPF.

The company has issued individual notices to the members whose equity shares are liable to be transferred to IEPF, advising them to claim their dividend on or before 18 August 2020. Details of transfer of unpaid and unclaimed amounts to IEPF are given in the chapter on Additional Shareholders Information.

EMPLOYEES STOCK OPTION SCHEMES

During the year, there has been no material change in the ‘Dr. Reddy's Employees Stock Option Scheme, 2002', the ‘Dr. Reddy's Employees ADR Stock Option Scheme, 2007'and Dr. Reddy's Employees Stock Option Scheme, 2018' (collectively referred as ‘the schemes').

The schemes are in compliance with the SEBI (Share Based Employee Benefits) Regulations, 2014.

Details are available on the company's website: https://www.drreddys.com/ media/879298/esop-stock-incentive-note. pdf. The details also form part of note 2.24 of the notes to accounts of the standalone financial statements.

PARTICULARS OF EMPLOYEES

Disclosures pertaining to remuneration and other details as required under Section 197(12) of the Companies Act, 2013, read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 are attached as Annexure VI to the board's report

In terms of Section 197(12) of the Companies Act, 2013, read with Rule 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, a statement showing the names and other particulars of the employees drawing remuneration in excess of limits set out in said rules forms part of the annual report.

Considering the first proviso to Section 136(1) of the Companies Act, 2013, the annual report, excluding the aforesaid information, is being sent to the members of the company and others entitled thereto. The said information is available for inspection at the registered office of the company during business hours on working days up to the date of the forthcoming 36th AGM by members through electronic mode. Any members interested in obtaining a copy thereof may write to the company secretary in this regard.

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

The particulars as prescribed under Section 134(3)(m) of the Companies Act, 2013, read with Rule 8(3) of the Companies (Accounts) Rules, 2014 are attached as Annexure VII to the board's report.

ANNUAL RETURN

Details forming part of the extract of the annual return in form MGT-9 are attached as Annexure VIII to the board's report.

ACKNOWLEDGMENT

Your directors place on record their sincere appreciation for the significant contribution made by its employees through their dedication, hard work and commitment, as also for the trust reposed in the company by the medical fraternity and patients. The board of directors also acknowledge the support extended by the analysts, bankers, government agencies, media, customers, suppliers, members and investors at large.

It looks forward to your continued support in the company's endeavour to accelerate access to innovative and affordable medicines because Good Health Can't Wait.

For and on behalf of the board of directors

K Satish Reddy

Chairman

Place : Hyderabad

Date : 20 May 2020.

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Dr Reddy's Laboratories Ltd Finished Product