The Directors have pleasure in presenting the 5^th Annual Report on the business and operations of Piramal Pharma Limited ('the Company' or 'PPL') and the Audited Financial Statements for the financial year ended March 31, 2025.

FINANCIAL RESULTS

DIVIDEND

The Board has recommended a final dividend of ? 0.14 per equity share of the face value of ? 10 each for the financial year ended March 31, 2025.

The dividend recommended is in accordance with the Company's Dividend Distribution Policy.

DIVIDEND DISTRIBUTION POLICY

As per Regulation 43A of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ('SEBI Listing Regulations'), the Company has adopted a Dividend Distribution Policy which is available on the website of the Company and can be accessed under the 'Policies, Code & Compliances' tab at B https://www.piramalpharma. com/corporate-governance

SHARE CAPITAL

The share capital of the Company was increased pursuant to allotment of equity shares to Piramal Pharma Limited Employees Welfare Trust ('ESOP Trust'), under the Piramal Pharma Limited - Employee Stock Option and Incentive Plan - 2022 (the 'ESOP Scheme'). During the year under review:

• The Company issued and allotted 28,00,000 fully paid-up equity shares of the face value of ? 10 each, for cash, at

par, to the ESOP Trust, in accordance with the terms of the ESOP Scheme.

• Consequent to the allotment of shares the issued, subscribed and paid-up equity share capital of the Company stands increased from ? 1,322,94,81,300 to ? 1,325,74,81,300 comprising 132,57,48,130 equity shares of the face value of ? 10 each fully paid up as on March 31, 2025.

CHANGES IN SUBSIDIARIES, JOINT VENTURES AND ASSOCIATE COMPANIES

Changes in subsidiaries, joint ventures and/or associate companies during FY2025 are listed in Annexure A to this Annual Report.

FINANCIAL DETAILS OF SUBSIDIARIES, JOINT VENTURES AND ASSOCIATE COMPANIES

A report on the performance and financial position of each subsidiary and associate is outlined in Form AOC-1, which is attached to the financial statements pursuant to the first proviso to Section 129(3) of the Companies Act, 2013 (the 'Act') and Rules 5 and 8(1) of the Companies (Accounts) Rules, 2014. The Consolidated Financial Statements presented in this Annual Report include the financial results of the subsidiaries.

The separate financial statements of the subsidiaries are available on the website of the Company and can be accessed under the 'Subsidiary Annual Reports' tab at https://www.piramalpharma.com/financial-reports

OPERATIONS REVIEW

Standalone

Total Revenue from continuing operations for FY2025 increased by 20.40% to ? 5,285.71 Crores as compared to ? 4,390.11 Crores in FY2024. Earnings before interest, taxes, depreciation and amortization (EBITDA) for FY2025 from continuing operations increased by 52.17% to ? 1,247.79 Crores as compared to ? 819.98 Crores in FY2024. Net Profit for the year from continuing and discontinuing operations was ? 691.40 Crores as compared to ? 391.22 Crores in FY2024. Basic and diluted earnings per share, from continuing and discontinuing operations, was ? 5.22 per share and ? 5.20 per share, respectively, during FY2025, as compared to ? 3.05 per share each, during FY2024.

Consolidated

The Company's consolidated revenue increased by 11.99% to ? 9,151.18 Crores in FY2025 as compared to ? 8,171.16 Crores in FY2024. Earnings before interest, taxes, depreciation, and amortization (EBITDA) for FY2025 from continuing operations increased by 15.16% to ? 1,579.64 Crores as compared to ? 1,371.65 Crores in FY2024. Net Profit for the year from continuing and discontinuing operations was ? 91.13 Crores as compared to ? 17.82 Crores in FY2024. Basic and diluted earnings per share, from continuing and discontinuing operations, was ? 0.69 per share and ? 0.68 per share, respectively, during FY2025, as compared to ? 0.14 per share each, during FY2024.

DEPOSITS FROM PUBLIC

The Company has not accepted any deposits from the public and as such, no amount of principal or interest was outstanding as on the balance sheet date.

STATUTORY AUDITORS AND AUDITOR'S REPORT

M/s. Deloitte Haskins & Sells LLP, Chartered Accountants (Firm Registration Number 117366W/W-100018), were the Statutory Auditors of the Company for the year under review.

The Auditor's Report does not contain any qualification, reservation or adverse remark on the financial statements for the financial year ended March 31, 2025. The notes on financial statements referred to in the Auditor's Report are self-explanatory and do not call for any further comments.

CORPORATE SOCIAL RESPONSIBILITY

The annual report on Corporate Social Responsibility ('CSR') containing details of CSR Policy, composition of the CSR Committee, CSR projects undertaken and web-link thereto on the website of the Company, as required under Companies (Corporate Social Responsibility Policy) Rules, 2014, is set out in Annexure B to this Report. For other details regarding the CSR Committee, please refer to the Report on Corporate Governance, which is a part of this Annual Report.

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

Particulars regarding conservation of energy, technology absorption and foreign exchange earnings and outgo are given in Annexure C to this Report.

ANNUAL RETURN

The Annual Return for FY2025 is available on the website of the Company under 'Annual Reports' tab at B https:// www.piramalpharma.com/financial-reports

DIRECTORS AND KEY MANAGERIAL PERSONNEL

• Pursuant to the approval of the Members of the Company at the Annual General Meeting ('AGM') held last year, during the year, Mr. Vivek Valsaraj (DIN: 06970246) was re-appointed as Whole-time Director, designated as Executive Director, liable to retire by rotation, with effect from February 9, 2025 for a term of 3 (three) years.

• Ms. Nathalie Leitch (DIN: 09557042), resigned from the position of Non-Executive, Non-Independent Director of the Company w.e.f. May 10, 2024 on account of other professional commitments.

• Based on the recommendations of the Nomination and Remuneration Committee ('NRC'), and approval of the Board of Directors, the appointment of Ms. Nathalie Leitch as Non-Executive, Non-Independent Director, liable to retire by rotation, with effect from January 28, 2025, was approved by the shareholders of the Company on March 21, 2025, via Postal Ballot.

• In line with the provisions of the Act and the Articles of Association of the Company, Ms. Nandini Piramal (DIN: 00286092) will retire by rotation at the ensuing AGM and being eligible, has offered herself for re-appointment. The Board recommends her re-appointment for the consideration of the Members of the Company at the ensuing AGM.

• After the Balance Sheet Date:

i. Mr. Neeraj Bharadwaj (DIN: 01314963), resigned from the position of Non-Executive, Non-Independent Director of the Company on May 14, 2025, with immediate effect, on account of personal commitments. The Board placed on record its appreciation towards Mr. Bharadwaj's contributions and the value that he added during his tenure with the Company.

ii. Based on the recommendations of the NRC and subject to approval of Members at the ensuing AGM, the Board approved the:

- appointment of Mr. Amit Jain (DIN: 06917608) as a Director (Non- Executive, Non-Independent) of the Company with effect from May 14, 2025, liable to retire by rotation, in place of Mr. Neeraj Bharadwaj.

- re-appointment of Mr. Jairaj Purandare (DIN: 00159886) as an Independent Director of the Company, to hold office for a second term of 5 (five) consecutive years with effect from February 9, 2026.

The Company has received declarations from all its Independent Directors, confirming that they meet the criteria of independence as prescribed under Section 149(6) of the Act along with Rules framed thereunder and Regulation 16(1)(b) of the SEBI Listing Regulations. Also, the Independent Directors of the Company have confirmed that they have registered with the databank maintained by the Indian Institute of Corporate Affairs in terms of Section 150 of the Act read with Rule 6 of the Companies (Appointment and Qualification of Directors) Rules, 2014.

In the opinion of the Board, the Independent Directors fulfil the conditions specified under the Act and SEBI Listing Regulations and are independent of the Management. A matrix demonstrating the skill and expertise of Directors of the Company including Independent Directors is provided in the Report on Corporate Governance forming part of this Annual Report.

BOARD EVALUATION

Evaluation of performance of all Directors is undertaken annually. The Company has implemented a system of evaluating performance of the Board of Directors and of its Committees and the Non-Executive Directors (including Independent Directors) on the basis of a structured questionnaire which comprises evaluation criteria taking into consideration various performance related aspects. The performance of the Executive Directors is evaluated by the NRC on the basis of achievement of their Key Responsibility Areas and other factors in line with the Remuneration Policy of the Company. A report summarising the evaluations, is placed before the Board by the Chairman of the NRC, which contains the collective impression of the directors on the functioning of the Board, its Committees and individual directors.

The Board of Directors has expressed its satisfaction with the evaluation process.

Further, at the annual meeting of Independent Directors, the performance of the Chairperson, Non-Independent Directors as well as the Board as a whole and its Statutory Committees was assessed.

NUMBER OF MEETINGS OF THE BOARD OF DIRECTORS

During the year under review, 5 (five) Meetings of the Board of Directors were convened and held, details of which are given in the Report on Corporate Governance forming part of this Annual Report.

VIGIL MECHANISM/WHISTLE BLOWER POLICY

The Company has established a Vigil Mechanism, which includes a Whistle Blower Policy for its Directors and Employees, to provide a framework to facilitate responsible and secure reporting of concerns of unethical behaviour, actual or suspected fraud or violation of the Company's Code of Conduct & Ethics. The details of establishment of Vigil Mechanism/Whistle Blower Policy are posted on the website of the Company under 'Policies, Code & Compliances' tab at https://www.piramalpharma.com/corporate-governance.

AUDIT COMMITTEE

The Audit Committee comprised of following members as on March 31, 2025:

During FY2025, all the recommendations made by the Audit Committee were accepted by the Board. Further details on the Audit Committee are provided in the Report on Corporate Governance forming part of this Annual Report.

NOMINATION AND REMUNERATION POLICIES

The Board has approved a Nomination Policy which lays down the framework for selection and appointment of Directors and Senior Management and for determining their qualifications, positive attributes and independence including other matters as provided under Section 178(3) of the Act.

The Board has also approved a Remuneration Policy with regard to remuneration payable to Directors, members of Senior Management and Key Managerial Personnel.

Salient features of the Nomination Policy and the Remuneration Policy are given in Annexure D to this Annual Report and detailed policies are available on the website of the Company under 'Polices, Code & Compliances' tab at Q https:// www.piramalpharma.com/corporate-governance.

PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS

Reference is made to Note nos. 5 and 12 of the standalone financial statements for loans to bodies corporate and to Note no. 36.4 for performance guarantees. Performance Guarantees have been provided by the Company to its subsidiaries.

As regards details of Investments in bodies corporate, the same are given in Note no. 4 of the standalone financial statements.

RELATED PARTY TRANSACTIONS

During the year under review, all contracts/arrangements/ transactions entered into by the Company with related parties

Notes:

i. Non-Executive Directors are entitled to sitting fees and commission as per the statutory provisions and within the limits approved by the shareholders.

ii. Mr. Neeraj Bharadwaj, Non-Executive Director, did not receive any sitting fees or any other remuneration.

iii. Remuneration includes remuneration/commission paid during FY2025 and sitting fees for meeting attended during FY2025.

iv. In addition to the details above, 33,746 equity shares were transferred to Mr. Vivek Valsaraj from the ESOP Trust pursuant to exercise of vested options. This does not include equity shares of the Company which were transferred to Mr. Valsaraj upon exercise of stock options of Piramal Enterprises Limited pursuant to a composite scheme of arrangement sanctioned by the Hon'ble National Company Law Tribunal, Mumbai Bench on August 12, 2022. No Employee Stock Options had been exercised by Mr. Valsaraj in FY2024.

2. The median remuneration of employees of the Company during FY2025 was ? 6,71,856.

3. In FY2025, there was 3.01% increase in the median remuneration of employees.

4. There were 5,476 permanent employees on the rolls of the Company as on March 31, 2025.

5. Average percentage increase made in the salaries of employees other than the managerial personnel during FY2025 was 2.10%. Details of comparison of Managerial Remuneration for FY2025 over FY2024 are given in the above table at Sr. No. 1.

6. It is hereby affirmed that the remuneration paid is as per the Remuneration Policy for Directors, KMP and other Employees.

B) Employee Particulars

Details of employee remuneration as required under the provisions of Section 197 of the Act and Rule 5(2) & 5(3) of Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 are provided in a separate statement and forms part of the Annual Report. Further, this Report is being sent to the Members excluding said statement. In terms of Section 136 of the Act, said statement will be open for inspection upon specific request made in writing to the Company by the Members. Any Member interested in obtaining a copy

of the statement may request the same by writing to shareholders.ppl@piramal.com.

C) Employee Stock Options

In line with the Securities and Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regulations, 2021 ('SEBI SBEB Regulations'), the requisite details relating to the ESOP Plan are available on the Company's website under the 'ESOP Disclosure' tab at https:// www.piramalpharma.com/shareholder-information.

SECRETARIAL AUDIT REPORT

Pursuant to the provisions of Section 204 of the Act and the Rules made thereunder, the Company has appointed N L Bhatia & Associates, Practising Company Secretaries, as the Secretarial Auditor of the Company for the FY2025. The Secretarial Audit Report is annexed as Annexure E and forms an integral part of this Annual Report. The Secretarial Audit Report does not contain any qualification, reservation or adverse remark.

CERTIFICATIONS FROM COMPANY SECRETARY IN PRACTICE

A certificate has been received from N L Bhatia & Associates, Practising Company Secretaries, that none of the Directors on the Board of the Company have been debarred or disqualified from being appointed or continuing as Directors of companies by the SEBI, Ministry of Corporate Affairs or any such statutory authority. The certificate is attached as Annexure F to this Annual Report.

REPORT ON CORPORATE GOVERNANCE

The Company is fully committed to good Corporate Governance and is compliant with applicable provisions of law relating to Corporate Governance. The report on Corporate Governance, as stipulated under Regulation 34 of the SEBI Listing Regulations forms an integral part of the Annual Report. The requisite certificate from N L Bhatia & Associates, Practising Company Secretaries, confirming compliance with the conditions of Corporate Governance as stipulated under the SEBI Listing Regulations is annexed as Annexure G to this Annual Report.

RISK MANAGEMENT FRAMEWORK

The Company has a robust Risk Management framework to identify, measure, manage and mitigate business risks and opportunities. This framework seeks to create transparency, minimise adverse impact on the business strategy and enhances the Company's competitive advantage. This risk framework thus helps in managing market, credit and operational risks and quantifies potential impact at a Company level.

Further, information on the risk management process of the Company is contained in the Management Discussion & Analysis which forms part of the Annual Report.

COMPLIANCE WITH SECRETARIAL STANDARDS

The Company has complied with the applicable Secretarial Standards issued by the Institute of Company Secretaries of India.

DIRECTORS' RESPONSIBILITY STATEMENT

Based on the framework of internal financial controls and systems of compliance which are established and maintained by the Company, audits conducted by the Internal, Statutory and Secretarial Auditors including audit of internal financial controls over financial reporting by the Statutory Auditors and review by the Management and the Audit Committee, the Board is of the opinion that the Company's internal financial controls were adequate and effective during FY2025.

The Directors confirm to the best of their knowledge and ability, that:

a. in the preparation of the annual financial statements for the financial year ended March 31, 2025, the applicable accounting standards have been followed with no material departures;

b. the Directors have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as at March 31, 2025 and of the profit of the Company for the year ended on that date;

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

d. the Directors have prepared the annual financial statements on a going concern basis;

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

BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORT

In compliance with Regulation 34(2)(f) of the SEBI Listing Regulations, the Company being among the top 1,000 listed companies by market capitalisation as on December 31, 2024, a Business Responsibility and Sustainability Report ('BRSR') is required to be reported as part of the Annual Report. Accordingly, in line with the SEBI Listing Regulations, the BRSR of the Company describing the initiatives taken by the Company from an environmental, social and governance perspective is enclosed with this Annual Report.

COST AUDIT

In terms of Section 148 of the Act, the Company is required to maintain cost records and have the audit of its cost records conducted by a Cost Accountant. Cost records are prepared and maintained by the Company as required under Section 148(1) of the Act.

G.R. Kulkarni & Associates, Cost Accountants were the Cost Auditors for the financial year ended March 31, 2025.

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

The Company is committed to ensuring that all employees are treated fairly and equitably in an environment free of intimidation and sexual harassment. In furtherance of this commitment, the Company strives to provide all of its employees with equal opportunity conditions of employment, free from harassment to create a work environment where everyone has an opportunity to fully participate in achieving business success.

All employees, consultants, trainees, volunteers, third parties and/ or visitors are covered by said policy.

The Company has in place a robust policy on POSH at workplace which is in line with the requirements of The Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 ('POSH Act'), a copy of which is available on the website under the 'Polices, Code & Compliances' tab at Q https:// www.piramalpharma.com/corporate-governance. The Company has complied with provisions relating to the constitution of Internal Complaints Committee ('ICC') under the POSH Act. ICC has been set up to redress complaints received regarding sexual

harassment. ICC has its presence at corporate offices as well as at site locations.

The policy is gender neutral. During the year under review, 4 (four) complaints were filed with ICC under the provisions of the POSH Act, detailed investigation was carried out and same were disposed-off as per the provisions of POSH Act.

OTHERS

The Directors state that no disclosure or reporting is required in respect of the following items as there were no transactions related to these items during the year under review:

1. No amounts are proposed to be transferred to the Reserves;

2. No changes were made in the nature of business of the Company;

3. No sweat equity shares and shares with differential rights as to dividend, voting or otherwise were issued;

4. No significant or material orders were passed by the Regulators or Courts or Tribunals which impact the going concern status and Company's operations in future;

5. There are no reportable significant events during and after the balance sheet date;

6. None of the Auditors of the Company have reported any fraud as specified under Section 143(12) of the Act.

7. Neither any application was made, nor any proceeding is pending under the Insolvency and Bankruptcy Code, 2016 against the Company and;

8. There were no instances of one-time settlement with any Bank or Financial Institutions.

ACKNOWLEDGEMENT

The Board wishes to place on record appreciation to the employees for their dedicated service and contribution to the Company.

The Board would also like to express their sincere appreciation towards Banks, Business Associates, Members and other stakeholders for their continued support to the Company.

1

Ms. Nathalie Leitch had resigned from the Board w.e.f. May 10, 2024. She was again appointed as Non-Executive, Non-Independent Director of the Company w.e.f. January 28, 2025.