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Sai Life Science Ltd.

Notes to Accounts

NSE: SAILIFEEQ BSE: 544306ISIN: INE570L01029INDUSTRY: Pharmaceuticals

BSE   Rs 1116.85   Open: 1072.05   Today's Range 1072.05
1124.25
 
NSE
Rs 1115.60
+25.90 (+ 2.32 %)
+27.75 (+ 2.48 %) Prev Close: 1089.10 52 Week Range 685.90
1124.25
You can view the entire text of Notes to accounts of the company for the latest year
Market Cap. (Rs.) 23653.34 Cr. P/BV 9.98 Book Value (Rs.) 111.79
52 Week High/Low (Rs.) 1124/687 FV/ML 1/1 P/E(X) 139.03
Bookclosure EPS (Rs.) 8.02 Div Yield (%) 0.00
Year End :2025-03 

p. Provisions, contingent liabilities and contingent assets

Provisions are recognized only when there is a present
obligation, as a result of past events, and when a reliable
estimate of the amount of obligation can be made at the
reporting date. These estimates are reviewed at each
reporting date and adjusted to reflect the current best
estimates. Provisions are discounted to their present
values, where the time value of money is material.

Contingent liability is disclosed for:

• Possible obligations which will be confirmed only
by future events not wholly within the control of
the Company; or

• Present obligations arising from past events where

it is not probable that an outflow of resources will be
required to settle the obligation or a reliable estimate
of the amount of the obligation cannot be made.

Contingent assets are neither recognized nor disclosed.
However, when realization of income is virtually certain,
related asset is recognized.

q. Income taxes

Tax expense recognized in standalone statement of profit
and loss consists of current and deferred tax except to the
extent that it relates to items recognised in OCI or directly
in equity, in which case it is recognised in OCI or directly in
equity respectively.

Calculation of current tax is based on tax rates and tax
laws that have been enacted for the reporting period and
any adjustment to tax payable in respect of previous years.
Current tax assets and tax liabilities are offset where the
Company has a legally enforceable right to offset and
intends either to settle on a net basis, or to realise the
asset and settle the liability simultaneously.

Deferred tax is recognised on temporary differences
between the carrying amounts of assets and liabilities
in the standalone financial statements and the
corresponding tax bases used in the computation
of taxable profit. Deferred tax is measured at the tax
rates that are expected to be applied to the temporary
differences when they reverse, based on the laws that
have been enacted or substantively enacted by the

end of the reporting period. Deferred tax liability are
generally recognised for all taxable temporary differences.
Deferred tax assets are generally recognised for all
deductible temporary differences to the extent that is
probable that taxable profits will be available against which
those deductible temporary differences can be utilised.
Deferred tax assets and liabilities are offset if there is a
legally enforceable right to set off corresponding current
tax assets against current tax liabilities and the deferred
tax assets and deferred tax liabilities relate to income
taxes levied by the same tax authority on the Company.

Deferred tax assets are reviewed at each reporting date
and are reduced to the extent that it is no longer probable
that the related tax benefit will be realised. Withholding tax
arising out of payment of dividends to shareholders
under the Indian Income tax regulations is not considered
as tax expense for the Company and all such taxes are
recognised in the statement of changes in equity as part
of the associated dividend payment.

r. Earnings per share

Basic earnings per share is calculated by dividing the
net profit or loss for the period attributable to equity
shareholders by the weighted average number of equity
shares outstanding during the period. Diluted EPS is
determined by adjusting the profit or loss attributable to
equity shareholders and the weighted average number of
equity shares outstanding during the year for the effects
of all dilutive potential equity shares.

s. Segment reporting

Operating segments are reported in a manner consistent
with the internal reporting provided to the chief operating
decision maker.

t. Goods and Service Tax Input credit

Goods and Service tax input credit is accounted for in the
books in the year in which the underlying service received
is accounted and when there is no uncertainty in availing /
utilising the credits.

u. Operating cycle

Based on the normal time between acquisition of assets
and their realisation in cash or cash equivalents, the
Company has determined its operating cycle as 12
months. The above basis is used for classifying the
assets and liabilities into current and non-current as
the case may be.

v. Rights, preferences and restrictions attached to equity shares

The Company has a single class of equity shares. Accordingly, all equity shares rank equally with regard to dividends and share in the
Company's residual assets. The equity shares are entitled to receive dividend as declared from time to time. The voting rights of an equity
shareholder on a poll (not on show of hands) are in proportion to its share of the paid-up equity capital of the Company. Voting rights
cannot be exercised in respect of shares on which any call or other sums presently payable have not been paid. Failure to pay any amount
called up on shares may lead to forfeiture of the shares. On winding up of the Company, the holders of equity shares will be entitled
to receive the residual assets of the Company, remaining after distribution of all preferential amounts in proportion to the number of
equity shares held.

vi. Rights, preferences and restrictions attached to preference shares

The Company had two classes of preference shares viz, Compulsorily convertible preference shares(CCPS) and ‘Optionally convertible
preference shares (OCPS). The said shares were partly paid to the tune of '8.06 per share during the year ended 31 March 2024.

During the year ended 31 March 2025, the outstanding CCPS and OCPS are converted into fully paid up equity shares of 10 each upon
receipt of final call of '1.94 per share and the conversion premium of '242.60 per share.

vii. Warrants convertible into equity shares

Based on the approval of the members taken in the Shareholders meeting dated 11 June 2019, the Company has made allotment of
50,000 Share Warrants which are convertible into equity share in the ratio of 1:1 at a price of '1,910 per share. These warrants are
equally vested over a period of 4 years ending on 19 October 2023. These warrants are not exercised and subsequently forfeited during
the year ended 31 March 2025.

xi. Shares reserved for issue under options

(a) Employee stock option plan - 2004 ("ESOP 2004”)

The Company established a plan ESOP 2004 under which 3,00,000 equity shares of '10 each were earmarked and approved by the
Shareholders at the Extraordinary General Meeting held on 13 September 2004. These options shall vest at the end of three years
from the grant date. The vested options can be exercised by the employee during his term of employment with the Company.

Employee stock option plan - 2006 ("ESOP 2006”)

The Company established a plan ESOP 2006 under which 3,50,000 equity shares of '10 each were earmarked and approved by the
Shareholders at the Annual General Meeting held on 16 August 2006. 60% of the options granted shall vest at the end of three years
from the grant date and 40% of the options granted shall vest at the end of five years from the grant date. The vested options can be
exercised by the employee during his term of employment with the Company.

Sai Employee stock option scheme - 2008 ("ESOP 2008”)

The Company established a plan ESOP 2008 approved by the Shareholders at the Annual and Extraordinary General Meetings
held on 11 September 2008 and 30 March 2009 respectively. As per the scheme, maximum number of employee stock options are
restricted to 10% of paid up share capital of the Company. Out of which, 50% of the options granted shall vest at the end of two years
from the grant date and the balance 50% of the options shall vest at the end of four years from the grant date. The vested options
can be exercised by the employee during his term of employment with the Company.

Under this scheme, the company granted additional employee stock options approved by the Shareholders at the Extraordinary
General Meeting held on 25 July 2018. The options granted shall vest 20% at the end of every year from the grant date for a year
of 5 years. The vested options can be exercised by the employee during his term of employment with the Company.

Management ESOP scheme - 2018 ("MES 2018”)

The Company established a plan MES 2018 approved by the Shareholders at the Extraordinary General Meeting held on 25
July 2018. As per the scheme maximum number of shares reserved under this scheme is 4% of the paid up equity capital of the
Company on a fully diluted basis as on the Effective Date. The options granted shall vest 20% at the end of every year from the grant
date for a year of 5 years. The vested options can be exercised by the employee during his term of employment with the Company.

Amended ESOP scheme ("Amended ESOP”)

The Company amended the plan MES 2018 and ESOP 2008 approved by the Shareholders at the Extraordinary General Meeting
held on 25 March 2022, 09 June 2023 and 04 July 2024. The amendment has similar terms as the MES 2018 & ESOP 2008
scheme wherein the maximum number of shares reserved under this scheme is 4% and 10% respectively of the paid up equity capital
of the Company on a fully diluted basis as on the Effective Date. The options granted shall vest in a period of 5 years and as per
the terms provided in the Notice of Grant. The vested options can be exercised by the employee during his term of employment
with the Company.

The terms of the above schemes provide that each option entitles the holder to one equity share of '10 each and that the
options can be settled only by way of issue of equity shares. The options granted are time-based for ESOP 2004 and ESOP 2006.
The options granted are time and performance based for ESOP 2008 and MES 2018.

(b) During the year ended 31 March 2025, the Company had incurred stock compensation cost of ' 24.78 (31 March 2024: '22.53)
towards the above schemes.

(b) Capital reserve

Capital reserve pertains to the excess of net assets taken, over the cost of consideration paid pursuant to amalgamation of Advantium
Pharma Private Limited with the Company in the earlier year and on forfeiture of certain share warrants issued in the earlier years.

The Company uses capital reserve for transactions in accordance with the provisions of the Act.

(c) Employee stock options outstanding account

Employee stock options outstanding account relates to share options granted by the Company to its employees under its employee share
option plan. These will be transfer to Equity and Security premium after exercise of the underlying options.

(d) Retained earnings

Retained earnings are the profits that the Company has earned till date, less any transfers to general reserve, dividends or other
distributions paid to shareholders.

(e) Cash flow hedge reserve

Cash flow hedge reserve represents effective portion of cash flow hedges taken to Other comprehensive income.

(f) Shares pending allotment

Represents amount received from employees upon exercise of option under the under ESOP plan -2008. Pending allotment as of 31
March 2025, this amount has been shown under share application money pending allotment.

Note:

During the year ended 31 March 2024, the Company has not considered Share warrants of 50,000 which are convertible into equity shares
being anti-dilutive. During the year ended 31 March 2025 the Company has forfeited 50,000 Share Warrants.

The basic and diluted earnings per share for the current year and previous year presented have been calculated after considering the share split
during the year ended 31 March 2025. Accordingly, adjustments have been made for options granted to employees under the ESOP scheme of
the Company. (Refer Note 47)

36. Fair value measurements

Risk management framework:

The Company's principal financial liabilities, comprise borrowings, lease liabilities, trade and other payables. The main purpose of these
financial liabilities is to finance the Company's operations. The Company's principal financial assets include trade and other receivables,
cash and cash equivalents and other bank balances that derive directly from its operations. The Company also holds FVTOCI investments
and investment in its subsidiary.

The Company is exposed to market risk, credit risk and liquidity risk. The Company's Board of Directors oversees the management of
these risks. The Company's Board of Directors is supported by the senior management that advises on financial risks and the appropriate
financial risk governance framework for the Company. The senior management provides assurance to the Company's Board of Directors
that the Company's financial risk activities are governed by appropriate policies and procedures and that financial risks are identified,
measured and managed in accordance with the Company's policies and risk objectives.

(iii) Transfer between Level 1 and 2

There have been no transfers from Level 2 to Level 1 or vice-versa in FY 2024-25 and no transfers in either direction in FY 2023-24.

37. Financial instruments risk management

A. Market risk:

Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market prices.
Market risk comprises two types of risk: interest rate risk and currency risk. Financial instruments affected by market risk include
borrowings, lease liabilities, deposits, trade receivables and other financial instruments.

The sensitivity analysis in the following sections relate to the position as at 31 March 2025 and 31 March 2024. The analyses exclude
the impact of movements in market variables on the carrying values of gratuity and other post retirement obligations; provisions; and
non-financial assets and liabilities.

i. Interest rate risk:

Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market
interest rates. The Company has loan facilities on floating interest rate, which exposes the Company to risk of changes in interest
rates. The management monitors the interest rate movement and manages the interest rate risk based on its policies, which include
entering into interest rate swaps as considered necessary. The Company's investment in deposits with banks are for short durations
and therefore do not expose the Company to significant interest rate risk.

Interest rate sensitivity analysis

The sensitivity analysis below has been determined for borrowings assuming the amount of borrowings outstanding at the end of the
reporting period was outstanding for the whole year. A 10 basis points increase or decrease in case of foreign currency borrowings
and 50 basis points increase or decrease in case of rupee borrowings is used when reporting interest rate risk internally to key
management personnel and represents management's assessment of the reasonably possible change in interest rate.

If interest rate had been 10 basis points higher/lower in case of foreign currency borrowings and 50 basis points higher/ lower in
case of rupee borrowings and all other variables were held constant, the Company's profit for the year ended 31 March 2025 would
decrease/increase by
' 5.82 (31 March 2024: ' 33.85).”

ii. Foreign currency risk:

Foreign currency risk is the risk that the fair value or future cash flows of an exposure shall fluctuate because of change in foreign
exchange rates. The Company's foreign exchange risk arises from its foreign operations, foreign currency revenues and expenses,
(primarily in US Dollars and Euros) and foreign currency borrowings (primarily in US Dollars). As a result, if the value of the Indian
rupee appreciates relative to these foreign currencies, the Company's revenues and expenses measured in Indian rupees may
decrease or increase and vice-versa. The exchange rate between the Indian rupee and these foreign currencies have changed
substantially in recent periods and may continue to fluctuate substantially in the future. Consequently, the Company uses both
derivative and non-derivative financial instruments, such as foreign exchange forward contracts, currency swap contracts and foreign
currency financial liabilities, to mitigate the risk of changes in foreign currency exchange rates in respect of its highly probable
forecasted transactions and recognised assets and liabilities.

The Company designates its derivative contracts that hedge foreign exchange risk associated with its highly probable forecasted
transactions as cash flow hedges and measures them at fair value. The effective portion of such cash flow hedges is recorded as in
other comprehensive income, and re-classified in the income statement as revenue in the period corresponding to the occurrence of the
forecasted transactions. The ineffective portion of such cash flow hedges is immediately recorded in the statement of profit and loss.

B. Credit risk

Credit risk is the risk that the counterparty will not meet its obligation under a financial instrument or customer contract, leading to
financial loss. The credit risk arises principally from its operating activities (primarily trade receivables) and from its financing activities,
including deposits with banks and other financial instruments.

The Company has established a credit mechanism under which each new customer is analysed individually for creditworthiness before
the Company's standard payment and delivery terms and conditions are offered. The Company's review includes external ratings, where
available, and other publicly available financial information. Outstanding customer receivables are regularly monitored.

The maximum exposure to credit risk as at reporting date is primarily from trade receivables amounting to ' 3528.78 (31 March 2024:

' 2,587.94). (refer note 14)

C. Liquidity risk

Prudent liquidity risk management implies maintaining sufficient cash and marketable securities and the availability of funding through an
adequate amount of committed credit facilities to meet obligations when due. Due to the nature of the business, the Company maintains
flexibility in funding by maintaining availability under committed facilities.

Management monitors rolling forecasts of the Company's liquidity position and cash and cash equivalents on the basis of expected
cash flows. The Company takes into account the liquidity of the market in which the entity operates. In addition, the Company's liquidity
management policy involves projecting cash flows in major currencies and considering the level of liquid assets necessary to meet these,
monitoring balance sheet liquidity ratios against internal and external regulatory requirements and maintaining debt financing plans.

The Company's principal sources of liquidity are the cash flows generated from operations. Further the Company also has long term
borrowings and working capital facilities which the management believes are sufficient for its current requirements. Accordingly, no liquidity
risk is perceived.

38. Capital risk management

The Company's objective when managing capital is to safeguard the Company’s ability to continue as a going concern in order to provide
returns for shareholders and benefits for stakeholders and to maintain an optimal capital structure to reduce the cost of capital. Hence, the
Company may adjust any dividend payments, return capital to shareholders or issue new shares or sell assets to reduce debt. Total capital
is the equity as shown in the statement of financial position. Currently, the Company primarily monitors its capital structure on the basis
of the following gearing ratio. Management is continuously reviewing its strategies to optimize the returns and reduce the risks. It includes
plans to optimize the financial leverage of the Company.

(c) Notes on Contingent liabilities

(i) The Company has received an Order from the Commissioner (Appeals), Hyderabad for a demand of '7.25 for the period
November 2007 to March 2012 on the ground that the Company has not complied with the conditions of Notification No 23/2003
- CE dated 31 March 2003. As per the said notification, an Export Oriented Unit (EOU) unit can clear the goods into Domestic Tariff
Area (DTA) on payment of excise duty at a concessional rate upto 50% of the Free on Board (FOB) value of the exports on the sale of
similar goods to DTA. The Central Excise authorities have held that the goods sold in DTA are different from that of the goods which
are exported and accordingly, demand has been raised along with interest and penalty. The Company has filed an appeal before the
Central Excise and Service Tax Appellate Tribunal (‘CESTAT') and waiting for personal hearing.

(ii) The Company has received an Order from the Commissioner (Appeals), Central Excise, Pune for a demand of ' 12.36 for the period
July 2012 to December 2014 on the ground that the Place of Provision of Service is in India and as such there is no export of service
by the Company applying Rule 4 of Place of Provision of Service Rules, 2012 (POPS Rules) with respect to Drug Metabolism and
Pharmacokinetic (DMPK) services rendered by the Company. The Company has filed an appeal before the CESTAT Pune on 27
April 2015 which is rejected. Thereafter, the Company has filed an appeal before the Honourable High Court on 09 December 2019
and Personal Hearing is attended on 27 February 2020. Appeal has been admitted by High court on 05 July 2022 and waiting for
personal hearing.

(iii) The Company had three Non resident Indians on its rolls covered under the definition of International Workers as per the Employees'
Provident Funds and Miscellaneous Provisions Act, 1952. Based on the Government Order, in June 2017, the Company suo moto
made a payment of provident fund along with the applicable interest rates.

However, on 25 April 2018, the Company received a notice from the Department stating that from the period 01 April 1996 to 31
March 2018, the Company had delays in deposit of Provident fund amount and accordingly, charged interest and damages under
Section 14B and Section 7Q of the Employees' Provident Funds and Miscellaneous Provisions Act, 1952 to the extent of '13.15 and
'21.89 for interest and damages respectively.

The Company has represented the case stating that interest payments were made appropriately. The PF authorities took such
interest payment on record and gave a corrigendum stating the same.

The Company is still contesting the damages payment of ' 21.89. The Company addressed a letter dated 22 October 2020 to
the Regional Provident Fund Commissioner, requesting it to refrain from taking any such coercive action against the Company
and reserved its right to exercise its rights and remedies under law. However, since no presiding officer had been appointed for
hearing matters before the Central Government Industrial Tribunal (“CGIT”) at that time, the Company filed the present writ petition
bearing Writ Petition No. 19867 of 2020 against the RPFC for the setting aside of the Impugned Order as being arbitrary, illegal and
violative of Article 14 of the Constitution of India. The matter was listed on 19 November 2020, wherein, the High Court passed an
interim order granting a stay on the Impugned Order. However, as on date, there is no further order with regard to the said damages.
Apart from the proceedings before the High Court of Telangana, an appeal was also filed by the Company challenging the Impugned
Order before the CGIT under Section 7-I of the EPF Act. The matter was listed for admission on 26 April 2021. The CGIT, vide,
an order passed on 26 April 2021, observed that the present appeal was admitted subject to the final order passed by the High
Court of Telangana. The said order held that the application for stay as filed by the Company would be considered upon obtaining
such a final order.

(iv) The Company has received an Order dated 25 March 2025 from the Income tax authorities relating to assessment year 2019-20
for an amount of ' 8.74, treating the Company as ‘Assessee in default' due to non-deduction of TDS on remittances made to certain
vendor outside of India. The Company is in process of filing an appeal before the CIT (A).

(v) The Company has received an Order from the Assessment Unit, Income Tax Department for a demand of ' 18.27 for the assessment
year 2022-23 disallowing the ‘Repairs and Maintenance' expenditure as revenue expenditure but allowed Depreciation @ 15% on
such expenditure by treating it as ‘capital expenditure'. The Company has filed an appeal before the Commissioner of Income Tax
(Appeals) and waiting for personal hearing.

(vi) The Company has received an Order from the Deputy Commissioner of State Tax, Pune for a demand of '4.22 for the period

July 2017 on the ground that the transitional input tax credit carried forward into GST by the Company is incorrect and accordingly,
demand has been raised along with interest and penalty. The Company has filed an appeal before the Deputy Commissioner of State
Tax (Appeals), Pune and waiting for personal hearing.

(vii) The Company has received Orders from the Deputy Commissioner of Commercial Taxes (Enforcement), Kalaburagi for a demand
of ' 366.84 for the period July 2017 to March 2022 on the ground that ‘Marketing support' services received from M/s. Sai Life
Sciences Inc., USA are liable to GST under Reverse Charge mechanism. The Company has filed an appeal before the Joint
Commissioner of Commercial Taxes (Appeals), Gulbarga for all the financial years and waiting for personal hearing.

(viii) The Company has received an order from the Joint Commissioner, Malkajgiri Division, Telangana for the financial year 2018-19
disallowing the input tax credit from cancelled tax payers for an amount of '4.97 including interest and penalties. The Company has
filed an appeal before the Joint Commissioner of State Tax (Appeals), Telangana and waiting for personal hearing.

The Company has received an order from the Joint Commissioner, Malkajgiri Division, Telangana for the financial year 2019-20
disallowing the input tax credit from cancelled tax payers for an amount of '0.43 including interest and penalties. The Company has
filed an appeal before the Joint Commissioner of State Tax (Appeals), Telangana and waiting for personal hearing.

(ix) The Company has received an order from the Deputy Commissioner, Kalaburagi, Karnataka for the financial year 2019-20
disallowing the input tax credit on invoices not appearing in Form GSTR-2A for an amount of '2.89 including interest and penalties.
The Company has filed an appeal the Joint Commissioner of Commercial Taxes (Appeals), Gulbarga and waiting for personal hearing.

The Company has received an order from the Deputy Commissioner, Kalaburagi, Karnataka for the financial year 2020-21 disallowing
the input tax credit on invoices not appearing in Form GSTR-2A for an amount of ' 87.88 including interest and penalties.

The Company is in process of filing an appeal before the Appellate Authority.

The Company has received an order from the Joint Commissioner, Malkajgiri Division, Telangana for the financial year 2020-21
disallowing the input tax credit on invoices not appearing in Form GSTR-2A for an amount of '0.58 including interest and penalties.
The Company is in process of filing an appeal before the Appellate Authority.

(x) The Company has received Orders under Maharashtra Value Added Tax (‘MVAT') Act, 2002 and Central Sales Tax (CST') Act, 1956
from the Joint Commissioner of State Tax, Pune for a demand of ' 44.73 for the period April 2009 to March 2014 regarding the
eligibility of refund of Input Tax Credit (‘ITC) under MVAT Act. The tax authorities have raised objection that transfer of deliverables
(technical know-how) to the Customer of the Company is a service and not sale of goods. However, the Company believes that
transfer of deliverables to the Customer is sale of goods and the Company is eligible for refund of unutilized ITC. Accordingly, the
Company has filed an appeal before the Maharashtra Sales Tax Tribunal (MSTT) and waiting for personal hearing.

(xi) The Company has received an Order from the Assistant Commissioner of Customs, Mumbai for a demand of '0.06 for the period
January 2019 to August 2019 regarding short discharge of customs duties owing to wrong classification of goods. The Company
has filed a reply clarifying the error in the Order and further, filed an appeal before the Commissioner of Customs (Appeals), Mumbai.
The Company is waiting for personal hearing.

(xii) The Company is subject to various legal proceedings and claims, which have arisen in the ordinary course of business including
litigation pending before various tax authorities, including those mentioned in above points. The uncertainties and possible refunds
are dependent on the outcome of different legal processes, which have been invoked by the claimants or the Company, as the case
may be, and therefore cannot be accurately predicted . The Company engages reputed professional advisors to protect its interest
and has been advised that it has strong legal positions against such disputes. Management believes that it has a reasonable case in
its defence of the proceedings and accordingly no impact has been considered in the financial statements.

42. Other statutory disclosures

i) The Company does not have any Benami property, where any proceeding has been initiated or pending against the Group for holding
any Benami property.

ii) The Company does not have any transactions with companies struck off.

iii) The Company does not have any charges or satisfaction which is yet to be registered with ROC beyond the statutory period.

iv) The Company has not traded or invested in Crypto currency or Virtual Currency during the financial year.

v) The Company has not been declared wilful defaulter by any bank or financial institution or government or any government authority.

vi) The Company has not advanced or loaned or invested funds to any other person(s) or entity(ies), including foreign entities
(Intermediaries) with the understanding that the Intermediary shall:

(a) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the
Company (Ultimate Beneficiaries) or

(b) provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries.

vii) The Company has not received any fund from any person(s) or entity(ies), including foreign entities (Funding Party) with the
understanding (whether recorded in writing or otherwise) that the Group shall:

(a) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the
Funding Party (Ultimate Beneficiaries) or

(b) provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.

viii) The Company has not any such transaction which is not recorded in the books of account that has been surrendered or disclosed
as income during the year in the tax assessments under the Income Tax Act, 1961 (such as, search or survey or any other relevant
provisions of the Income Tax Act, 1961

46. The Code on Social Security, 2020 (‘Code') relating to employee benefits during employment and post employment benefits received
Presidential assent in September 2020. The Code has been published in the Gazette of India. However, the date on which the Code will
come in to effect has not been notified. The Company will assess the impact of the Code when it comes into effect and will record any
related impact in the period the Code becomes effective.

47. The Board of directors recommended following in its meeting held as on 10 June 2024. :

(i) To split each equity share of face value of ' 10 into 10 equity shares of face value of '1 each. Accordingly, the issued, subscribed,
and paid-up capital of our Company was subdivided from 1,76,63,034 equity shares of face value of
' 10 each to 17,66,30,340
equity shares of face value of
' 1each. The impact of split share is retrospectively considered in the computation of EPS as per the
requirement of Ind AS - 33 Earnings per share.

(ii) Increase in authorized share capital from '214 consisting of 2,14,00,000 Equity Shares of ' 10/- each to ' 250 consisting of
25,00,00,000 Equity Shares of '1 each

The shareholders of the Company approved above recommendation in its Extra Ordinarily General Meeting, dated 11 June 2024.

48. During the year ended 31 March 2025, the Company has completed its Initial Public Offer of equity shares of face value of ' 1 each
at a issue price of ' 549 per share (including premium of ' 548 per share) comprising of Offer for Sale of 3,81,16,934 equity shares
by selling share holders aggregating to ' 20,962.19 million and fresh issue of 1,73,04,189 equity shares aggregating to ' 9,500.00
million. The equity shares of the Company got listed on National Stock Exchange of India limited and Bombay Stock Exchange on

18 December 2024.

The total offer expenses are estimated to be ' 1,284.81 million (inclusive of taxes) which are proportionately allocated between the selling
shareholders and the Company in the ratio of equity shares sold by the selling shareholders and issued by the Company. The utilisation of
IPO proceeds of ' 9,098.84 million (net of provisional IPO expenses of ' 401.16 million) is summarized below:

* Net proceeds which were unutilised as at 31 March 2025 are temporarily invested in deposits with a scheduled commercial bank.

49. The previous year's figures have been re-grouped/reclassified where necessary to confirm current year's classification

50. Approval of financial statements

The Standalone financial statements were approved by the Board of Directors on 13 May 2025.

For and on behalf of the Board of Directors of
Sai Life Sciences Limited

CIN No: U24110TG1999PLC030970

K.Ranga Raju Krishnam Raju

Chairman Managing Director

DIN No: 00043186 DIN No: 00064614

Sivaramakrishnan Chittor Runa Karan

Director & Chief Financial Officer Company Secretary

DIN No: 01092158 Membership No.: A13721

Place: Hyderabad
Date: 13 May 2025

 
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