Outcome of Board Meeting

Wanbury Pharma Limited 2nd Floor, Neelkamal Building, Near Sanghavi Estate, Off. Govandi Road, Govandi (East) Mumbai, 400 088 Maharashtra, INDIA Tel. : +91-22-61532000 Fax : +91-22-25572396 WAN BURY CIN : U 33119 MH 2012 PLC 237381 Email : info@wanburypharma.com Website : www.wanburypharma.com June 26, 2026 BSE limited National.Stock Exchange of India Ltd P. J. Tower, Exchange Plaza, Bandra Kur la Complex, Dalal Street, Bandra (East), Mumbai -400 001 Mumbai-400 051. Scrip Code: 524212 Script Code: W ANBURY Dear Sir/Ma'am, Sub: Outcome of Board Meeting Ref.: 1. Intimation under Re£Ulation 30 of Securities and Exchange Board of fndia ("SEBI") (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("SEBI Listing Regulations") - Incorporation of Subsidiary ("Subsidiary"). Pursuant to Regulation 30 read with Part A of Schedule III of SEBI Listing Regulations, we would like to inform you that, the Board of Directors of the Company, at their meeting held today i.e. 26th June, 2026, has approved incorporation of subsidiary company ("Subsidiary") in India. Pursuant to the provisions of Sections 2(87), 186 and other applicable provisions of the Companies Act, 2013, the Companies (Meetings of Board and its Powers) Rules, 2014, and other applicable provisions of the SEBI Listing Regulations, and all other applicable laws, rules, regulations, guidelines, and circulars issued thereunder, as amended from time to time, the Board of Directors has accorded its consent for the incorporation of a Subsidiary ("Subsidiary") of the Company in India, with an estimate aggregate capital outlay of~ 4,10,000/- (Rupees Four Lakh and Ten Thousand only) i.e. 41,000/- (Forty-One Thousand) equity shares of face value ~ 10 /- (Rupees Ten only) each. All investments with the Subsidiary shall be duly disclosed to stock exchanges in accordance with the applicable disclosure and reporting requirements under the SEBI Listing Regulations and the Companies Act, 2013. The details required pursuant to Regulation 30 of the SEBI Listing Regulations read with SEBI Master Circular No. H0/49/14/14(7)2025-CFD-POD2/I/3762/2026 dated January 30, 2026, in relation to the proposed Subsidiary, are set out under Annexure -A hereto. Ref.: 2. Disclosure under Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 - Appointment of Internal Auditor and Cost Auditor. Pursuant to Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("SEBI Listing Regulations"), ~e wish to inform you that the Board of Directors of the Company, in their meeting held today, amongst other subjects, inter-alia, approved the following:. a. Appointment of Internal Auditor: M/ s. Ernst & Young LLP, Chartered Accountants, as Internal Auditor of the Company for the Financial Year 2026-2027. WAN BURY b. Appointment of Cost Auditor: M/ s. ABK & Associates, Cost Accountants, Mumbai as the Cost Auditor of the Company for the Financial Year 2026-2027. The disclosures pursuant to SEBI Listing Regulations read with SEBI Master Circular H0/49/14/14(7)2025- CFD-POD2/I/3762/2026 dated January 30, 2026, as Annexure -Band Annexure -C. The Board Meeting commenced at 3:35 p.m. and concluded at 4:15 p.m. We request you to take the same on records. Thanking you, Yours faithfully, For Wanbury Limited Jitendra J. Gandhi Company Secretary Encl.: as above --- BURY Annex:ure - A - Details required to be furnished pursuant to Regttlation 30 of the Listing Regulations read with SEBI Master Circular No. H0/49/14/14(7)2025-CFD-POD?/I/3762/2026 dated f anuary 30, 2026. Sr. Particulars Details 1. Name of the entity, date & country of Name of the Entity: Wanbury Skin Health incorporation, etc. Limited (or such other name as may be approved by the relevant authority). The necessary update will be provided to the stock exchange(s) once the Subsidiary is duly incorporated. Date of Incorporation: On receipt of Registrar of Companies approval. Country of Incorporation: India 2. Name of holding company of the The proposed Subsidiary, once incorporated company and relation incorporated, will be a subsidiary of with the listed entity. Wanbury Limited ("the Company") which will act as the holding company. 3. Industry to which the entity being Pharmaceutical Industry incorporated belongs. 4. Brief details of any governmental or The incorporation is subject to receipt of all regulatory approvals required for the requisite approvals, perrmss1ons, and incorporation. sanctions from the Registrar of Companies, and any other regulatory, statutory, or governmental authority as may be applicable. 5. Consideration - whether cash Subscription to the share capital of the consideration or share swap or any proposed Subsidiary will be by way of cash other form and details of the same consideration. 6. Cost of subscription / the price at The Company will subscribe to 82 % of the which the shares are subscribed. equity share capital of the proposed Subsidiary i. e. Company will invest an estimate initial aggregate capital outlay of upto ~ 4,10,000/- (Rupees Four Lakhs and Ten Thousand only) to subscribe 41,000/ (Forty-One Thousand) equity shares of face value ~ 10 /- (Rupees Ten only) each of the Subsidiary towards subscription. The Company will subscribe to the equity shares at face value. - ~RYt../ WAN BURY 7. Percentage of shareholding/ control by The Company will hold 82% of the total the listed entity and / or number of paid-up equity share capital of the shares allotted. proposed Subsidiary upon incorporation i.e. Company will invest an estimate initial aggregate capital outlay of upto ~ 4,10,000/- (Rupees Four Lakhs and Ten Thousand only) to subscribe 41,000/ (Forty-One Thousand) equity shares of face value ~ 10 /- (Rupees Ten only) each of the Subsidiary towards subscription. 8. Brief background about the entity being Not Applicable, since the Subsidiary is incorporated in terms of products / line proposed to be incorporated. of business WAN BURY Annexure - B - Details required to be furnished Intimation under Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. A. Details relating to the appointment of Internal Auditor: Particulars Details Reason for change viz. appointment, re- Appointment appointment, resignation, removal, death or othervdse Date of appointment & term of Appointment in the Board Meeting held appointment on June 26, 2026, for the FY 2026-27. Term of appointment/ re appointment 1 Year Brief profile Ernst & Young LLP is a leading professional services firm with over 30 years of experience in Internal Audit, Risk Consulting, and Internal Controls, supported by a global network of 45,000+ professionals across 180 countries. The firm offers a comprehensive range of services including Internal Audit, Enterprise Risk Management, Internal Controls, Compliance Reviews, Risk Analytics, IT Audits, Cyber Security, Regulatory Compliance, Process Reviews, and Technology-enabled Audit Solutions. With deep expertise in the pharmaceutical and life sciences sector, EY delivers risk based, data-driven, and practical solutions that strengthen governance, enhance operational efficiency, improve compliance, and support sustainable business performance. Disclosure of relationships between Not Applicable directors WAN BURY Annexure - C - Details required to be furnished Intimation under Regulation 30 of the SEBI (Listing Obligations and Disdosure Requirements) Regulations, 2015. A. Details relating to the appointment of Cost Auditor: Particulars Details Reason for change viz. appointment, re- Appointment appointment, i·esignatien, removal, death or otherwise Date of appointment & term of Appointment in the Board Meeting held appointment on June 26, 2026, for the FY 2026-27. Term of appointment/ re appointment 1 Year Brief profile ABK & Associates is a firm of Cost Accountants established in 1989, with its head office in Mumbai and branch offices in Indor [Showing first 8,000 characters — download PDF for full document]