BSECompany Update4d ago · 4 Nov 2026, 08:28 pm

Approved the proposal of Merger of two wholly owned subsidiaries of the Company.

Aurobindo Pharma Ltd · 524804

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Aurobindo Pharma Ltd has approved a proposal to merge two wholly owned subsidiaries, Auroactive Pharma Private Limited and Apitoria Pharma Private Limited, with the Hon'ble NCLT, Hyderabad. The merger aims to consolidate API businesses under a single entity, improve operational efficiency, and simplify the Group's corporate structure.

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Earnings Impact2/10
Growth Catalyst6/10
Governance Concern1/10
Regulatory Risk1/10
Balance Sheet Risk2/10
Liquidity Impact8/10
Market Sentiment5/10

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Aurobindo Pharma Ltd - 524804 - Announcement under Regulation 30 (LODR)-Restructuring

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November 4, 2026 To To Listing Department, The Corporate Relations Department NATIONAL STOCK EXCHANGE OF INDIA LIMITED BSE LIMITED Exchange Plaza, Bandra Kurla Complex, Bandra (E), Phiroz Jeejeebhoy Towers, 25th floor, Dalal Street, MUMBAI -400 051 MUMBAI -400 001 Company Code No. AUROPHARMA Company Code No. 524804 Dear Sir / Madam, Sub: Proposal of merger of two wholly owned subsidiaries of the Company We would like to inform you that a proposal to file a Scheme of Amalgamation for the merger of Auroactive Pharma Private Limited with Apitoria Pharma Private Limited, both wholly owned subsidiaries of the Company, with Hon’ble NCLT, Hyderabad has been approved by the board of directors of the respective companies, and also the Company. The disclosure pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and Part A of Schedule III of the aforesaid regulations, is attached as Annexure. The Board meeting commenced at 4:15 p.m and concluded at 6:00 p.m. Please take the information on record. Thanking you, Yours faithfully, For AUROBINDO PHARMA LIMITED B. Adi Reddy Company Secretary Encl.: Annexure Corp. Off.: Galaxy, Floors: 22-24, Plot No.1, Survey No.83/1, Hyderabad Knowledge City, Raidurg Panmaktha, Ranga Reddy District, Hyderabad – 500 032, Telangana, India. Tel : +91 40 6672 5000 / 6672 1200 Fax: +91 40 6707 4044. Regd. off.: Plot No. 2, Maithrivihar, Ameerpet, Hyderabad - 500 038 Telangana., India Tel: +91 40 2373 6370/ 2374 7340 Fax: +91 40 2374 1080 / 2374 6833 Email: info@aurobindo.com Website: www.aurobindo.com Annexure a) Name of the entity(ies) forming part of the Auroactive Pharma Private Limited (Auroactive Pharma), a amalgamation/merger, details in brief such wholly owned subsidiary of the Company, is the Transferor as, size, turnover etc.; Company which was incorporated in India on January 9th, 2020. Apitoria Pharma Private Limited (Apitoria Pharma), a wholly owned subsidiary of the Company, is the Transferee Company, which was incorporated in India on December 20th, 2017. The turnover of Auroactive Pharma and Apitoria Pharma for the financial year ended March 31st 2026 is as under: Name of the company Turnover for FY 2026 (INR million) Auroactive Pharma 701.3 Apitoria Pharma 64,430.8 b) Whether the transaction would fall within Auroactive Pharma and Apitoria Pharma are wholly owned related party transactions? If yes, whether the subsidiaries of the Company and related parties to each same is done at “arm’s length”; other. The transaction is at an arm’s length price based on valuation report obtained from an independent registered valuer. It may be noted that since the transaction is between two wholly owned subsidiaries of the Company, it is exempt from the applicability of provisions of Regulations 23(2), (3) and (4) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. Further, as per the Ministry of Corporate Affairs Circular No. 30/2014 dated 17th July 2014, it is clarified that transactions arising out of Compromises, Arrangements and Amalgamations under the Companies Act, 2013, do not attract the requirements of Section 188 of the Companies Act, 2013. c) Area of business of the entity(ies); Both the Companies are engaged in the manufacture of active pharmaceutical ingredients. Corp. Off.: Galaxy, Floors: 22-24, Plot No.1, Survey No.83/1, Hyderabad Knowledge City, Raidurg Panmaktha, Ranga Reddy District, Hyderabad – 500 032, Telangana, India. Tel : +91 40 6672 5000 / 6672 1200 Fax: +91 40 6707 4044. Regd. off.: Plot No. 2, Maithrivihar, Ameerpet, Hyderabad - 500 038 Telangana., India Tel: +91 40 2373 6370/ 2374 7340 Fax: +91 40 2374 1080 / 2374 6833 Email: info@aurobindo.com Website: www.aurobindo.com d) Rationale for amalgamation/ merger • The amalgamation is proposed to consolidate API businesses under a single entity • Improve the operational efficiency, optimise capacity utilisation of the Auroactive facility • Simplification of the Group’s corporate structure e) In case of cash consideration – amount or The total equity share capital of Auroactive Pharma Private otherwise share exchange ratio; Limited is INR 247,00,00,000 consisting of 24,70,00,000 equity shares of INR 10 each. 97 equity shares of Apitoria Pharma Private Limited having face value of INR 10 fully paid up shall be issued for every 10,000 equity shares of Auroactive Pharma Private Limited having face value of INR 10 each fully paid up. Accordingly, 23,95,900 equity shares of INR 10 each of Apitoria Pharma Private Limited shall be issued. f) Brief details of change in shareholding Not applicable. pattern (if any) of listed entity. The Scheme is between the wholly owned subsidiaries of the Company. The Company is not a party to the Scheme of Amalgamation and the shareholding pattern of the Company remains unchanged. Corp. Off.: Galaxy, Floors: 22-24, Plot No.1, Survey No.83/1, Hyderabad Knowledge City, Raidurg Panmaktha, Ranga Reddy District, Hyderabad – 500 032, Telangana, India. Tel : +91 40 6672 5000 / 6672 1200 Fax: +91 40 6707 4044. Regd. off.: Plot No. 2, Maithrivihar, Ameerpet, Hyderabad - 500 038 Telangana., India Tel: +91 40 2373 6370/ 2374 7340 Fax: +91 40 2374 1080 / 2374 6833 Email: info@aurobindo.com Website: www.aurobindo.com