Your Directors are pleased to present the annual report and audited statement of accounts of the Company for the year ended March 31,2026.

1. FINANCIAL RESULTS

The summary of financial performance of the Company for the year under review is given below:

DIVIDEND

Your Directors recommend a dividend of ' 24/- (300%) per equity share of ' 8/- each for the financial year ended March 31, 2026.

DIVIDEND DISTRIBUTION POLICY

In terms of Regulation 43A of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 as amended ("SEBI Listing Regulations"), the Company has formulated a Dividend Distribution Policy which details various considerations based on which the Board may recommend or declare Dividend. The Policy is available on the website of the Company at https:// www.rpglifesciences.com/website/download document.phpRs.case=FA RPGLS&a = Dividend%20 Distribution%20Policy.pdf&folder=policies

TRANSFER TO RESERVES

The Company has not transferred any sum to the General Reserve during the financial year ended March 31,2026.

OPERATIONS

The Company earned a total income of ' 733.06 crores for the year as compared to ' 666.11 crores during the previous year and the profit before exceptional items and tax of ' 150.30 crores as compared to ' 150.28 crores during the previous year.

On a consolidated basis, the Company reported total income of Rs.733.10 crore and profit before exceptional items and tax of Rs.150.30 crore for the year.

The increase in sales and net profit was driven by improved performance of the Domestic Formulations business.

The Company's Formulation facility at Ankleshwar, Plant (F1) has WHO GMP (India), Nigeria, Philippines FDA GMP clearance and Kenya Health Authority certification and Plant (F2) has WHO GMP (India), EU GMP (Hamburg Health Authority, Germany), TGA Australia GMP clearance, Thai FDA GMP clearance, Health Canada Drug Establishment License, Kenya, Ethiopia, Nigeria and Sudan Health Authority certifications. API facility at Navi Mumbai plant has WHO GMP (India), TGA Australia and PMDA Japan GMP certifications.

Domestic Formulations Business:

Performance

During the year under review, the Domestic Formulations business achieved sales revenue of ' 483.5 crores, higher by 13.8% over the previous year. The growth was driven by higher prescription generation, augmented product portfolio through new product launches and line extensions and control on sales hygiene and market inventories. The Company continued to focus on rejuvenation of its product portfolio by host of measures

such as diligent life cycle management of the legacy brands, increasing new launches in chronic and specialty therapies such as Cardiovascular-metabolic, Urology, Oncology, Nephrology, Rheumatology, Gastroenterology and Dermatology and by entering clinical Dermatology, Orthopedic and Critical Care segments. The Company also continued expanding customer coverage in targeted segment as well as in-clinic effectiveness of the field force through extensive scientific training, innovative product demonstrations, emphasis on focus brands and innovative promotional strategies.

Outlook

The Company will continue its emphasis on product portfolio rejuvenation by building chronic and specialty portfolios. The Company will also continue its strategy of building brand assets through life cycle management by introducing line extensions, deepening customer coverage in targeted therapies, skill building of field force and control of sales hygiene parameters.

International Formulations Business:

Performance

The International Formulations business achieved sales revenue of ' 123.43 crores in FY 26, registering a de-growth of 6.7% over the previous year due to inventory norms rationalization. The business has its footprints across geographies of UK, Australia, Canada, Myanmar, Germany, Colombia, Philippines, Vietnam, Mauritius, Chile, South Africa, Kenya, Mexico etc. The Company focused on expanding the business through strategic partnerships in India and with existing customers in EU, Canada, Middle East, Asia and Latin America as well as targeting new customers and new products. An existing product was submitted for registration in a new market viz. Croatia, Dominic Republic, Trinidad and Tabago, an application for registration of a new product was filed with Medicines and Healthcare products Regulatory Agency (MHRA), UK. The Company has received product approval in UAE, Bolivia and Guatemala. The Company has also received approval for Abbreviated New Drug Submission (ANDS) from Health Canada for a new product viz. Naproxen 220 mg.

Outlook

The International Formulations business is focused on increasing the penetration of existing and new products in multiple countries within EU as well as expanding its product offerings in UK, Australia, Canada, Myanmar and other emerging markets. The Company is also actively scouting for opportunities for geographic expansion through strategic partnerships in various international markets like EU, Canada, Latin America, Sri Lanka, Vietnam, Philippines, Thailand and increasing the penetration of the current product assets.

Active Pharmaceutical Ingredients (API/Bulk Drugs) Business:

Performance

The API business achieved sales of ' 95.06 crores, growing 5.3% over the previous year. Key APIs for the Company include Quinfamide, Azathioprine, Haloperidol, Risperidone, Propantheline Bromide, Lercanidipine, etc.

Outlook

API business continues to be of strategic importance in the overall growth of the Company. Backward integration in products ensures lesser dependency on procuring APIs from external sources and increased reliability of supplies thus playing a crucial role in the current competitive environment. The Government's focus on developing APIs and reducing dependence on imports furthers the strategic importance of the business.

6. INDIAN ACCOUNTING STANDARDS (IND AS)

As notified by the Ministry of Corporate Affairs, the Company adopted Indian Accounting Standards ('Ind AS') with effect from April 01, 2017.

7. ANNUAL RETURN

Pursuant to Sections 92 and 134 of the Companies Act, 2013 read with Rule 12 of the Companies (Management and Administration) Rules, 2014, the Annual Return as on March 31, 2026, is available on Company's Website https://www.rpglifesciences.com/website/agm and postal ballot.php

8. COMPLIANCE WITH SECRETARIAL STANDARDS

The Company has devised adequate system to ensure compliance with the applicable Secretarial Standards issued by the Institute of Company Secretaries of India.

9. MEETINGS OF THE BOARD

The details of Board Meetings held during the year are given in the Corporate Governance Report.

10. MEETINGS OF AUDIT COMMITTEE

The details of Audit Committee meetings and composition of the Committee are given in the Corporate Governance Report.

11. DIRECTORS' RESPONSIBILITY STATEMENT

The Directors confirm that -

a) i n the preparation of the annual accounts for the financial year ended March 31,2026, the applicable accounting standards had been followed and there was no material departures;

b) the Directors had 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 at the end of the financial year as at March 31,2026 and of the profit and loss of the Company for that period;

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

d) the Directors had prepared the annual accounts on a going concern basis;

e) the Directors, had laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and were operating effectively;

f) the Directors had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

12. STATEMENT ON DECLARATION OF INDEPENDENT DIRECTORS

The Company has received declaration from each of the Independent Directors under Section 149 (6) and (7) of the Companies Act, 2013 and Regulation 16 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 as amended from time to time. There has been no change in the circumstances affecting their status as Independent Directors of the Company.

The Board is of the opinion that the Independent Directors of the Company possess requisite qualifications, experience and expertise and they hold highest standards of integrity. As per the proviso to Rule 6(4) of the Companies (Appointment and Qualification of Directors) Rules, 2014, all the Independent Directors of the Company are exempted from undertaking the online proficiency self-assessment test.

13. PECUNIARY RELATIONSHIP OR TRANSACTIONS OF THE NON-EXECUTIVE DIRECTORS AND DISCLOSURES ON THE REMUNERATION OF THE DIRECTORS

All pecuniary relationship or transactions of the NonExecutive Directors vis-a-vis the Company, along with criteria for such payments and disclosures on the remuneration of the Directors along with their shareholding are disclosed in Corporate Governance Report which forms part of this Report.

14. NOMINATION AND REMUNERATION POLICY

The Company's policy on Directors' appointment and remuneration, including criteria for determining qualifications, positive attributes, independence of a Director and other matters provided under Section 178 (3) is annexed with this Report as Annexure A.

15. EXPLANATION AND COMMENTS ON STATUTORY AUDIT AND SECRETARIAL AUDIT REPORT

There is no qualification, disclaimer, reservation or adverse remark made by the Statutory Auditors in Auditor's Report.

As per the provisions of Section 143 (12) of the Companies Act, 2013 read with Rule 13 of the Companies (Audit & Auditors) Rules, 2014, the Statutory Auditors have not reported any instances of fraud to the Central Government and/or Audit Committee.

Further, there is no qualification, disclaimer, reservation or adverse remark made by the Practicing Company Secretary in its Audit Report.

16. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS

The Loans, Guarantees and Investments made by the Company are within the limits prescribed under the provisions of Section 186 of the Companies Act, 2013 and the details are given in the notes to the Financial Statements. There was no application made during the year nor any proceeding was pending under the Insolvency and Bankruptcy Code, 2016 at the end of the financial year.

During the year, the Company has made an investment of '34.77 crores in equity share capital of RPG Active Pharma Limited, a Wholly Owned Subsidiary of the Company.

17. RELATED PARTY TRANSACTIONS

There were no contracts or arrangements or transactions entered into by the Company with related parties referred to in sub-section (1) of Section 188 of the Companies Act, 2013 during the course of business which were not at arm's length basis. Suitable disclosure as required by the Indian Accounting Standards (IND AS 24) has been made in the notes to the Financial Statements. The policy on Related Party Transactions as approved by the Board is uploaded on the Company's website www.rpglifesciences.com.

18. MATERIAL CHANGES AND COMMITMENTS, IF ANY AFFECTING THE FINANCIAL POSITION OF THE COMPANY

There are no material changes and commitments, affecting the financial position of the Company which have occurred between the end of the financial year on March 31, 2026 to which the financial statements relate and the date of this report.

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

The particulars as required under Section 134(3) (m) of the Companies Act, 2013 read with Rule 8 (3) of Companies (Accounts) Rules, 2014, are given in Annexure B to this report.

20. RISK MANAGEMENT

The details of Risk Management Committee (RMC) and its terms of reference are set out in the Corporate Governance Report.

The Company has a robust Risk Management framework to identify, evaluate business risks and opportunities. This framework seeks to create transparency, minimize adverse impact on the business objectives and enhance the Company's competitive advantage.

The business risk framework defines the risk identification and its management approach across the enterprise at various levels including documentation and reporting. The framework help in identifying risks trend, exposure and potential impact analysis at Company's business.

21. SUSTAINABILITY AND CORPORATE SOCIAL RESPONSIBILITY (SCSR)

In accordance with the provisions of Section 135 read with Schedule VII of the Companies Act, 2013 the Company, as a part of its Corporate Social Responsibility ("CSR") initiative, has adopted a CSR Policy outlining various CSR activities to be undertaken by the Company in the area of health, water, sanitation, promoting education, skill development, etc. The CSR policy of the Company is available on the Company's website i.e. https://www.rpglifesciences.com/website/ code policies forms.php under 'Investors' tab.

During the year under review, the Company has contributed '243 lakhs to RPG Foundation, the implementing agency towards CSR activities which was spent in entirety by the implementing agency on the approved projects pursuant to the CSR rules.

The Board has constituted a SCSR Committee inter alia to recommend on the CSR projects/ programs, the amount on each CSR activity, and to monitor such CSR activities, and review sustainability initiatives being undertaken by the Company. The report on CSR activities as required under the Companies (Corporate Social Responsibility Policy) Rules, 2014 is set out as Annexure C.

22. DIRECTORS AND KEY MANAGERIAL PERSONNEL

Mr. Harsh V Goenka (DIN: 00026726) and

Mr. Manoj Maheshwari (DIN:00012341) Non-Executive Directors retires by rotation and being eligible offers themselves for re-appointment at the ensuing Annual General Meeting.

During the year under review, the Members at the 18th Annual General Meeting held on July 16, 2025, approved the appointment of Ms. Vasundhara Patni (DIN:05015021) as Non Executive Non Independent Director with effect from April 28, 2025, Mr. Yugal Sikri (DIN:07576560) as Non Executive Non Independent

Director with effect from May 1, 2025 on expiry of his term as the Managing Director of the Company on April 30, 2025 and appointment of Mr. Ashok Nair (DIN:07906710) as Managing Director of the Company for a term of 3 years from May 1,2025 to April 30, 2028.

Pursuant to recommendations of the Nomination and Remuneration Committee, the Board at its meeting held on April 29, 2026, approved appointment of Dr. Pratit Samdani (DIN:10139232) as Additional and Independent Director, who is not liable to retire by rotation, for the term of 5 consecutive years with effect from April 29, 2026 to April 28, 2031, subject to approval of the members at the ensuing Annual General Meeting.

Further in the opinion of the Board, he possess the requisite qualification, experience and expertise and holds the highest standard of integrity.

Details of the said Director are mentioned in the Explanatory Statement under Section 102 of the Companies Act, 2013 of the Notice of 19th Annual General Meeting.

Mr. Vishal Shah resigned as Chief Financial Officer of the Company with effect from close of business hours on October 23, 2025. Mr. Amol Lone was appointed as the Chief Financial Officer of the Company w.e.f. December 15, 2025.

As on date of this report, Mr. Ashok Nair, Managing Director, Mr. Amol Lone, Chief Financial Officer and Mr. Rajesh Shirambekar, Head - Legal and Company Secretary are the Key Managerial Personnel of the Company within the meaning of Section 203 of the Companies Act, 2013.

23. SUBSIDIARY COMPANY

The highlights of performance of subsidiary Company and its contribution to the overall performance is included in the Form AOC-1, Consolidated Financial Statements section in this Annual Report, in accordance with the provisions, inter-alia, under section 129 of the Act read with Rule 5 of the Companies (Accounts) Rules, 2014. The Company has only one subsidiary viz RPG Active Pharma Limited (RPG AP). However, RPG AP did not commence operations and thus no income is being reported for FY 2025-26.

Pursuant to the provisions of Section 136 of the Act, the Financial Statements of this subsidiary are uploaded on the website of the Company i.e. www.rpglifesciences. com under 'Investors' tab. Further, in terms of the SEBI Listing Regulations, the Company has formulated a policy for determining its material subsidiaries and the same is available on the website of the Company at https://www.rpglifesciences.com/website/code policies forms.php

24. CONSOLIDATED FINANCIAL STATEMENTS

In accordance with the section 129(3) of the Act and Regulation 34(2) of the SEBI Listing Regulation, the Consolidated Financial Statements of the Company, including the financial details of the subsidiary company form part of this Annual Report.

The Consolidated Financial Statements have been prepared in accordance with the Accounting Standards prescribed under Section 133 of the Act.

25. FIXED DEPOSITS

The Company has not accepted any fixed deposit from the public during the year under review under Chapter V of the Companies Act, 2013. As on March 31, 2026, no deposit was lying unclaimed or unpaid with the Company.

26. SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR TRIBUNALS IMPACTING THE GOING CONCERN STATUS

There are no significant and material orders passed by the Regulators or Courts or Tribunals impacting the going concern status and Company's operations in future.

27. CHANGE IN THE NATURE OF BUSINESS

During the year under review, there was no change in the nature of business.

28. INTERNAL FINANCIAL CONTROL

Details in respect of adequacy of internal financial controls with reference to the Financial Statements are stated in Management Discussion and Analysis which forms part of this Annual Report.

29. INFORMATION PURSUANT TO SECTION 197 (12) OF THE COMPANIES ACT, 2013 AND RULE 5 OF THE COMPANIES (APPOINTMENT AND REMUNERATION OF MANAGERIAL REMUNERATION) RULES, 2014

Notes:

* The percentage increase in the median remuneration of employee has been calculated after excluding Managing Director's remuneration.

**. Ms. Vasundhara Patni was appointed as Non-Executive Non-Independent Director of the Company w.e.f. April 28, 2025.

*** Mr. Ashok Nair was appointed as the Managing Director of the Company w.e.f. May 1, 2025. Mr. Yugal Sikri ceased to be a Managing Director of the Company upon completion of his term on April 30, 2025, and continues on the Board as Non-Executive Non-Independent Director of the Company w.e.f. May 1,2025. Further, in FY 2025-26 the remuneration paid to Mr. Sikri includes remuneration as Managing Director for one month and sitting fees plus commission for rest of the year.

# Mr. Vishal Shah resigned from the position of Chief Financial Officer with effect from close of business hours on October 23, 2025 and Mr. Amol Lone was appointed as Chief Financial Officer w.e.f. December 15, 2025.

## Directors' remuneration includes commission and sitting fees for FY 2025-26. While Commission is determined based on the contribution and tenure served by Non-executive Directors during the year, the sitting fees are paid based on the number of meetings of Board and Committee attended by them respectively.

30. WHISTLE BLOWER POLICY

The Audit Committee's terms of reference inter-alia include vigil mechanism which also incorporates a Whistle Blower Policy in terms of Section 177(10) of the Companies Act, 2013 and Regulation 22 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The Company has adopted Whistle Blower Policy. The Whistle Blower mechanism provides for Directors and employees to report concerns about unethical behavior, actual or suspected fraud or violation of Company's Code of Governance and Ethics. The Whistle Blower Policy is uploaded on the Company's website www.rpglifesciences.com.

31. FAMILIARISATION PROGRAMMES FOR INDEPENDENT DIRECTORS

The Company conducts familiarization program for Independent Directors and the details are uploaded on the website of the Company on the below mentioned link: https://www.rpglifesciences.com/website/code policies forms.php

32. FORMAL ANNUAL EVALUATION OF BOARD AND ITS COMMITTEES

Pursuant to provisions of Section 134 of the Companies Act, 2013, the Nomination and Remuneration Committee laid down a criteria for evaluating Board effectiveness by assessing performance of the Board as a whole, performance of individual Director and Committees of the Board namely Audit Committee, Nomination and Remuneration Committee, Stakeholders Relationship Committee, Sustainability and Corporate Social Responsibility Committee and Risk Management Committee. The Board approved the criteria laid down by Nomination and Remuneration Committee for evaluating Board effectiveness and engaged a third party agency to conduct Board effectiveness survey during the year under review. The Board has carried out annual performance evaluation of its own performance, the Directors individually and of its Committees as mandated under the Act and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

33. AUDITORS

Statutory Auditors:

The members of the Company at its Annual General Meeting held on July 29, 2022 appointed M/s. SRBC & Co. LLP, Chartered Accountants (Firm Registration No. 324982E/E300003), as Statutory Auditors of the Company, for a period of 5 (five) consecutive years from the conclusion of Fifteenth Annual General Meeting till the conclusion of Twentieth Annual General Meeting. The auditors confirmed that their appointment shall be in compliance with Sections 139 and 141 of the Companies Act, 2013.

Internal Auditors:

M/s PricewaterhouseCoopers Services LLP were reappointed as the Internal auditors of the Company in accordance with Section 138 of the Companies Act, 2013. M/s PricewaterhouseCoopers Services LLP undertook the internal audit of the Company as prescribed under the Act.

Secretarial Auditors:

The members of the Company at its Annual General Meeting held on July 16, 2025 appointed M/s. Parikh Parekh & Associates, Practicing Company Secretaries, as the Secretarial Auditors of the Company for conducting secretarial audit of the Company for a term of five (5) consecutive years commencing from April 1, 2025 till March 31,2030.

The Secretarial Audit Report required pursuant to subsection (3) of Section 134 and Section 204 (1) of the Companies Act, 2013, is given in Annexure D to this report.

Cost Auditors:

The Company maintains cost records as specified by the Central Government under sub-section (1) of Section 148 of the Companies Act, 2013.

Pursuant to the provisions of Section 148(3) of the Companies Act, 2013, M/s. Kirit Mehta & Co. (Registration No. 000353), Cost Accountants, was appointed to conduct audit of cost records of Pharmaceutical Activities for the year ended March 31,2026. Cost Audit reports would be submitted to the Central Government within the prescribed time. Pursuant to Rule 6 of the Companies (Cost Records and Audit) Rules, 2014, cost audit reports for Pharmaceutical Activities for the year ended March 31,2025 was filed with the Central Government on August 22, 2025.

34. EMPLOYEES STOCK OPTION PLAN

The Company has no employee stock option scheme.

35. PARTICULARS OF EMPLOYEES AND RELATED DISCLOSURES

The particulars of employees in compliance with the provisions of Section 134 (3) (q) read with Rule 5 (2) and 5 (3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 will be provided to the shareholder upon request. The said information is open for inspection and any Member interested in obtaining a copy of the same may write to the Company.

36. MANAGEMENT DISCUSSION AND

ANALYSIS, BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORT AND CORPORATE GOVERNANCE REPORT

In compliance with Regulation 34 read with Schedule V of SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015, Management Discussion and Analysis, Business Responsibility and Sustainability Report and Corporate Governance Report, as approved by the Board of Directors, together with a certificate from a Practicing Company Secretary confirming the compliance with the requirements of Corporate Governance policies are set out in the Annexures forming part of this annual report.

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

The Company has in place an Anti-Sexual Harassment Policy in line with the requirements of the Sexual Harassment of Women at the Workplace (Prevention, Prohibition and Redressal) Act, 2013. Internal Complaints Committee has been set up to redress complaints. The following are the details of the complaints for FY 2025-26:

38. COMPLIANCE UNDER MATERNITY BENEFITS ACT, 1961

The Company has complied with the provisions relating to the Maternity Benefit Act, 1961.

39. MATERIAL TRANSACTIONS WITH RELATED PARTIES

The Company has not entered into any transaction with related parties during the year under review which requires reporting in Form AOC-2 in terms of Companies Act, 2013 read with Companies (Accounts) Rules, 2014.

40. SAFETY

The Company conducts Safety audit and Environment audit regularly through competent authorities for its manufacturing facilities located at Navi Mumbai and Ankleshwar. The Company also organises various safety awareness programmes to impart safety training to its employees.

41. APPRECIATION

Your Directors record their appreciation of the valuable services rendered by all employees of the Company and their gratitude to the banks for their assistance and to the Company's shareholders, customers and suppliers for their continued support.