Novartis India Limited's Board of Directors convened on March 27, 2026, to address significant leadership transitions and governance matters. The meeting, which commenced at 09:30 A.M. (IST) and concluded at 10:00 A.M. (IST), resulted in key decisions regarding director appointments and tenure completions pursuant to Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Board Approves New Independent Director Appointment

The board approved the appointment of Ms. Gowree Gokhale as an Additional Director, designated as Non-Executive and Independent Director, based on the Nomination and Remuneration Committee's recommendation. The appointment details are structured as follows:

Ms. Gowree Gokhale brings extensive legal expertise to the board, with over 30 years of diverse experience spanning Intellectual Property, Data Protection, Consumer Protection, Mergers & Acquisitions, Joint Ventures, and Competition Law. She is a distinguished Solicitor of the Bombay Incorporated Law Society, holding an L.L.M from Mumbai University with specialization in Intellectual Property, Labour, Tax, and Consumer Protection laws, along with a Diploma in Taxation Laws from the University of Pune.

Professional Background and Expertise

Ms. Gokhale's professional journey includes a significant 22-year association with Nishith Desai Associates, where she co-led the Pharma and Medical Devices practice areas. Currently, she operates her own independent chamber practice. Her expertise spans multiple industries including Pharma, Healthcare, Telecom, E-Commerce, AI, Fintech, Gaming, Media, and Entertainment.

Her notable contributions include:

• Serving on the Consumer Affairs Ministry's task force addressing digital dark patterns, greenwashing, and surrogate advertising
• Acting as Special Advisor to FICCI's Privacy and Data Security Committee
• Working as Legal & Policy Expert (Consultant) with the Advertising Standards Council of India
• Publishing research papers and articles extensively
• Serving as visiting faculty at leading law colleges and institutes

Leadership Transition: Ms. Sandra Martyres Completes Tenure

Simultaneously, the board acknowledged the completion of Ms. Sandra Martyres' second and final term as Independent Director. Her tenure details are outlined below:

The Board of Directors placed on record their deep appreciation and gratitude for the significant contributions made by Ms. Sandra Martyres during her tenure as Independent Director.

Postal Ballot Approval

The board approved a draft notice for Postal Ballot to seek shareholder approval for Ms. Gowree Gokhale's appointment as Non-Executive Independent Director for the specified 5-year term from April 01, 2026, to March 31, 2031.

Regulatory Compliance

The announcements were made pursuant to Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, and relevant SEBI circulars. The company confirmed that Ms. Gowree Gokhale is not debarred from holding the office of Director by virtue of any SEBI order or other authority, and that she is not related to any existing Director of the Company.

Novartis India Limited has officially received the Draft Letter of Offer from Axis Capital Limited, the manager for the ongoing open offer, marking another significant step in the acquisition process initiated by a consortium of investors.

Open Offer Details

The Draft Letter of Offer, dated March 05, 2026, was submitted by Axis Capital Limited in its capacity as the manager for the open offer. This development follows the structured timeline established by the acquiring consortium for the proposed acquisition.

Acquiring Consortium Structure

The open offer is being made by a consortium of three primary acquirers working together with additional persons acting in concert:

Primary Acquirers:

• WaveRise Investments Limited (Acquirer 1)
• ChrysCapital Fund X, the first scheme of ChrysCapital Trust I, a category II Alternative Investment Fund registered with SEBI (Acquirer 2)
• Two Infinity Partners (Acquirer 3)

Persons Acting in Concert:

• ChrysCapital X, LLC (PAC 1)
• OceanEdge Investments Limited (PAC 2)

Timeline of Events

The acquisition process has followed a systematic approach with key milestones clearly documented:

Regulatory Compliance

The communication to BSE was signed by Chandni Maru, Company Secretary and Compliance Officer (Membership No: A60291), ensuring proper regulatory compliance. The company has clarified that this submission is purely for information and record purposes, maintaining transparency with stakeholders and regulatory authorities throughout the acquisition process.