Cipla Limited has notified stock exchanges about a revision in its Environmental, Social, and Governance (ESG) rating for the financial year 2024-25. The pharmaceutical company disclosed that NSE Sustainability Ratings & Analytics Limited, a SEBI registered ESG Rating Provider, has lowered the company's ESG rating from 66 to 65.

ESG Rating Revision Details

The rating revision was communicated through a formal intimation to multiple stock exchanges on 26th February, 2026, in compliance with Regulation 30 read with Schedule III of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The company also referenced SEBI Circular no. HO/49/14/14(7)2025-CFD-POD2/I/3762/2026 dated 30th January, 2026 in its disclosure.

Potential Impact Factor

Cipla has indicated that the ESG rating revision is potentially due to a product recall by Cipla USA Inc., a wholly owned subsidiary of the company. This product recall occurred in January 2026, which appears to have influenced the rating assessment for the current financial year.

Regulatory Compliance

The disclosure was made to three key exchanges and regulatory bodies:

• BSE Limited (Scrip Code: 500087)
• National Stock Exchange of India Limited (Scrip Code: CIPLA)
• Societe de la Bourse de Luxembourg

The intimation was signed by Rajendra Chopra, Company Secretary, and digitally authenticated on 26th February, 2026 at 17:08:34 +05'30'. This formal communication ensures compliance with mandatory disclosure requirements for ESG rating changes under current regulatory frameworks.

Cipla Limited has announced a postal ballot seeking shareholder approval for key leadership appointments, including the appointment of Mr Achin Gupta as Managing Director and Global Chief Executive Officer effective 1st April, 2026.

Key Resolutions for Shareholder Approval

The postal ballot notice dated 23rd February, 2026 includes four resolutions requiring member approval:

Executive Compensation Structure

The proposed remuneration package for Mr Achin Gupta includes comprehensive compensation components:

Fixed Compensation

Stock-Based Compensation

Mr Gupta will be eligible for stock options and stock appreciation rights with specific value limits:

• First Year: Up to INR 7.00 crore
• Subsequent Years: Up to INR 20.00 crore annually
• Total Five-Year Cap: INR 60.00 crore

The stock-based benefits will be allocated in a 45:55 ratio between stock options and stock appreciation rights under the company's existing employee schemes.

Leadership Background and Experience

Mr Achin Gupta brings extensive pharmaceutical industry experience to the role. He holds an M.Tech degree in Biochemical Engineering and Biotechnology from IIT Delhi and an MBA from IIM Ahmedabad. Currently serving as Global Chief Operating Officer since 1st February, 2025, he previously led Cipla's One India Business as CEO from 2021.

Under his leadership of the India business, Cipla achieved strong profitability with market-leading revenue growth and consolidated its number one position in volume market share across the India pharmaceutical market, according to IQVIA TSA data. He was recognized as India Pharma CEO of the year at the Economic Times RE Pharma Summit, 2025.

Voting Timeline and Process

Shareholders can participate in the decision-making process through remote e-voting:

The notice is being sent electronically to members whose email addresses are registered with the company or depositories as of the cut-off date.

Independent Director Re-appointment

The ballot also seeks approval for re-appointing Mr Prathivadibhayankara Rajagopalan Ramesh as Independent Director for a second five-year term from 1st July, 2026 to 30th June, 2031. As Mr Ramesh will attain 75 years of age during this term, special resolution approval is required under SEBI regulations.

Mr Ramesh, a Fellow Member of ICAI with over 40 years of professional experience, previously served as Director of Deloitte & Touche and has been associated with various regulatory and industry bodies including SEBI committees and the Bombay Chamber of Commerce.

Severance and Termination Provisions

The employment agreement includes comprehensive severance provisions. In case of termination without cause or due to change in control, Mr Gupta would be entitled to:

• Within 24 months: 12 months fixed pay plus variable bonus
• After 24 months: Six months fixed pay or remainder term (whichever is lower) plus variable bonus
• Additional compensation: Up to INR 20,00,00,000 considering unvested stock benefits

The appointment requires approval through ordinary resolutions for the directorship and remuneration matters, while the independent director re-appointment requires a special resolution. The company has appointed BNP & Associates as scrutinizer for the e-voting process.