Zydus Lifesciences Limited board of directors has formally reviewed and commented on penalties levied by BSE and NSE for technical non-compliance with board meeting intimation requirements under SEBI regulations.

Penalty Details and Background

Both BSE and NSE imposed penalties of ₹11,800 each (including GST) on the company through notices dated December 15, 2025. The penalties were levied for technical non-compliance with Regulation 29 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

The non-compliance related to insufficient prior intimation for a board meeting held on November 6, 2025, which was convened to consider a fund-raising exercise. Under Regulation 29, companies must provide at least two working days' advance notice to exchanges, excluding both the intimation date and meeting date.

Timeline and Compliance Issue

Zydus Lifesciences had provided meeting intimation to both exchanges on November 3, 2025. However, a discrepancy arose regarding the interpretation of working days due to different holiday calendars.

The company considered November 5, 2025, as a working day based on the RBI holiday list for Ahmedabad, where its registered office is located. However, the exchanges treated it as a holiday due to the trading holiday in Mumbai on account of Prakash Gurpurb Sri Guru Nanak Dev.

Board's Response and Analysis

At the board meeting held on February 9, 2026, directors reviewed the notices dated December 15, 2025, and the company's replies dated December 29, 2025. The board made several key observations:

• The technical non-compliance was inadvertent, resulting from different interpretations of holiday calendars between Ahmedabad and Mumbai
• The company acted in good faith with no intention to deviate from regulatory requirements
• Legal counsel's interpretation contributed to the technical error
• The company maintains a robust compliance framework

Penalty Payment and Compliance Measures

The company has paid both penalties within the prescribed timeline as specified in the exchange notices. The board confirmed that replies were submitted to both exchanges on December 29, 2025, acknowledging the penalty payments.

Key compliance actions taken include:

• Payment of ₹11,800 to BSE within prescribed timeline
• Payment of ₹11,800 to NSE within prescribed timeline
• Formal acknowledgment to both exchanges
• Implementation of strengthened processes to prevent future technical non-compliances

Corporate Governance Commitment

The board emphasized that the company has consistently endeavored to comply with applicable rules and regulations in their true letter and spirit. Despite this inadvertent technical error, Zydus Lifesciences has undertaken necessary steps to strengthen its compliance processes.

The board reaffirmed its commitment to strong governance and regulatory adherence, ensuring that such technical discrepancies are avoided in future through enhanced process controls and clearer interpretation guidelines for holiday calendars across different locations.

Zydus Lifesciences Limited has formally announced the superannuation of a key senior management personnel, marking a significant leadership transition within the pharmaceutical company. The announcement pertains to Mr. Manoj Kumar Kamra, who served as Senior Vice President-Corporate Affairs, and represents part of the company's ongoing compliance with regulatory disclosure requirements.

Superannuation Details

The company disclosed that Mr. Manoj Kumar Kamra has superannuated from his position as Senior Vice President-Corporate Affairs, with the cessation taking effect from the closing working hours of January 31, 2026. The superannuation represents a natural conclusion to his tenure in the senior management role.

Regulatory Compliance

The announcement was made in strict adherence to Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015. The disclosure also references SEBI circulars dated November 11, 2024, and December 31, 2024, ensuring full compliance with the latest regulatory guidelines for senior management changes.

The formal communication was filed with both major stock exchanges where the company's shares are listed:

• BSE Limited (Code: 532321)
• National Stock Exchange of India Limited (Code: Zyduslife)

Corporate Governance

The disclosure was officially signed and submitted by Dhaval N. Soni, Company Secretary and Compliance Officer (Membership No. FCS7063), on January 31, 2026. The digital signature timestamp shows 16:59:37 +05'30', demonstrating the company's commitment to timely regulatory reporting.

The announcement includes comprehensive annexure details as required under the listing regulations, providing transparency regarding the nature and timing of the senior management change. This structured approach reflects the company's adherence to corporate governance standards and regulatory compliance protocols.