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RDY

Dr. Reddy's Laboratories Ltd. 8-2-337, Road No. 3, Banjara Hills, Hyderabad - 500 034, Telangana, India. CIN: L85195TG1984PLC004507 Tel :+91 40 4900 2900 Fax :+91 40 4900 2999 Email :mail@drreddys.com www.drreddys.com

Key Takeaway: Dr. Reddy's Laboratories Ltd. 8-2-337, Road No. 3, Banjara Hills, Hyderabad - 500 034, Telangana, India. CIN: L85195TG1984PLC004507 Tel :+91 40 4900 2900 Fax :+91 40 4900 2999 Email :mail@drreddys.com www.drreddys.com Ref.: Scrip Code: 500124 (BSE), DRREDDY (NSE), RDY (NYSE

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Dr. Reddy's Laboratories Ltd. 8-2-337, Road No. 3, Banjara Hills, Hyderabad - 500 034, Telangana, India. CIN: L85195TG1984PLC004507
Tel :+91 40 4900 2900
Fax :+91 40 4900 2999
Email :mail@drreddys.com
www.drreddys.com
Ref.: Scrip Code: 500124 (BSE), DRREDDY (NSE), RDY (NYSE)
Subject: Outcome of National Company Law Tribunal Convened Meetings of the Equity Shareholders and Unsecured Creditors of Dr. Reddy's Laboratories Limited (the "Company") and their voting results
Kindly refer to our letter dated November 30, 2019 in relation to the meetings of Equity Shareholders and Unsecured Creditors of the Company held on Thursday, January 2, 2020, at 11:00 A.M. & 3:00 P.M. respectively. Pursuant to Regulation 44 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and the Order of the Hon'ble National Company Law Tribunal (NCLT), Hyderabad Bench at Hyderabad ("Tribunal") dated November 22, 2019, we submit the following:
We further wish to inform that, as per the Scrutinizers' reports the Equity Shareholders and Unsecured Creditors of the Company, at their respective meetings held on January 2, 2020 have approved the proposed Scheme of Amalgamation and Arrangement with the requisite majority.
The above documents will also be available on website of the Company at https://www.drreddys.com/investors/investor-services/amalgamation/.
This is for your information and records.
For Dr. Reddy's Laboratories Limited
/s/ Sandeep Poddar
Sandeep Poddar
Company Secretary
CC: New York Stock Exchange Inc. - Stock Code: RDY
National Securities Depositary Limited (NSDL)
Summary of the proceedings of the National Company Law Tribunal ("NCLT") Convened
Meeting of the Equity Shareholders of Dr. Reddy's Laboratories Limited ("Company") held
on Thursday, January 2, 2020 at 11.00 a.m. at The Ballroom, Hotel Park Hyatt, Road No. 2,
Banjara Hills, Hyderabad - 500034, Telangana, India
The meeting of the Equity Shareholders of Dr. Reddy's Laboratories Limited convened pursuant to the Order of the Hon'ble National Company Law Tribunal, Hyderabad Bench at Hyderabad ("Tribunal"), dated November 22, 2019, was held on Thursday, January 2, 2020 at 11.00 a.m. at The Ballroom, Hotel Park Hyatt, Road No. 2, Banjara Hills, Hyderabad - 500034, Telangana, India in the matter of Scheme of Amalgamation and Arrangement among Dr. Reddy's Holdings Limited ("Amalgamating Company") and Dr. Reddy's Laboratories Limited ("Amalgamated Company") and their respective shareholders ("Scheme").
The following were in attendance:
Equity Shareholders present at the Meeting:
Mr. Amir Ali M. Bavani, who was appointed as the Chairperson of the Meeting pursuant to the Order of Hon'ble Tribunal dated November 22, 2019, took the chair. The requisite quorum being present, the Chairperson called Meeting to order.
The Register of Proxies, Statutory Registers and other documents as mentioned in the Notice dated November 26, 2019 were available for inspection by the Equity Shareholders at the Meeting.
The Chairperson informed that the Notice of the meeting, the Explanatory Statement under Sections 230(3), 232(1), 232(2) and 102 of the Companies Act, 2013 read with rules framed thereunder and the Scheme containing all the statutory annexures were dispatched to all the Equity Shareholders. With the consent of the Equity Shareholders, the Notice of the Meeting was taken as read.
Mr. Saumen Chakraborty, Chief Financial Officer of the Company, thereafter, provided brief background, rationale and salient features of the Scheme.
The following item of business as set out in the Notice convening the Meeting was put up to the Equity Shareholders for approval:
Sr. No Item of Business Approval Required
1. Approval of the Scheme of Amalgamation and Arrangement between Dr. Reddy's Holdings Limited (Amalgamating Company) and Dr. Reddy's Laboratories Limited (Amalgamated Company) and their respective shareholders pursuant to the provisions of Sections 230-232 read with Section 66 and other relevant provisions of the Companies Act, 2013 Requisite majority ( majority persons representing three-fourths in value as per Companies Act, 2013 and majority of Public Shareholders as per clause (I)(A)(9)(b) of Annexure-I of Securities and Exchange Board of India Circular dated March 10, 2017)
The Chairperson informed the Equity Shareholders that as required under the Companies Act, 2013 read with Companies (Compromises, Arrangements and Amalgamations) Rules, 2016 and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("Listing Regulations"), the Company had provided its Equity Shareholders the facility to cast their vote through Postal Ballot and Remote e-voting system administered by the National Securities Depository Limited between Tuesday, December 3, 2019 at 9.00 A.M. (IST) till Wednesday, January 1, 2020 at 5.00 P.M. (IST).
Further, Mr. Sandeep Poddar, Company Secretary informed the Equity Shareholders that the facility of voting through Ballot / Polling Paper at the venue of the Meeting is also made available for the benefit of the Equity Shareholders who were present at the Meeting but could not cast their vote through Remote e-voting or Postal Ballot. He also informed that Ms. Ranjani Ramesh, Advocate was appointed as the Scrutinizer by the Hon'ble Tribunal vide its Order dated November 22, 2019 to scrutinize the votes cast at the Meeting and also the votes cast by way of Remote e-voting and Postal Ballot, in an independent and fair manner.
The Chairperson then invited the Equity Shareholders to express their views, ask questions and seek clarifications on the proposed Scheme. The Equity Shareholders expressed their satisfaction regarding the information provided in the notice dated November 26, 2019 and stated that they support the proposed resolution.
At request of the Chairperson, the Equity shareholders cast their votes on the resolution as mentioned in the Notice convening the Meeting, by Ballot / Polling Paper at the venue of the Meeting.
The Chairperson informed the Equity Shareholders that the combined results of the Postal Ballot, Remote e-voting and voting by Ballot / Polling Paper at the venue of the Meeting would be announced within 48 hours of the conclusion of the Meeting. The results along with the Scrutinizer's Report would be intimated to the Stock Exchanges in terms of the Listing Regulations, placed on the website of the Company as well as on the website of National Securities Depository Limited and would also be displayed at the Registered Office of the Company.
Subsequently, the Meeting was announced as closed.
Thereafter, the Scrutinizer's Report was received as per which, the Equity Shareholders have approved the proposed Scheme of Amalgamation and Arrangement with the requisite majority
This is for your information and records.
For Dr. Reddy's Laboratories Limited
/s/ Sandeep Poddar
Sandeep Poddar
Company Secretary
DR REDDY'S LABORATORIES LIMITED
NCLT convened Equity Shareholders meeting Voting Results Under Regulations 44 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015
Majority of persons representing three-fourth in value - including promoter and promoter group
Resolution 1: Approval of the proposed Scheme of Amalgamation and Arrangement among Dr. Reddy's Holdings Limited ("Amalgamating Company") and Dr. Reddy's Laboratories Limited ("Amalgamated Company") and their respective shareholders.
Date of NCLT convened meeting of equity shareholders: January 2, 2020
Total No. of shareholders on record date (November 15, 2019): 119,904
No. of Shareholders present in the meeting either in person or through proxy: 137
Promoter and Promoter Group: 8
Public: 129
No. of Shareholders present in the meeting through video conferencing: Promoters and promoter Group: Public: Not Applicable
Resolution required: (Ordinary / Special) Special Resolution
Whether promoter/promoter group are interested in the agenda/resolution ? Yes
Category Mode of Voting No. of shares held (1) No. of votes polled (2) % of Votes Polled on outstanding shares (3)=[(2)/(1)]*100 No. of Votes - in favor (4) No. of Votes - against (5) % of Votes in favour on votes polled (6)=[(4)/(2)]*100 % of Votes against on votes polled (7)=[(5)/(2)]*100
Promoter & Promoter Group Remote E-Voting 44,458,528 100.00 % 44,458,528 - 100.00 % 0.00 %
Postal Ballot - 0.00 % - - 0.00 % 0.00 %
Ballot / Polling Paper at the venue - 0.00 % - - 0.00 % 0.00 %
Total 44,458,528 44,458,528 100.00 % 44,458,528 - 100.00 % 0.00 %
Public- Institutions Remote E-Voting 85,945,638 80.21 % 85,934,372 11,266 99.99 % 0.01 %
Postal Ballot 249,852 0.23 % 249,852 - 100.00 % 0.00 %
Ballot / Polling Paper at the venue - 0.00 % - - 0.00 % 0.00 %
Total 107,152,220 86,195,490 80.44 % 86,184,224 11,266 99.99 % 0.01 %
Public- Non Institutions Remote E-Voting 212,414 1.46 % 210,871 1,543 99.27 % 0.73 %
Postal Ballot 132,763 0.91 % 124,571 8,192 93.83 % 6.17 %
Ballot / Polling Paper at the venue 120,133 0.83 % 120,108 25 99.98 % 0.02 %
Total 14,535,000 465,310 3.20 % 455,550 9,760 97.90 % 2.10 %
TOTAL 166,145,748 131,119,328 78.92 % 131,098,302 21,026 99.98 % 0.02 %
DR REDDY'S LABORATORIES LIMITED
NCLT convened Equity Shareholders meeting Voting Results Under Regulations 44 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015
Majority of public shareholders - excluding promoter and promoter group
Resolution 1: Approval of the proposed Scheme of Amalgamation and Arrangement among Dr. Reddy's Holdings Limited ("Amalgamating Company") and Dr. Reddy's Laboratories Limited ("Amalgamated Company") and their respective shareholders.
Date of NCLT convened meeting of equity shareholders: January 2, 2020
Total No. of shareholders on record date (November 15, 2019): 119,904
No. of Shareholders present in the meeting either in person or through proxy: 137
Promoter and Promoter Group: 8
Public: 129
No. of Shareholders present in the meeting through video conferencing: Promoters and promoter Group: Public: Not Applicable
Resolution required: (Ordinary / Special) Special Resolution*
Whether promoter/promoter group are interested in the agenda/resolution ? Yes
Category Mode of Voting No. of shares held (1) No. of votes polled (2) % of Votes Polled on outstanding shares (3)=[(2)/(1)]*100 No. of Votes - in favor (4) No. of Votes - against (5) % of Votes in favour on votes polled (6)=[(4)/(2)]*100 % of Votes against on votes polled (7)=[(5)/(2)]*100
Promoter & Promoter Group Remote E-Voting - - - - - -
Postal Ballot - - - - - -
Ballot / Polling Paper at the venue - - - - - -
Total 44,458,528 - - - - - -
Public- Institutions Remote E-Voting 85,945,638 80.21 % 85,934,372 11,266 99.99 % 0.01 %
Postal Ballot 249,852 0.23 % 249,852 - 100.00 % 0.00 %
Ballot / Polling Paper at the venue - 0.00 % - - 0.00 % 0.00 %
Total 107,152,220 86,195,490 80.44 % 86,184,224 11,266 99.99 % 0.01 %
Public- Non Institutions Remote E-Voting 212,414 1.46 % 210,871 1,543 99.27 % 0.73 %
Postal Ballot 132,763 0.91 % 124,571 8,192 93.83 % 6.17 %
Ballot / Polling Paper at the venue 120,133 0.83 % 120,108 25 99.98 % 0.02 %
Total 14,535,000 465,310 3.20 % 455,550 9,760 97.90 % 2.10 %
TOTAL 166,145,748 86,660,800 52.16 % 86,639,774 21,026 99.98 % 0.02 %
* Since the scheme involves Dr. Reddy's Laboratories Limited (Listed company) and Dr. Reddy's Holdings Limited (promoter company), only the votes cast by the public shareholders are considered. Pursuant to requirements of SEBI Circular No. CFD/DIL3/CIR/2017/21 dated March 10, 2017, the votes cast in favor by such public shareholders are more than the votes cast against.
CONSOLIDATED SCRUTINIZER'S REPORT
Mr. Amir Ali M. Bavani, Advocate,
Chairperson Appointed by the Hon'ble National Company Law Tribunal ("NCLT"), Hyderabad Bench for the Meeting of the Equity Shareholders of Dr. Reddy's Laboratories Limited pursuant to Company Scheme Application CA (CAA) No. 231/230/HDB/2019.
Sub: Consolidated Scrutinizer's report with respect to voting by Equity Shareholders carried out through Postal Ballot, Remote e-voting and through Ballot / Polling Paper at the venue of the Meeting, for the Hon'ble NCLT convened meeting of the Equity Shareholders of Dr. Reddy's Laboratories Limited (the "Company")
I, Ms. Ranjani Ramesh, Advocate, have been appointed as the Scrutinizer by the Hon'ble National Company Law Tribunal, Hyderabad Bench at Hyderabad ("NCLT" or "Tribunal") vide order dated November 22, 2019 passed in Company Scheme Application CA (CAA) No. 231/230/HDB/2019 for the purpose of scrutinizing and ascertaining the results of voting carried out through Postal Ballot, Remote e - voting, and Ballot / Polling Paper at the venue of the Meeting of the Equity Shareholders (including Promoters and Promoter Group) of Dr. Reddy's Laboratories Limited held on January 2, 2020 at 11.00 A.M. at The Ballroom, Hotel Park Hyatt, Road No. 2, Banjara Hills, Hyderabad - 500034, Telangana, India seeking approval of the Equity Shareholders for the Scheme of Amalgamation and Arrangement among Dr. Reddy's Holdings Limited ("Amalgamating Company") and Dr. Reddy's Laboratories Limited ("Amalgamated Company") and their respective shareholders in terms of the aforesaid order.
I do hereby report and submit as under:
A - VOTES IN FAVOUR OF THE RESOLUTION:
Manner of Voting Number of Equity Shareholders voted (in person or by proxy) Number of votes cast by Equity Shareholders % of total number of votes cast
Remote e-voting 1,124 13,06,03,771 99.61 %
Postal Ballot 136 3,74,423 0.29 %
Ballot / Polling Paper 92 1,20,108 0.09 %
Total 1,352 13,10,98,302 99.98 %
B - VOTES AGAINST THE RESOLUTION:
Manner of Voting Number of Equity Shareholders voted (in person or by proxy) Number of votes cast by Equity Shareholders % of total number of votes cast
Remote e-voting 20 12,809 0.01 %
Postal Ballot 2 8,192 0.01 %
Ballot / Polling Paper 10 25 0.00 %
Total 32 21,026 0.02 %
Manner of Voting Number of Equity Shareholders whose votes were declared invalid Number of votes cast by them
Remote e-voting - -
Postal Ballot 33 8,135
Ballot / Polling Paper 11 413
Total 44 8,548
Date: January 2, 2020
Ms. Ranjani Ramesh
Advocate
(Scrutinizer for the meeting, appointed by NCLT)
Witness (1): /s/ Josy Joseph
Josy Joseph
2-1-2020
Witness (2): /s/ Narender Reddy Nallamilli
Narender Reddy Nallamilli
2-1-2020
CONSOLIDATED SCRUTINIZER'S REPORT
Mr. Amir Ali M. Bavani,
Chairperson Appointed by the Hon'ble National Company Law Tribunal ("NCLT"), Hyderabad Bench for the Meeting of the Equity Shareholders of Dr. Reddy's Laboratories Limited pursuant to Company Scheme Application CA (CAA) No. 231/230/HDB/2019.
Sub: Consolidated Scrutinizer's report with respect to voting by Public Shareholders (excluding Promoters and Promoter Group) of Dr. Reddy's Laboratories Limited (the "Company") through Postal Ballot, Remote e-voting and through Ballot / Polling Paper at the venue of the Meeting in terms of SEBI Circular No. CFD/DIL3/CIR/2017/21 dated March 10, 2017
I, Ms. Ranjani Ramesh, have been appointed as the Scrutinizer by the Hon'ble National Company Law Tribunal, Hyderabad Bench at Hyderabad ("NCLT" or "Tribunal") vide order dated November 22, 2019 passed in Company Scheme Application CA (CAA) No. 231/230/HDB/2019 for the purpose of scrutinizing and ascertaining the results of voting carried out through Postal Ballot, Remote e-voting, and Ballot / Polling Paper at the venue of the Meeting of the Equity Shareholders (excluding Promoters and Promoter Group) of Dr. Reddy's Laboratories Limited held on January 2, 2020 at 11.00 A.M. at The Ballroom, Hotel Park Hyatt, Road No. 2, Banjara Hills, Hyderabad - 500034, Telangana, India seeking approval of the Equity Shareholders for the Scheme of Amalgamation and Arrangement among Dr. Reddy's Holdings Limited ("Amalgamating Company") and Dr. Reddy's Laboratories Limited ("Amalgamated Company") and their respective shareholders in terms of the aforesaid order.
I do hereby report and submit as under:
A - VOTES IN FAVOUR OF THE RESOLUTION:
Manner of Voting Number of Equity Shareholders voted (in person or by proxy) Number of votes cast by Equity Shareholders % of total number of votes cast
Remote e-voting 1,113 8,61,45,243 99.41 %
Postal Ballot 136 3,74,423 0.43 %
Ballot / Polling Paper 92 1,20,108 0.14 %
Total 1,341 8,66,39,774 99.98 %
B - VOTES AGAINST THE RESOLUTION:
Manner of Voting Number of Equity Shareholders voted (in person or by proxy) Number of votes cast by Equity Shareholders % of total number of votes cast
Remote e-voting 20 12,809 0.01 %
Postal Ballot 2 8,192 0.01 %
Ballot / Polling Paper 10 25 0.00 %
Total 32 21,026 0.02 %
Manner of Voting Number of Equity Shareholders whose votes were declared invalid Number of votes cast by them
Remote e-voting - -
Postal Ballot 33 8,135
Ballot / Polling Paper 11 413
Total 44 8,548
Date: January 2, 2020
2/1/2020
Ms. Ranjani Ramesh
Advocate
(Scrutinizer for the meeting, appointed by NCLT)
Witness (1): /s/ Josy Joseph
Josy Joseph
2-1-2020
Witness (2): /s/ Narender Reddy Nallamilli
Narender Reddy Nallamilli
2-1-2020
SCRUTINIZER'S REPORT
Mr. D. Narendar Naik,
Chairperson Appointed by the Hon'ble National Company Law Tribunal (NCLT), for the Meeting of the Unsecured Creditors of Dr. Reddy's Laboratories Limited pursuant to Company Scheme Application CA (CAA) no. 231/230/HDB/2019.
Sub: Scrutinizer's Report with respect to voting by unsecured creditors carried out through Ballot / Polling Paper at the venue of the Meeting, for the Hon'ble NCLT convened meeting of the Unsecured Creditors of Dr. Reddy's Laboratories Limited (the "Company")
I, Ms. K. Sree Ramya Munipalle, have been appointed as the Scrutinizer by the Hon'ble National Company Law Tribunal, Hyderabad Bench at Hyderabad ("NCLT" or "Tribunal") vide order dated November 22, 2019 passed in Company Scheme Application CA (CAA) No. 231/230/HDB/2019 for the purpose of scrutinizing and ascertaining the results through Ballot / Polling Paper at the venue of the Meeting of the Unsecured Creditors of Dr. Reddy's Laboratories Limited held on January 2, 2020 at 3.00 P.M. at The Ballroom, Hotel Park Hyatt, Road No. 2, Banjara Hills, Hyderabad - 500034, Telangana, India seeking approval of the Unsecured Creditors for the Scheme of Amalgamation and Arrangement among Dr. Reddy's Holdings Limited ("Amalgamating Company") and Dr. Reddy's Laboratories Limited ("Amalgamated Company") and their respective shareholders in terms of the aforesaid order.
I do hereby report and submit as under:
H.No 1-1-365A, Flat No 104 A Block, Siddam Setty Towers, Street No. 5, Jawahar Nagar, Near RTC X Roads
Hyderabad-500020 T S. Cell : 8096819955, Email ksreeramya10@gmail.com
H.No 1-1-365A, Flat No 104 A Block, Siddam Setty Towers, Street No. 5, Jawahar Nagar, Near RTC X Roads
Hyderabad-500020 T S. Cell : 8096819955, Email ksreeramya10@gmail.com
A - VOTES IN FAVOUR OF THE RESOLUTION:
Manner of Voting Number of Unsecured Creditors voted (in person or by proxy) Number of votes cast by Unsecured Creditors % of total number of votes cast
Ballot / Polling Paper 74 12,596,770,778 100.00 %
Total 74 12,596,770,778 100.00 %
B - VOTES AGAINST THE RESOLUTION:
Manner of Voting Number of Unsecured Creditors voted (in person or by proxy) Number of votes cast by Unsecured Creditors % of total number of votes cast
Ballot / Polling Paper 0 0 0
Total 0 0 0
Manner of Voting Number of Unsecured Creditors whose votes were declared invalid Number of votes cast by them
Ballot / Polling Paper 1 13,843,506
Total 1 13,843,506
H.No 1-1-365A, Flat No 104 A Block, Siddam Setty Towers, Street No. 5, Jawahar Nagar, Near RTC X Roads
Hyderabad-500020 T S. Cell : 8096819955, Email ksreeramya10@gmail.com
Date: January 2, 2020
Ms. K. Sree Ramya Munipalle
(Scrutinizer for the meeting, appointed by NCLT)
Witness (1): /s/ CA M V SESHA TALPA SAI
CA M V SESHA TALPA SAI
Witness (2): /s/ KUNAL SINGHANIYA
(KUNAL SINGHANIYA)
H.No 1-1-365A, Flat No 104 A Block, Siddam Setty Towers, Street No. 5, Jawahar Nagar, Near RTC X Roads
Hyderabad-500020 T S. Cell : 8096819955, Email ksreeramya10@gmail.com
Last updated: Jan 3, 2020