Divi' s Laboratories Limited 09 October, 201 9

To The Secretary National Stock Exchange of India Limited Exchange Pl aza. Bandra-Kurl a Complex, Bandra (East) MUMBAI- 400 051

To The Secretary BSE Limited Phiroze Jeejeebhoy Towers, Dalal Street MUMBAI- 400 001

Stocl\: Code: DIVISLAB

Stock Code: 532488

Dea r Sir/Madam.

Sub: Declaration of Postal Ballot Results - Reg Ref: Regulation 44(3) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015

As intimated ea rli er vide our letters dated 23 August, 20 19 and 07 September, 2019, th^e Company conducted Postal Ballot process vide noti ce dated 23 August, 20 19, for ^obtaining approval of the Members of the Company in respect of the fo llowing re^appointments:

• I. Re-appoi ntment of Dr. Murali K. Divi (D ^IN: 00005040) as Managing Director of the Company fo r a pe ri od of 5 years with effect from I 0 October 20 19; and
• 1. Re-appointment of Mr. l.V. Ramana (DIN: 0000503 1) as Executive Director of the Company fo r a pe ri od of 5 yea rs with effect from 26 December, 20 19.

In this rega rd. we are submitting herewith the res ul ts of th e Postal Ball ot declared today (i.e. on 09 October. 20 19) along with the copy of th e report issued by the Scrutini zer, Mr. V. Bhaskara Rao. Company Secretary in Practi ce.

Members approved the aforementioned re-appointments with requisite majority. Accordingly. the said resoluti ons shall be deemed to have been passed on 07 October, 20 19 i.e .. the last date specified fo r rece ipt of dul y compl eted postal ballot forms or evoting.

This is fo ^ryo ur info rmati on and records.

Thanking yo u.

Yours fa ithfull y. ^~ F"J.tttoratories Limited ((~" '·~")

M. Satish Choudhury 1 Company Secretary & Compliance 8££.:'"(r Membership No. A30204

"An 150-9001, 150-14001 and OH5A5-18001 Triple certified company"

Regd. Off.: Divi Towers, 1-72/23(P)/DIVIS/303, Cyber Hills, Gachibowli, Hyderabad- 500 032, Telangana, INDIA. Tel : 91-40-2378 6300, Fax: 91-40-2378 6460, CIN : L24110TG1990PLC011854 E-mail : [email protected], Website : www.divislaboratories.com

COMPANY SECRETARY

For DIVI'S ~B~TD

COMPAI>!Y SECRETARY

V. BHASKARA RAO & CO.

COMPANY SECRETARIES

6-2-1085/B, Flat No. 105, Badam Sohana Apartments. Beside Dega Tower, Raj Bhavan Road, Somajiguda, Hyderabad - 500 082. Office: 93923 69579 Mobile: 93923 99570 E-mail: [email protected]

Combined Report of Scrutinizer on E-voting and Postal Ballot

[Pursuant to rule Section 110 of the Companies Act, 2013 and Rule 20 of the Companies (Management and Administration) Amendment Rules, 2015]

To

The Company Secretary Divi's Laboratories Limited CIN: 1.24110TG1990PLC011854 1-72/23(P)/DIVIS/303,Divi Towers. Cyber Hills, Gachibowli, Hyderabad-500032.

Dear Sir.

I, V. Bhaskara Rao, Proprietor of M/s. V. Bhaskara Rao & Co., Practicing Company Secretaries, having office at 6-2-1085/B, Flat No.105, Badam Sohana Apartments, Rajbhavan Road, Somajiguda, Hyderabad - 500 082, appointed as Scrutinizer by the Company for the purpose of the Postal Ballot carried out as per the provisions of the Companies Act, 2013 read with Rule 20 of the Companies (Management and Administration) Amendment Rules, 2015 and Regulation 44 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, on the resolutions as mentioned in the Notice of Postal Ballot dated 23rd August, 2019 and submit our report as under:

• 1. The shareholders holding shares as on the "cut-off" date i.e. 30^th August, 2019 were entitled to vote on the proposed resolutions (Item Nos.1 and 2) as set out in the Notice of Postal Ballot Form.
• 1. The e-voting commenced on $8^th$ September, 2019 (9.00AM) and ended on $7^th$ October, 2019 (5.00 PM).
• 1. In respect of E-Voting the details containing, inter-alia, list of equity shareholders, who voted "For" and "Against" were downloaded from the e-voting website of Karvy (https://www.evoting.karvy.com)
• 1. All Postal Ballot forms received up to 5.00 PM on 07^th October 2019, the last date and time fixed by the Company for receipt of the forms, were considered for my scrutiny.
• 1. 172 Postal Ballot forms were received and 724 shareholders casted their votes on the e-voting platform.
• 1. The Register, all other papers and relevant records relating to electronic voting shall remain in our safe custody until Chairman considers, approves and signs the Minutes of the aforesaid Postal Ballot and the same are handed over to the Company Secretary for safe custody.

1

• 1. Particulars of all the Postal Ballot forms received from the members have been entered in a register separately maintained for the purpose.
• 1. I did not find any defaced or mutilated Postal Ballot form(s).
• 1. Envelopes containing Postal ballot forms returned undelivered and these envelopes were also not opened and they are separately kept.
• 1. The Postal ballot forms were duly opened in my presence and scrutinized and the shareholding was matched / confirmed with Register of Members of the Company as on 30^th August, 2019 and list of beneficiaries as on 30^th August, 2019.
• 1. Soft copy of the list of equity shareholders who voted "FOR", "AGAINST" and those whose votes were declared invalid for each resolution is enclosed.
• 1. In cases where the shareholders who casted their votes both through Postal Ballot as well as through e-voting, then votes casted through e-voting has been considered.

I have completed the formalities of e-voting & Postal Ballot and hereby submit my Report as Annexure and you may accordingly declare the results of the voting. All the resolutions set out in the Postal Ballot Notice dated 23rd August, 2019 stands passed on combined result (i.e. e-voting and Postal Ballot) with requisite majority.

Thanking You,

For V. Bhaskara Rao & Co. Company Secretaries

Witness:

Y. Narendra Kumar

J. Novendra

$K \cdot \mathcal{D}$ K. Nagarjuna

$V.R\n\sim$ V.Bhaskara Rao Proprietor C.P.No: 4182, FCS No.5939

Place: Hyderabad Date: 09.10.2019

ANNEXURE

Resolution No.1: Re-appointment of Dr. Murali K. Divi (DIN: 00005040) as Managing Director of the Company for a period of 5 years with effect from 10 October, 2019

(i) Voted in favour of the resolution:

(ii) Voted against the resolution:

(iii) Invalid votes:

(iv) Abstain votes:

(v) Less voted:

Resolution No.2: Re-appointment of Mr. N. V. Ramana (DIN: 00005031) as Executive Directot· of tbc Company for a period of 5 years with effect from 26 December, 2019.

(i) Voted in f<wour of the resolution :

(ii) Vot<.•d ngninst the resolution:

(iii) lovHlid votes:

(iv) Abstain \"Otcs:

(v) Less voted:

Soft copy of the list of equity shareholders who voted "FOR", "AGAINST" and those whose votes were declared Invalid/Abstained for each resolution will be emailed to the Company Secretary, after the announcement of the results by the Company.

Thanking You,

For V. Bhaskara Rao & Co. Company Secretaries

Witness:

Y. Narendra Kumar

Gravendrat

$KQ$ K. Nagarjuna

$V \cdot R$

V.Bhaskara Rao Proprietor C.P.No: 4182, FCS No.5939

Place: Hyderabad Date: 09.10.2019