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DIRECTORS' REPORT

Abbott India Ltd.

GO
Market Cap. ( ₹ in Cr. ) 71780.14 P/BV 16.96 Book Value ( ₹ ) 1,992.14
52 Week High/Low ( ₹ ) 37000/25325 FV/ML 10/1 P/E(X) 50.75
Book Closure 25/07/2025 EPS ( ₹ ) 665.64 Div Yield (%) 1.41
Year End :2025-03 

Your Directors have recommended a final dividend of ' 475/-
per share for the year ended March 31, 2025 on 2,12,49,302
fully paid-up Equity Shares of ' 10/- each for approval of the
Shareholders at the forthcoming Annual General Meeting
(“AGM”). The said dividend, if declared, will absorb a sum of
' 1,009.34 Crores.

In terms of the provisions of the Income-tax Act, 1961,
dividends paid or distributed by the Company shall be
taxable in the hands of the Shareholders. Your Company
shall accordingly make the payment of the proposed dividend
for the year ended March 31, 2025 after deduction of tax at
source.

DIVIDEND DISTRIBUTION POLICY

Dividend Distribution Policy adopted by the Company in
terms of requirements under the Securities and Exchange
Board of India (Listing Obligations and Disclosure
Requirements) Regulations, 2015, as amended from time
to time (“SEBI Listing Regulations”) is available on the

Your Directors have pleasure in presenting their Eighty-first
Report and the Audited Financial Statements of the Company
for the financial year 2024-25.

FINANCIAL HIGHLIGHTS

in Crores)

Particulars

For the year ended
March 31, 2025

For the year ended
March 31, 2024

Revenue from
Operations

6,409.15 5,848.91

Other Income

275.58 248.27

Total Income

Profit Before Tax
Profit After Tax
Retained Earnings
and Other
Comprehensive
Income (OCI)

6,684.73 6,097.18

1,886.95 1,617.75

1,414.44 1,201.22

Balance brought
forward
Profit After Tax
OCI arising from
remeasurement of
employee benefits

2,815.82 2,425.30

1,414.44 1,201.22

(5.42) 0.02

Dividend - FY 2023-24
Dividend - FY 2022-23
Transfer to Reserves
Balance carried
forward

(871.22) -

- (690.60)

(141.45) (120.12)

3,212.17 2,815.82

Company’s website at https://www.abbott.co.in/investor-
relations.html
. The said Policy lays down various factors
which are considered by the Board while recommending the
dividend for the year.

MATERIAL CHANGES AFFECTING THE COMPANY

There have been no material changes and commitments
affecting the financial position of the Company between the
end of the financial year and date of this report. There has
been no change in the nature of business of the Company.

MANAGEMENT DISCUSSION AND ANALYSIS

India’s Economy

According to data from the International Monetary Fund
(IMF), India is currently ranked as the fourth-largest
economy in the world. The country has doubled its Gross
Domestic Product (GDP) over the past decade, growing at
105% from USD 2.1 trillion in 2015 to USD 4.3 trillion in 2025.
India’s real GDP is estimated to grow by 6.5% in FY 2024-25,
while nominal GDP is expected to expand by 9.9% during the
same period (Data from Ministry of Statistics and Programme
Implementation (MoSPI)).

According to the Ministry of Finance, the Indian economy
is projected to grow at 6.3% in FY 2025-26. Rising domestic
and foreign consumption, along with increased investment
activity, is expected to drive this growth trajectory and
further elevate India’s position in global GDP Rankings.

Industry Review

India is globally recognised for the magnitude of its
pharmaceutical industry. As per India Brand Equity
Foundation (IBEF) industrial report, India ranks third
globally in pharmaceutical production by volume and
fourteenth by value. The country contributes around 20%
of the world’s exports in generic medicines, reflecting its
critical role in making affordable healthcare accessible
across the globe.

The India pharmaceutical market is projected to reach
approximately USD 156.25 billion by 2032, registering a
CAGR of around 12.2% between 2024 and 2032. (Zion Market
Research). Government-led initiatives and regulatory
reforms continue to bolster industry growth. Supportive
policies aimed at improving regulatory frameworks,
expanding medical infrastructure, and promoting
affordability, have created a favourable ecosystem for
pharmaceutical businesses in India. Over the past few
years, the industry has witnessed significant expansion
and is projected to account for around 13% of the global
pharmaceutical market - strengthening its position through
enhanced quality, affordability, and innovation.

The sector is positioned for sustainable growth, supported
by multiple factors. Key drivers include shifting lifestyles,
a rising burden of non-communicable diseases (NCDs),
increasing health awareness, and improved affordability
due to higher income levels. Enhanced access to diagnostics,
growth in point-of-care treatments, and an ageing population,
are further strengthening the industry. Infrastructure
expansion, deeper health insurance penetration, a favorable
investment climate, and rapid adoption of digital health
technologies, continue to provide strong tailwinds for
the sector.

The patient pool is expected to grow by over 20% in the
next decade, spurred by population growth and evolving
lifestyle patterns. This will likely increase demand for both
pharmaceutical products and medical devices (India Invest
Report). According to a recent McKinsey & Company report,
the healthcare sector stands at a pivotal inflection point,
with a wave of internal and external disruptions set to
redefine its growth trajectory. Emerging innovations
such as next-generation digital technologies, intelligent
automation, and novel therapeutic modalities, are expected to
significantly transform traditional plant operations and
reshape value chains across the industry.

OPPORTUNITIES AND CHALLENGES

Factors impacting the Indian pharmaceutical
industry and the Company

A range of structural, regulatory, and market-driven factors
continue to shape the trajectory of India’s pharmaceutical
industry and influence the operating environment for the
Company. Key developments include:

• Union Budget’s focus on strengthening the
healthcare ecosystem:
The Union Budget 2024-25,
aligned with the four key pillars (poor, farmers, youth,
and women’s empowerment) of the Viksit Bharat
mission, placed comprehensive emphasis on enhancing
medical infrastructure, expanding medical education,
and promoting medical tourism through the ‘Heal in
India’ initiative. A provision of '20,000 Crores has been
earmarked to stimulate private sector-led research
and innovation. The Government has also outlined
ambitious plans to further expand medical education,
building on a 130% increase in capacity achieved over
the past decade. An additional 10,000 medical seats are
proposed for the upcoming year, with a long-term goal of
reaching 75,000 new seats over the next five years.

• Launch of new drugs following patent expiry: With
the enforcement of product patents, more multinational
companies are expected to introduce patented drugs in
the Indian market. At the same time, around 120 drugs
are projected to go off-patent over the next decade;
representing a global revenue potential estimated
between USD 80 billion and USD 250 billion. This creates
significant growth potential for generic and biosimilar
manufacturers in India.

• Proposed Over-the-Counter (OTC) Product
Distribution Policy:
The Union Government has
proposed amendments to the Drugs and Cosmetics
Rules to permit the retail sale of over-the-counter
(OTC) drugs in India without a doctor’s prescription.
A draft notification from the Ministry of Health
suggests the inclusion of 16 drugs, covering categories
such as common antipyretic medicines (for fever),
certain laxatives, nasal decongestants and topical
antifungal creams. Growing health awareness will also
fuel the expansion of the OTC market.

• Growing penetration of health insurance:

The demand for health insurance in India is rising
steadily, driven by increasing medical costs and
a growing ageing population. To support broader
access, the Government of India has launched several
initiatives aimed at expanding health coverage,
particularly for economically weaker sections.
Key schemes include the Pradhan Mantri Jan Aarogya
Yojana, Ayushman Bharat, Pradhan Mantri Suraksha
Bima Yoj ana, and Aam Aadmi Bima Yoj ana. Additionally,
the Central Government Health Scheme ensures
comprehensive healthcare access for government
employees and pensioners. Together, these efforts are
helping to improve access to medicines and essential
healthcare services across the country.

• Uniform Code for Pharmaceutical Marketing
Practices (UCPMP):
The implementation of the
UCPMP 2024 mandates all pharmaceutical companies
to adhere to ethical marketing practices. This regulatory
shift provides an opportunity for healthcare companies
to revisit and strengthen their existing policies on
promotional activities. With strong compliance policy
and processes in place, we have taken necessary steps to
comply with the requirements under the code.

• Growth in the biotechnology sector: India’s
pharmaceutical landscape has diversified into advanced
platforms including injectables, inhalation, peptides,
and biosimilars, with emerging efforts in antibody-drug
conjugates, and oligonucleotides. These developments
have further integrated India into the global
pharmaceutical manufacturing ecosystem. The number
of biosimilar approvals rose from 14 in 2005 to over 138
in 2023.

• Regulatory and pricing pressure: India’s

pharmaceutical sector is navigating a transformative
phase, with opportunities to strengthen its global
competitiveness. While regulatory processes can
be complex and time-intensive, they also reflect the
country’s commitment to ensuring safety and efficacy
in drug approvals. As highlighted by a Zion Market
Research report, small and medium-sized enterprises
are increasingly investing in quality upgrades to meet
international standards, including those set by the
US FDA and EMA - paving the way for broader export
potential. Domestically, the National Pharmaceutical
Pricing Authority plays a vital role in making essential
medicines more affordable and accessible. Meanwhile,
competition in the generic drug space continues to
drive operational pressures. These dynamics, though
challenging, are encouraging the industry to evolve,
adapt, and build a more resilient and globally aligned
ecosystem.

REVIEW OF OPERATIONS

The Company has consistently grown above market# in the
last several years with a clear focus on providing scientific,
trusted products, backed by expert clinical support.
The Company’s position has been enhanced through
consistent scientific engagement with doctors, increasing
geographic penetration, strong customer insights, innovative
products and a comprehensive pill plus service approach.

Financial Performance

Revenue from Operations: Revenue from Operations for the
year ended March 31, 2025, is
' 6,409.15 Crores in comparison
to ' 5,848.91 Crores last year, recording a growth of 9.6%.

Profit Before Tax: Profit Before Tax for the year ended
March 31, 2025, is ' 1,886.95 Crores, which grew by 16.6% over
the previous year.

'Source: IQVIA

Key Financial Ratios:

Particulars

FY

2024-25

FY

2023-24

Change

Debtors Turnover (Days)

19.91

19.90

0.05%

Inventory Turnover (Days)

78.33

71.85

9.02%

Interest Coverage Ratio*

166.09

130.94

26.84%

Current Ratio......

3.37

2.42

38.26%

Debt Equity Ratio***

0.05

0.02

150.00%

Operating Profit Margin (%)

29.60

27.90

6.09%

Net Profit Margin (%)

22.07

20.54

7.45%

Return on Net Worth (%)

35.66

34.88

2.24%

*Interest Coverage Ratio has increased because of accounting impact of Ind
AS 116-Leases.

**Current Ratio has increased due to reclassification of Non-Current Term
deposits to Current Assets.

***Debt Equity Ratio has increased due to renewal of Lease increasing
Lease liabilities.

There is no significant change except Interest Coverage Ratio,
Current Ratio and Debt Equity Ratio (i.e., change of 25% or
more as compared to the immediately previous financial year)
in the Key Financial Ratios.

Detailed explanation of Ratios:

(i) Debtors Turnover (Days)

The above ratio is used to quantify a Company’s
effectiveness in collecting its receivables or money owed
by customers. The ratio shows how well a Company
uses and manages the credit it extends to customers.
It is calculated by dividing revenue from operations by
average trade receivables.

(ii) Inventory Turnover (Days)

Inventory Turnover is the number of times a Company
sells and replaces its inventory during a period. It is
calculated by dividing cost of goods sold by average
inventory.

(iii) Interest Coverage Ratio

The Interest Coverage Ratio measures how many times a
Company can cover its current interest payment with its
available earnings. It is calculated by dividing earnings
before interest and taxes by finance cost.

(iv) Current Ratio

The Current Ratio is a liquidity ratio that measures a
Company’s ability to pay short-term obligations or those
due within one year. It is calculated by dividing the
current assets by current liabilities.

(v) Debt Equity Ratio

The Debt Equity Ratio is used to evaluate a Company’s
financial leverage. It is a measure of the degree to which
a Company is financing its operations through debt
versus wholly owned funds. It is calculated by dividing
a Company’s total lease liabilities by its Shareholders’
equity.

(vi) Operating Profit Margin (%)

Operating Profit Margin is a profitability or performance
ratio used to calculate the percentage of profit a
Company produces from its operations. It is calculated
by dividing the earnings before interest and taxes by
revenue from operations.

(vii) Net Profit Margin (%)

The Net Profit Margin is equal to how much net income
or profit is generated as a percentage of revenue. It is
calculated by dividing the profit for the year by revenue
from operations.

(viii) Return on Net Worth (%)

Return on Net Worth is a measure of profitability of a
Company, expressed in percentage. It is calculated by
dividing profit after tax for the year by average capital
employed during the year.

Business Performance

The Company operates in a single reportable business
segment i.e., “Pharmaceuticals”. The Company provides
products and solutions across various therapeutic areas
including Gastroenterology, Women’s Health, Metabolics,
Central Nervous System, Vaccines and Multi-Specialty.

The performance for the year under review in these
therapeutic areas is highlighted below in brief:

• Gastroenterology (GI): The GI portfolio demonstrated
a robust 15.9% growth in FY 2024-25, further
consolidating its market share. This strong acceleration
was driven by the continued success of flagship brands
such as Udiliv, Duphalac, Cremaffin Plus, Digene, and
Creon. These brands sustained their leadership positions
and market share through differentiated medico -
marketing strategies.

The top performing brands that outpaced market
growth are Udiliv, Duphalac, Cremaffin Plus, Digene,
Creon, Ganaton, Heptral, Colospa and Digeraft.

Our strategic focus on launching new products and
enhancing existing top brands delivered tangible
results, significantly accelerating portfolio momentum.
Key launches in FY 2024-25 included in Vonefi in June
2024, Digeraft Tablet in September 2024 and Digene On
The Go in March 2025.

Looking ahead, the Company remains committed to
identifying unmet needs and introducing innovative
products to expand the GI portfolio and deliver
comprehensive, differentiated solutions to consumers.

A key priority will be the integration of a sustainable
and profitable hybrid promotional model for
consumer-facing legacy brands like Cremaffin and
Digene. This will be driven by enhanced consumer
engagement and ethical promotion, particularly in the
laxatives and antacids segments.

Additionally, the Company has significantly scaled up its
“beyond-the-pill” initiatives, including the introduction
of Electrogastrogram services to improve dysmotility
diagnosis in India. These efforts underscore our
commitment to advancing diagnostic support in core
therapeutic areas.

Ý Women’s Health: The Women’s Health portfolio
experienced headwinds in FY 2024-25, primarily due
to sustained competitive pressure from generics in the
dydrogesterone segment. Despite these challenges,
we continued to deepen engagement with healthcare
professionals through targeted omnichannel campaigns
and differentiated medico-marketing initiatives,
reinforcing advocacy and strengthening Duphaston’s
position. Duphaston continues to be the #1* brand in
the market.

A key strategic focus remains on shaping the evolving
treatment landscape for Women’s Health in India.
In line with this vision, we are committed to building
Femoston into a leading brand over the coming years.

To further expand our Women’s Health offerings, we
launched Duphaston OD in March 2025.

Ý Metabolics: The Metabolics portfolio delivered a
strong growth of 6.8%, primarily driven by the
continued success of Abbott’s flagship brand
Thyronorm. The brand grew faster than the
represented market, gaining share and reinforcing
its leadership position. The brand’s growth was
driven by strategic digital interventions to enhance
scientific engagement, therapy-shaping initiatives and
multi-channel awareness campaigns.

These efforts reflect our commitment to advancing
innovation, education, and sustained engagement.

• Central Nervous System (CNS): The CNS portfolio
recorded a steady growth of 3.2% in FY 2024-25,
supported by consistent therapy-shaping initiatives
for Vertin and effective product lifecycle management
strategies. These efforts have reinforced the brand’s
relevance and sustained its performance in a competitive
market.

Further strengthening the portfolio, the Company
launched Prothiaden Neu in January 2025.

• Vaccines: The Vaccines portfolio was impacted by
market slowdown in FY 2024-25. However, the portfolio
continued to grow faster than the market. Key brands in
the portfolio include Influvac, Enteroshield, Havshield,
and JE Shield SD.

To counter this challenge and drive uptake - particularly
in pediatric influenza vaccination - we implemented
robust medico-marketing strategies and awareness
initiatives. These included targeted educational
programs and engagement activities for mothers under
our flagship influenza campaign. We also launched
multi-platform awareness campaigns across print,
social media, radio, and parenting platforms, aimed
at increasing vaccine literacy and encouraging timely
immunization.

As part of our commitment to expanding access and
coverage, the Company introduced Pneumoshield 14
in November 2024, marking a significant step in
broadening our offerings for the pediatric segment.

• Multi-Specialty: Under Multi-Specialty, the Company
offers products targeting insomnia, vitamin D
deficiency, pre-term labor, and pain management.
This segment achieved a growth of 5.8% in FY 2024-25.
Zolfresh, Arachitol portfolio, Brufen, and Duvadilan
are the key contributors to this business. Differentiated
public awareness programs increased health knowledge
through expert engagement. Scientific initiatives in
collaboration with India’s leading scientific bodies were
also launched during the year.

Looking ahead, our strategic priority is to scale our
base brands and evolve them into significant growth
drivers for the Company. At the same time, we are
committed to strengthening our pipeline of innovative
products to deliver a more comprehensive and
differentiated portfolio across our key therapeutic areas.

In May 2024, we launched Citrosoda UTI.

These initiatives reflect our ongoing commitment to
innovation, portfolio diversification, and delivering
greater value to patients and healthcare providers alike.

MEDICAL RESEARCH AND KNOWLEDGE SHARING
INITIATIVES

Evidence-based medicine is gaining importance in
empowering Healthcare Professionals to ensure better
patient care. Research studies undertaken by the Company,
ranging from real-world evidence-based studies to
registration studies, have been instrumental in defining and
driving organizational strategies and creating high-quality
scientific evidence, thus aiding the optimization of healthcare.

During the year, the Company has managed 15 clinical
studies with 22 publications in scientific journals. All the
studies were conducted in compliance with Good Clinical
Practice and regulatory requirements.

OUTLOOK

The pharmaceutical industry is expected to sustain its
growth momentum in the foreseeable future. A global shift
in consumer behaviour towards preventative healthcare
and overall wellness is contributing to this trend, which is
anticipated to further stimulate market growth in India.
This evolving landscape presents compelling opportunities
for Abbott to introduce relevant products and integrated
solutions tailored to patient needs.

The Company remains committed to serving patients with
excellence while expanding volumes and market share.
Several strategic drivers will support our growth agenda:

• Therapy shaping to accelerate top brands: The

Company is undertaking focused efforts to accelerate
the growth of its leading brands. This involves the
implementation of structured, insight-led strategies
informed by rigorous market analysis. By shaping
therapy areas aligned with our core strengths, we aim to
drive category leadership and consistently outperform
market growth.

• Beyond-the-pill patient support: Enhancing

patient engagement through education, counselling,
and adherence programs remains a priority. Abbott
continues to lead in patient-centric initiatives, expanding
efforts through new programs that address emerging
healthcare needs. For instance, our initiatives aimed at
improving women’s quality of life - such as menopause-

related support - have successfully encouraged treatment
adoption and adherence. Going forward, we intend to
collaborate with industry players and startups to scale
these efforts further.

• Multi-channel doctor engagement: Expanding
engagement with healthcare professionals remains a
core focus. Our approach combines in-person and digital
platforms to deepen reach and improve relevance.
Continuous upgrades to our knowledge-sharing tools
ensure that doctors receive timely, evidence-based
information across therapeutic areas.

• Increase portfolio depth: We remain committed to
strengthening our portfolio by launching innovative
products, particularly in strategic therapeutic areas.
Our robust pipeline is designed to ensure we maintain a
strong presence in high-impact segments. These efforts
reinforce our long-term leadership and position us to
address evolving patient needs across a broad range of
therapies.

RISKS AND CONCERNS

India’s pharmaceutical sector operates within a highly
regulated framework. While tighter regulations concerning
clinical trials and drug approvals may present short¬
term headwinds, they are expected to strengthen the
industry’s foundation in the long term by enhancing safety,
transparency, and trust.

Nonetheless, the sector faces a range of challenges.
Intensifying competition in the generics market continues
to exert pressure on pricing. The industry’s reliance on
imports for Active Pharmaceutical Ingredients remains a
structural vulnerability, particularly in the context of
global supply chain disruptions. Additionally, geopolitical
uncertainties and the global shift towards nearshoring may
compel companies to reconfigure existing operations and
sourcing strategies.

A recent report by the Indian Pharmaceutical Alliance
in collaboration with McKinsey & Company highlights
the need for a transformative agenda. It recommends the
adoption of zero-defect quality systems, advanced
manufacturing technologies (including sentient and
miniaturised platforms), enhanced cost leadership,
autonomous planning, and green supply chain networks.
Embracing these imperatives will be critical for the Indian
pharmaceutical industry to evolve into a benchmark for
agility, reliability, operational efficiency, and sustainability
on the global stage.

INTERNAL CONTROL SYSTEM AND ITS ADEQUACY

The Company has an internal control mechanism
commensurate with its size and nature of business. These
systems provide a reasonable assurance on achievement of its
operational, compliance and reporting objectives, including
safeguarding the Company’s assets, prevention and detection
of frauds, accuracy and completeness of accounting records
and ensuring compliance with corporate policies and are
manual, semi-automated and automated in nature.

This mechanism is sound in design and the framework
is continuously evaluated for effectiveness and adequacy.
The mechanism operates through well-documented standard
operating procedures, policies and process guidelines and
segregation of duties. Periodic analysis and reviews are
conducted by the senior management to assess its efficiency.
Also, the same is discussed with auditors on a regular basis.
Change in control structure is carried out to meet business
needs along with control effectiveness.

The Internal audit is performed through an independent
Chartered Accountants firm and the audit plan is finalized
based on current perception of internal control risk and
compliance requirement in consultation with the operating
divisions. The Internal Auditors, as a part of their audits,
review the design of key processes to assess the adequacy of
controls and propose remedial measures, wherever required.

The Internal Audit Reports issued by the Internal Auditors
are discussed with the Senior Management and presented to
the Audit Committee on a quarterly basis. An independent
and empowered Audit Committee reviews the significant
observations and assesses the adequacy of the actions
proposed while monitoring their implementation.

The Internal Auditors conduct a quarterly follow up for
implementation/ remediation of all audit recommendations
and the status report is presented to the Audit Committee on
a regular basis.

The Company has implemented both preventive and
detection controls. Appropriate corrective actions taken to
reduce the risks include the following:

• The Abbott Code of Business Conduct requires annual
certification by all employees.

• The Compliance Committee is formed with
representatives from all the operating groups and
support functions.

• Senior Management has oversight of the compliance
programs.

• The Business Compliance Cell is assigned the
responsibility of training, monitoring and ensuring
employees’ compliance with the Company’s policies and
procedures.

• The Company has a Whistle-Blower mechanism in place.

• Internal Investigation reports are presented before the
Audit Committee on a quarterly basis.

• Business divisions have periodic meetings with Office
of Ethics and Compliance, to monitor and discuss
compliance with various business processes.

For the year ended March 31, 2025, the Management has
assessed the adequacy and effectiveness of internal controls
over financial reporting and basis the assessment, believes
that the processes are working efficiently and effectively.
The Statutory Auditors have confirmed adequacy of the
internal controls over financial reporting and its operating
effectiveness.

DIRECTORS

During the year, Ms. Sabina Ewing (DIN: 09201770) and
Mr. Mahadeo Karnik (DIN: 02606595) resigned as Directors
of the Company effective June 12, 2024 and August 30, 2024,
respectively. Mr. Sridhar Kadangode (DIN: 06715478) was
appointed as an Additional and Whole-time Director of
the Company effective November 7, 2024 and he resigned
effective December 16, 2024. The Board places on record its
appreciation for their contribution during their tenure.

The Board of Directors basis the recommendation of the
Nomination and Remuneration Committee, approved the
appointment of Ms. Swati Dalal (DIN: 01513751), as Director
and Managing Director of the Company for a period of
3 (three) years effective April 1, 2024, not liable to retire
by rotation. The said appointment was approved by the
Shareholders through Postal Ballot on April 25, 2024.
Further, Ms. Swati Dalal has resigned as Director and
Managing Director of the Company effective June 13, 2025.

The appointment of Ms. Alison Davies (DIN: 10658884) as
Director with effect from June 13, 2024, was approved by
the Shareholders at the AGM held on August 8, 2024.

The Board of Directors basis the recommendation of the
Nomination and Remuneration Committee, approved the
appointment of Mr. Kartik Rajendran (DIN: 09527717),
as Director and Managing Director of the Company for a
period of 5 (five) years effective June 14, 2025, not liable to
retire by rotation, subject to approval of the Shareholders
at the forthcoming Eighty-first AGM and the Central
Government.

In accordance with Section 152 of the Companies Act,
2013 (“the Act”) Ms. Alison Davies (DIN: 10658884) and
Mr. Kaiyomarz Marfatia (DIN: 03449627), retire by rotation
at the ensuing AGM and being eligible, offer themselves for
re-appointment.

Declaration of Independence

The Company has received declarations from all the
Independent Directors confirming that they meet the
criteria of independence prescribed under Section 149(6)
of the Act, and the SEBI Listing Regulations and Code for
Independent Directors prescribed under Schedule IV to
the Act. All the Independent Directors have registered
themselves with the Independent Director’s Databank
managed by the Indian Institute of Corporate Affairs.

Number of Board Meetings

Five Board Meetings were held during the financial year
2024-25 on May 9, 2024, August 7, 2024, November 7, 2024,
February 5, 2025 and March 12, 2025. The intervening gap
between the Meetings was within the period prescribed
under the Act, read with the Secretarial Standards issued by
the Institute of Company Secretaries of India on Meetings
of the Board of Directors and the Listing Regulations.

Policy on Nomination and Appointment of
Directors/ Criteria for appointment of Senior
Management and Remuneration Policy

The Company has adopted the Policy on Nomination and
Appointment of Directors/ Criteria for appointment of Senior
Management and Remuneration Policy as per the provisions
of Section 178(3) of the Act and the Rules framed thereunder.
The said Policies are available on the Company’s website at
https://www.abbott.co.in/investor-relations.html.

Nomination Policy acts as a guideline for determining
qualifications, positive attributes, independence of Directors
and matters related to the appointment and removal of
Directors and Senior Management.

The Policy lays down:

i. criteria, terms and conditions with regard to identifying
suitable candidates who are qualified to become
Directors and Senior Management;

ii. appointment mechanism for Managing Director,
Executive and Non-Executive Directors, Independent
Directors, Key Managerial Personnel and Senior
Management;

iii. tenure of Managing Director, Executive Directors and
Independent Directors;

iv. their removal process and succession planning.

Remuneration Policy lays down the Company’s philosophy
and criteria as well as manner of determining the
remuneration of Managing Director, Executive and
Non-Executive Directors, Independent Directors,
Key Managerial Personnel, Senior Management and other
employees.

Performance Evaluation of the Board, Board
Committees and Directors

The Company has adopted the Board Evaluation Framework
and Policy based on the recommendation of the Nomination
and Remuneration Committee, which sets a mechanism
and criteria for performance evaluation of the Board, Board
Committees and Directors, including Independent Directors.
The same is available at
https://www.abbott.co.in/investor-
relations.html
.

Every year, Directors evaluate the effectiveness of the
Board and its Committees in performing its governance and
oversight responsibilities. Directors assess the performance
of their peers, as well as the entire Board of Directors and
each of the Committees on which they serve through online
questionnaire.

Online Evaluations solicit feedback on various parameters
described below:

For Board: Adequacy and timeliness of information
provided for reviewing and guiding corporate strategy,
risk policy, annual budgets and business plans, setting
performance objectives, monitoring financial situation
and corporate performance, and overseeing capital
expenditures; transparent environment for free flowing
discussion and healthy debate; challenging the assumptions
underlying key areas such as strategic initiatives, risk
appetite, etc. and provide strategic guidance.

For Committees: Oversight by Committee on respective
matters as per Committee Charter, adequacy of information
provided and how effectively the recommendations
contribute to Board decision-making.

For Directors: Communication of opinions and concerns,
anticipation of new issues, leveraging expertise to offer
valuable insights and guidance, introduce best industry
practices and display adequate level of participation and
engagement.

Review and discussions:

• Results are presented in the form of anonymized reports.

• The Nomination and Remuneration Committee reviews
peer and Board Reports.

• Reports are then shared with the Board for review and
discussions.

Feedback incorporation:

• Basis the feedback, enhancement opportunities are
identified and implemented as appropriate.

• The Chairman of the Board discusses peer evaluation
results with individual Directors as needed.

During the year 2024-25, evaluation of the Board, Committees
and Directors was conducted as per the process described
above. Also, the Independent Directors conducted separate
assessment of the Board, Non-Independent Directors and the
Chairman basis the feedback from the other Board Members.

KEY MANAGERIAL PERSONNEL

Mr. Sridhar Kadangode resigned as Chief Financial Officer
of the Company effective February 26, 2025 and Ms. Swati
Dalal has resigned as Director and Managing Director of the
Company effective June 13, 2025.

The Board upon recommendation of the Audit and
Nomination and Remuneration Committees, approved the
appointment of Ms. Maithilee Mistry as the Chief Financial
Officer of the Company effective May 6, 2025.

The Board upon recommendation of the Nomination and
Remuneration Committee, approved the appointment of
Mr. Kartik Rajendran (DIN: 09527717), as Director and
Managing Director of the Company for a period of 5 (five)
years effective June 14, 2025, not liable to retire by rotation,
subject to approval of Shareholders at the forthcoming
Eighty-first AGM and Central Government.

Ms. Swati Dalal, Managing Director and Ms. Sangeeta
Shetty, Company Secretary, are the Key Managerial
Personnel of the Company as on March 31, 2025.

AUDIT COMMITTEE

The Audit Committee comprises of Ms. Anisha Motwani
(Chairperson), Mr. Munir Shaikh, Mr. Sudarshan Jain and
Ms. Shalini Kamath. Role of the Committee is provided in the
Corporate Governance Report, forming part of this Report.

The recommendations made by the Audit Committee
during the year were accepted by the Board.

VIGIL MECHANISM/ WHISTLE-BLOWER POLICY

The Company has in place Vigil Mechanism/ Whistle-Blower
Policy called “Abbott India Limited - Procedure for Internal
Investigations”. It lays down a mechanism for reporting
and investigating unethical behavior, alleged or potential
violations of laws, regulations or Abbott Code of Business
Conduct, policies, procedures or other standards.

A report indicating the number of cases reported,
investigations conducted including the status update is
presented before the Audit Committee, on a quarterly basis.

The said Policy is available on the website of the Company at
https://www.abbott.co.in/investor-relations.html.Employees
have numerous ways to voice their concerns and are
encouraged to report the same internally for resolution.
The said Policy provides for adequate safeguards against
retaliation and access to the Chairperson of the Audit
Committee.

Any concerns/ grievances can be communicated through
various sources as provided under the said Policy or online at
https://speakup.abbott.com.

DIRECTORS’ RESPONSIBILITY STATEMENT

Pursuant to Section 134(5) of the Act, your Directors state
that:

a) in the preparation of the Annual Accounts for the
year ended March 31, 2025, the applicable accounting
standards have been followed and there are no material
departures from the same;

b) they have selected such accounting policies and applied
them consistently and made judgments and estimates
that are reasonable and prudent so as to give a true
and fair view of the state of affairs of the Company as
at March 31, 2025 and of the Profits of the Company
for that year;

c) they have taken proper and sufficient care for
the maintenance of adequate accounting records
in accordance with the provisions of the Act, for
safeguarding the assets of the Company and for
preventing and detecting fraud and other irregularities;

d) they have prepared the Annual Accounts of the Company
on a going concern basis;

e) they have laid down adequate internal financial controls
to be followed by the Company and that such internal
financial controls are adequate and operating effectively;

f) they have devised proper systems to ensure compliance
with the provisions of all applicable laws and that such
systems are adequate and operating effectively.

RELATED PARTY TRANSACTIONS

Policy on dealing with Related Party Transactions
and Materiality

The Company has in place the Policy on dealing with Related
Party Transactions and Materiality in terms of requirements
of the Act and the SEBI Listing Regulations. The said Policy
is available on the Company’s website at
https://www.abbott.
co.in/investor-relations.html
.

As per the said Policy, all Related Party Transactions are
pre-approved by the Independent Directors, Audit
Committee and Board, as and when required as per the
requirements under the Act and SEBI Listing Regulations.
The details of actual transactions are reviewed by the
Audit Committee on a quarterly/ annual basis. Material
transactions, if any, with the Related Parties are pre-approved
by the Shareholders.

Details of Related Party Transactions

The Company enters into business transactions with various
Abbott affiliate companies (“Related Parties”) in the normal
course of business and at arm’s length.

All the transactions with the Related Parties entered into
during the financial year 2024-25 were pre-approved by
the Independent Directors and Audit Committee. Actual
Transactions are placed before the Audit Committee on a
quarterly basis. Material Related Party Transactions, if any,
are approved by the Shareholders. The details of the same
are provided in Note 39 to the Financial Statements.

Pursuant to Regulation 23(9) of the SEBI Listing Regulations,
the Company has filed half yearly reports on Related Party
Transactions with BSE Limited.

INVESTOR EDUCATION AND PROTECTION FUND
(IEPF)

Pursuant to Section 124 and other applicable provisions of
the Act, read with the Investor Education and Protection
Fund Authority (Accounting, Audit, Transfer and Refund)
Rules, 2016 (“the IEPF Rules”), all dividends which remain
unpaid or unclaimed for a period of seven years, are required
to be transferred by the Company to the IEPF, established
by the Government of India. Further, according to the IEPF
Rules, the shares on which dividend has not been paid or
claimed by the Shareholders for seven consecutive years or
more shall also be transferred to the demat account of the
IEPF Authority. In accordance with the said requirements,
the Company has transferred the unpaid dividend and
shares to IEPF.

The details of the same are provided in the Corporate
Governance Report.

CORPORATE SOCIAL RESPONSIBILITY

Corporate Social Responsibility (CSR) Policy

The CSR Policy is available on the Company’s website at
https://www.abbott.co.in/investor-relations.html.

CSR Programs/ Activities undertaken during the
financial year 2024-25

The Company spent an amount of' 25.75 Crores on various
CSR programs during the financial year 2024-25. The Annual
Report of the CSR activities undertaken by the Company is
annexed as “Annexure I” and forms part of this Report.

RISK MANAGEMENT

The Company has formulated a “Risk Management Policy”
which includes:

• Risk identification framework (including Environment,
Social and Governance related risks (ESG)),

• Risk mitigation measures,

• Business Continuity Plan (BCP).

The framework above covers Strategic, Operational,
Compliance, Cyber Security, Financial, Environmental and
Human Resource.

1. Objective

Risk Management Policy is directed to enable
Management to effectively deal with uncertainty
and associated risk and opportunity, enhancing the
capacity to build value. Broadly, the Policy Framework
encompasses:

• Aligning risk appetite and strategy considering
the risk appetite in evaluating strategic
alternatives, setting related objectives and
developing mechanisms to manage related risks;

• Enhancing risk response decisions and select
among alternative risk responses - risk avoidance,
reduction, sharing and acceptance;

• Reducing operational surprises and losses
by identifying potential events and resultant
responses, thus reducing surprises and associated
costs or losses;

• Identifying and managing multiple and cross
enterprise risks;

• Seizing opportunities by considering a full range of
potential events and thus identify and proactively

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• Improving deployment of capital through well-
established risk information to effectively
assess overall capital needs and enhance capital
allocation.

These capabilities inherent in this framework help in
achieving the performance and profitability targets and
prevent loss of resources.

This Risk Management Framework is directed to help
ensure effective reporting and compliance with laws and
regulations, avoid damage to the Company’s reputation
and associated consequences. Risk Management
Framework enables the Company to avoid pitfalls and
surprises along the way.

Risk involves many variables which are in a state of
continuous change. Management in its best effort has
tried to design a Risk Management Framework to timely
identify major risks for necessary remediation.

2. Roles and Responsibilities

Board of Directors

The Board provides oversight about Risk
Management and is responsible for approving the
Risk Management Framework. The Board has
constituted Risk Management Committee with
defined roles and responsibilities.

Audit Committee

Audit Committee conducts evaluation of Risk
Management systems and such other functions as
may be assigned by the Board from time to time.

Risk Management Committee

Key roles and responsibilities are outlined below:

i. Monitoring and implementing Risk
Management Plans;

ii. Ensures that the adequacy of the Company’s
Risk Management Framework is being
assessed and that action is taken if it is
inadequate;

iii. Reports Risk Management activities
and information, including top risks and
mitigation, to the Audit Committee and Board;

iv. Understands the significant or high risks
affecting Company and ensures that processes
to mitigate them are effective;

v. Reviewing and amending Risk Management
Framework from time to time;

vi. Such other functions as may be delegated by
the Board from time to time.

Risk Management Core Team

The Risk Management Core Team oversees the
process by which business division/ function and
management identifies and assesses risks and
determines appropriate responses. It addresses
organizational risks and sets performance,
measure goals and key risk indicators for those
risks. It takes care of the following:

i. Design, develop and periodically update the
Risk Management framework and procedure;

ii. Ensure appropriateness of risk culture and
understanding across the Company at all
levels;

iii. Plan and organise risk management
programs;

iv. Ensure adherence to Risk Management
policies and procedures within Abbott;

v. Facilitate validators in preparation and
execution of control validation plan;

vi. Conduct adequate awareness;

vii. The Core Team along with the concerned
Division/ Function heads identifies risks
faced/ perceived by the Company and
mitigation plans. The core team further
evaluates whether the mitigation measures
have helped bring down the scale and
magnitude of risk, from time to time.

STATUTORY AUDITORS

M/s. Walker Chandiok & Co LLP, Chartered Accountants
(Firm Registration No. 001076N/ N500013), have been
appointed as the Statutory Auditors at the Eightieth AGM of
the Company held on August 8, 2024, for a period of five years
i.e., from financial year 2024-25 to financial year 2028-29, to
hold office till the conclusion of the Eighty-fifth AGM of the
Company.

AUDITORS’ REPORT

The Auditors’ Report for the financial year 2024-25 does not
contain any adverse remarks, qualifications or reservations
or disclaimers, which require explanations/ comments by the
Board.

COST AUDITORS

M/s. Joshi Apte & Associates, Cost Accountants (Firm
Registration No. 000240), are the Cost Auditors of the
Company for the financial year 2024-25.

M/s. Joshi Apte & Associates, Cost Accountants, have been
appointed as Cost Auditors of the Company for the financial
year 2025-26 at a remuneration of
' 0.09 Crores plus taxes
as applicable and reimbursement of out-of-pocket expenses.
The said remuneration to the Cost Auditors shall be subject to
ratification by the Members at the ensuing AGM.

COST AUDIT REPORT

As per the provisions of Section 148(1) of the Companies
Act, 2013, the Company has maintained the cost records, as
specified by the Central Government.

Cost Audit Report along with the Compliance Report for
the financial year 2023-24, issued by M/s. Kishore Bhatia
& Associates, Cost Auditors, was filed with the Ministry of
Corporate Affairs on August 21, 2024 (due date of filing was
September 5, 2024).

INTERNAL AUDITORS

M/s. Deloitte Touche Tohmatsu India LLP, Chartered
Accountants (LLP Identification Number AAE-8458) are the
Internal Auditors of the Company. Internal Audit Report,
their significant observations and follow up actions taken by
the Management is reviewed by the Audit Committee on a
quarterly basis.

SECRETARIAL AUDITORS

M/s. BNP & Associates, Company Secretaries (Firm
Registration No. P2014MH037400), are the Secretarial
Auditors of the Company for the financial year 2024-25.

The Board upon recommendation of the Audit Committee,
has approved and recommended the appointment of
M/s. BNP & Associates, Company Secretaries (Firm
Registration No. P2014MH037400), as Secretarial Auditors
of the Company, for a period of five (5) years from the
conclusion of the ensuing AGM till the conclusion of the
Eighty-sixth AGM of the Company. M/s. BNP & Associates
have confirmed their eligibility and qualification required
under the Act for holding the office as Secretarial Auditors
of the Company.

SECRETARIAL AUDIT REPORT

The Secretarial Audit Report issued by M/s. BNP &
Associates, Company Secretaries for the financial year
ended March 31, 2025, does not contain any adverse
remark, qualifications, reservations or declaimer except the
observation that the name of the Company is appearing in

the breach list displayed on the website of the Depositories
and BSE Limited for having foreign investment in excess of
prescribed sectoral cap.

In this connection, the Company has received post-
facto approval from the Department of Pharmaceuticals
permitting foreign shareholding in excess of the sectoral
cap, upto 80% of the paid-up share capital of the Company,
subject to compounding with the Reserve Bank of India
(“RBI”). The Company had filed a compounding application
with the RBI in this regard. However, the RBI vide its
letter dated March 19, 2024, had informed the Company
that the compounding application required further
examination in consultation with the Government.
RBI further informed the Company that since compounding
was a time-bound process, the application was being
returned for the time being along with the compounding
fee.

Subsequently, as per direction received from RBI vide its
email dated December 19, 2024, Company has refiled the
compounding application with the RBI on January 22,
2025, and awaits further communication/ advice from RBI
in this regard.

The Secretarial Audit Report is annexed as “Annexure II”
and forms part of this Report.

REPORTING OF FRAUD BY AUDITORS

During the year under review, the Statutory Auditors, Cost
Auditors, Internal Auditors and Secretarial Auditors have
not reported any instances of frauds committed in the
Company by its Officers or Employees or reported to the
Audit Committee under Section 143(12) of the Act.

HUMAN RESOURCES

At Abbott, we believe that a sustainable future starts with
health. We want to incorporate sustainability in everything
we do. People are the foundation for us to be able to achieve
this goal. That’s why our 2030 sustainability plan includes
targeted actions to create a workforce of tomorrow.

Abbott is an innovative great place to work. We care about
and value our employees. Our common purpose and mission
provide our workforce with the opportunity to change
people’s lives for the better, while living their own best lives
personally and professionally.

Our HR philosophy is in line with our Company’s purpose
and mission. At Abbott our employees can leverage
differentiated opportunities and benefits to build their
career in the organization, while ensuring they can be
themselves, take care of their family’s wellbeing, and live a
fuller life.

Our employees are the pillars of the Company’s growth and
success. The Company has 3,659 employees as on March 31,
2025. We want to build a diverse, innovative workforce of
tomorrow. New ideas come from different places and points
of view. To achieve our ambitions, we’re actively shaping
our organization for the future by prioritizing diversity,
equity and inclusion.

Talent is a key priority for us, and all of our initiatives are
based on ensuring that we help our employees grow within
the organization. At Abbott, fostering a culture of diversity,
equity, and inclusion (DE&I) is a core commitment. We have
implemented impactful programs and initiatives to create
a workplace where everyone feels valued and empowered.
Employee well-being is a key priority, and the Company is
committed to it with strong focus on employee’s physical,
mental, social and financial wellbeing. The Company
offers career development programs for employees from all
levels of the organization to empower our teams with skills
to meet the health needs of tomorrow.

Talent Strategy

A strong talent strategy has been developed to help attract
and retain the right talent and emerge as the employer of
choice in the Indian Healthcare Industry. The Company
believes in motivating and engaging employees through
shared goals, capability building initiatives, career
growth opportunities and providing an environment of
transparency, accountability and positive reinforcement.

The India Talent Strategy has been our key strategic
pillar which helps us deliver on our business goals and our
leadership team is fully invested in the same. Our work
culture here is driven by passion and the constant drive to
think ahead and grow as an individual. That is what makes
Abbott a great place to work.

Training and Capability Building initiatives

Abbott has a well-defined development process aligned with
our talent strategy. We offer development opportunities for
employees to equip themselves with new skills. They have
access to appropriate training to help them develop and
prosper in their career, while meeting the organizational
strategic plan.

1. Leadership Pipeline Building Programs

Talent Management Reviews: These programs focus
on the identification and development of key personnel
who are part of the succession pipeline at various
levels. They focus on building internal talent across
divisions and geographies for the next level roles.

Transition Programs: These training programs are
very specific to the employees who are getting into
their new roles. As an employee transitions from being
an individual contributor to a manager, this program
provides the necessary support in navigating the
complexity of being a manager.

The program focuses on building people manager
leadership competencies and comes with three levels:

• Individual Contributor to People Manager;

• Manager to Director;

• Director to General Manager.

Key talent programs like In-Stride and Future Leaders
Development Program aim at developing future
leaders and accelerate their readiness into critical roles.
The 12-month development journey consists of cross¬
functional mentoring, classroom trainings, digital
learning, leadership and business simulations, campus
immersion at top class academic institutes and exposure
to senior leaders to review development progress.
These programs have successfully developed over 140
employees so far in the Company with many of them
experiencing role rotations and promotions.

2. Executive Coaching and Mentoring

Executive coaching and mentoring are used as
development interventions for senior leaders. They are
based on the needs identified for senior leaders and a
6-12 months’ engagement with an external senior coach
is established. The goals are set up and agreed to by the
coachee, coach and the manager. Success is measured
by the achievement of milestones and development
goals achieved by the coachee.

3. Mentoring Programs

Leaders like the Vice Presidents, General Managers,
Commercial Directors and functional leaders actively
engage in mentoring talent across the organization.
Mentoring develops employees to drive new, cross
functional expertise and perspectives. Mentors are
identified and a panel is created with expertise in a
variety of areas of development to address the needs
of our talent with respect to business and professional
growth. The mentor-mentee pairs and groups are
assigned based on need, expertise and personal
attributes. Tools and guidelines to maximize learning
are provided. Our Wo-Mentoring program provides
an accelerated development experience through a
mentoring opportunity for identified key women talent

over a nine-month mentoring program. This program
has successfully developed more than 75 women
employees so far in the Company with many of them
experiencing role rotations and promotions.

4. Leading with Impact - Integrated Managerial
Capability Program

The Company helps managers accelerate their
development through skill building, experiences
and learnings from current leaders. The “Leading
With Impact” program is being offered to all people
managers in the Company since 2021 to help them
effectively lead people and continues in the form of
refresher programs. The 12-week module consisting of
online learning and simulations, on the job experiences,
discussion with peers on the learnings, coaching from
certified global coaches and pre and post program
leadership effectiveness surveys, outlined modules such
as See, Hear, Speak, Coach and Develop is considered
to be highly effective. Leading with Impact efforts are
sustained through various initiatives like Pop Up quiz
on Intranet portal, quarterly mailers related to employee
life cycle processes, leader panel sessions, etc.

5. Training and Development Resources

The Abbott Global Training site provides variety of
materials and resources to meet the development
and functional training needs of employees including
role-based trainings, in-person trainings, E-Learning
(online training) and articles, accessible on real¬
time basis. Calendarized and localized programs
are additionally designed basis need identification.
The Learning and Development team caters to
customized training requests from business in parallel
to the open enrollments. E-Learning and virtual
learning play an integral role in learning offerings
and provides employees the flexibility they need.
The Career Connect Platform helps employees to
engage in new experiences, discover innovative ways
to connect with colleagues globally and take advantage
of personalized resources to create a high-impact
development plan. Employees also have opportunities
to work on Learning Gigs - an innovative concept
facilitating voluntary project-based learnings with
teams across any country within Abbott.

6. Excellence Academy

Abbott is dedicated to building the best-in-class field
force to foster market-beating growth. This is reflected
through robust onboarding and career development

programs for employees across all levels. Excellence
Academy, the training team, has been instrumental in
strengthening the field force’s capabilities to effectively
navigate through current and future challenges.

Diversity, Equity and Inclusion (DE&I):

Diversity is fundamental at Abbott - in people, mindsets and
business models. It’s core to fulfilling the purpose and is
embedded in values and is driven across leadership levels.

Diversity is built into Abbott’s worldview, workplaces and
customer bases. The Company strives to create and provide
the work environment where every employee feels welcome
and able to bring their whole self to work. This means
integrating diversity, equity and inclusion in all areas of
business and building teams reflective of the communities
the Company serves.

Our India DE&I vision for Abbott is “Building strength
through diversity and celebrating our differences to become
better together.” This vision beautifully captures how
DE&I is a strategic enabler for us and will continue to be a
pivotal part of our growth journey in India.

The DE&I vision is brought to life through five focus areas,
i.e. Inclusive Workplace Policies and Practices, Capability
and Mindset Development, Hiring Practices, Communication
and Awareness and Forums and Networks.

Inclusive Workplace Policies and Practices

Abbott is committed to ensuring that our organizational
policies and practices are inclusive and equitable. This
includes creating gender-neutral policies and regularly
reviewing our practices to remove any unconscious biases.
We are focused on reviewing compensation, promotion,
and career progression policies to guarantee fairness and
eliminate disparities across different employee groups.

Capability and Mindset Development

Building inclusive leadership and managerial capability is
essential for fostering a culture where diversity can thrive.
Abbott invests heavily in training and development programs
that focus on building awareness around unconscious
bias, inclusive leadership, and cultural competence. These
programs are designed to equip managers with the tools they
need to lead high-performing, diverse teams.

Hiring Practices

We continuously evaluate and strengthen our hiring
practices to ensure effective recruitment of diverse talent
across various functions. By monitoring our practices

and approaches, we aim to attract and retain a diverse
workforce that is reflective of the communities we serve and
will help us shape the future of healthcare.

Communication and Awareness

At Abbott, communication and awareness are foundational
to our DE&I efforts. We recognize that to drive meaningful
change, employees need to be continuously educated about
DE&I, from understanding unconscious bias to learning
about the importance of allyship and advocacy. We achieve
this through internal campaigns, workshops, and regular
DE&I updates, ensuring that our messaging reaches all
employees.

Forums and Networks

Abbott’s Employee Networks play a critical role in driving
DE&I across the organization. These groups, including
Women Leaders of Abbott (WLA), Working Mothers of
Abbott (WMA), Pride Network, Early Career Network (ECN)
and the Abbott disABILITY Network, provide platforms for
employees to connect, share experiences, and advocate for
inclusive policies and practices.

• Women Leaders of Abbott (WLA): WLA is an

employee resource group that connects, inspires and
helps women grow within our organization. It has
been helping women across through various programs
to help them realize greater career achievements
through connections, dynamic programs, development
opportunities and enhanced leadership experiences.

Working Mothers of Abbott (WMA): Launched in
India in 2022, WMA is an employee forum that provides
working mothers with a platform to connect, support,
share and learn from one another as they navigate the
challenges of balancing work and motherhood.

PRIDE Network India: PRIDE Network India was
launched in 2023, aiming to educate, encourage,
and create a community for LQBTQ and Allies at
the workplace through its pillars of Education and
Awareness, Policy, and Engagement.

Early Career Network (ECN) India: This employee
resource group aims to help our early career
professionals explore and engage with the vast
opportunities and diverse talent within Abbott.
ECN India was launched in 2021 to foster generational
diversity at Abbott. In 2023, ECN launched its Reverse
Mentoring program - MentUp - to help mentor our
senior leaders with young talent across the organization.

Abbott disABILITY Network India: We strive to
empower people with disabilities to achieve their
full career potential by fostering understanding,
awareness, advancement and advocacy. Abbott
disABILITY Network India was launched in 2023, with
the vision of “Access for All” for creating an inclusive
environment to ensure accessibility at the workplace.

Enhancing Collaboration, Innovation and
Employee Experience through Technology

At Abbott, we recognize the power of technology to enhance
collaboration, innovation and employee experience.

Last year, we launched the Benefits & Wellness (B&W)
Metaverse, a scalable virtual platform that revolutionizes
team connection, collaboration, learning, and engagement.
Employees create digital avatars, chat with colleagues,
explore compensation and benefits induction, learn about
Abbott leaders, and access policies, wellness resources,
and more. We also leverage technology to administer our
Flexible Benefits Program which offers voluntary
insurances such as Top Up Mediclaim, Critical Illness and
Parental Insurance, health and wellness vouchers and
discounted health check-up packages.

Abbott India also enhances the employee experience
through an Artificial Intelligence enabled Chatbot
“SmaHRty” which is available 24x7 for employees for
providing real-time and error-free query resolution and has
been able to resolve more than 3,00,000 employee queries
since it has been launched.

External Recognition of Efforts

During the year, the Company has been:

• recognized as Best Companies to Work for in India
in Business Today for the 10th time in a row in 2024,
reflects our continuous efforts.

• recognized as the “Best Place of Work” at the Business
World’s People HR Excellence Awards 2024.

• ranked by Avtar & Seramount - 2024 as “100 Best
Companies for Women in India” for the 5th consecutive
year placing Abbott in their “Hall of Fame”.

• recognized as “Exemplars” in the Most Inclusive
Companies Index by Avtar & Seramount in 2024.

• received a Special Jury Recommendation for FICCI
Women Empowerment Awards under the Health &
Wellbeing category.

• achieved the Gold Level recognition in the 2024
Healthy Workplace Awards by Arogya World

• recognized as a WOW Workplace 2025 in the
Pharmaceutical and Healthcare segment by Jombay.

Prevention of Sexual Harassment (POSH) at
Workplace

The Company has complied with the provisions of Sexual
Harassment of Women at Workplace (Prevention, Prohibition
and Redressal) Act, 2013 and has an Internal Complaints
Committee (ICC) in place.

Appropriate training under POSH is imparted to employees
regularly.

No complaints were received by the Company/ ICC during
the year, under the aforesaid Act.

HEALTH, SAFETY AND ENVIRONMENT

The Company is committed to the protection of human
health, safety and the environment. This commitment forms
the basis for our environment, health and safety (EHS)
management systems and governance. Attainment of our
long-range targets to reduce worker injuries and the
environmental impacts of our business across our value
chain is a priority. Meeting our targets, along with our EHS
objectives, is the continuation of a long legacy of responsible
business practices at Abbott that reflect our core values:
Pioneering, Achieving, Caring and Enduring.

Health and Safety:

Site Safety Committee is formed at the Plant having
representation from both supervisory and non-supervisory
staff. Committee meets at regular frequency to discuss and
resolve EHS issues.

On-job, Classroom and Online EHS trainings are regularly
arranged for employees. Training topics cover applicable
EHS regulations, Abbott’s EHS technical standards,
firefighting, hazardous chemical and waste handling,
Slip/ Trip/ Fall, Machine Guarding, Material handling and
emergency preparedness.

A participant from Company’s Goa plant attended a four-
week supervisory course for employees working in hazardous
process areas. Conducted by the Inspectorate of Factories
& Boilers, the course included classroom sessions, a factory
visit, and a project. Upon successful evaluation through
written and oral examinations, the participant was awarded
a certificate.

Another training program was conducted by Inspectorate of
Factories and Boilers for employees on Occupational Health
and Safety. The 2-day program conducted at site focused
on safety at workplace, machine guarding, chemical safety,
permit to work system, fire safety etc.

The project to upgrade the fire alarm system at our site has
been successfully completed. The new system includes
an increased number of detectors and manual call points,
enabling precise identification of fire locations. It is
integrated with an advanced control panel that is highly
sensitive and accurately displays the location when triggered.
Remarkably, the entire project was completed without any
interruption to business operations.

Mass awareness programs such as celebration of National
Safety Week and Abbott EHS week were conducted to help
build a sustainable EHS culture.

To enhance our EHS culture, we are implementing a
Behavior-Based Safety (BBS) program that focuses on
observing and correcting unsafe acts. Additionally, we have
established a system for reporting unsafe conditions and
near misses. These initiatives have significantly contributed
to fostering a positive EHS culture.

Road Safety:

Various Road Safety programs were conducted for field
employees during the year:

• 97.56% of the sales employees completed the online
defensive riding refresher training module.

• All the new sales employees were trained on defensive
riding skills and behaviors.

• 100% of the new sales employees were provided with
2 helmets (one for self and one for the pillion rider) as
a part of the joining kit. In addition to 2 helmets, they
were provided with full finger motorcycle riding gloves,
to protect fingers while riding a 2-wheeler vehicle.

To further enhance employee engagement in road safety,
Road Safety Week was organized from 3rd - 7th March 2025.
Through the safety week, a series of initiatives like various
training programs, quizzes and creative competitions were
rolled out with good participation from employees.

Environment:

A responsibility towards the environment is part of Abbott’s
mandate. We continuously endeavor to minimize the use of
renewable resources and cut down on carbon emission.

Site have successfully implemented the water stewardship
practices. This initiative is part of site’s commitment to
ensuring the availability of quality water both now and in
the future. It aims to benefit not only our site but also the
surrounding community at large.

The Company has a state-of-the-art effluent treatment plant
with parameters of treated effluent well within the limit set
by the local State Pollution Control Board. The rainwater
harvesting project continues to save water by reducing the
intake of purchased water.

Furthermore, gas emissions from the boiler and generator
stacks as well as the ambient air quality are monitored
regularly, and they are well within the limits set by the State
Pollution Control Board. Vermi-composting unit is in place
to convert canteen food waste into organic manure, which
is used in the lawns and in the plantation inside the Goa
factory premises.

Out of total non-hazardous waste generated at site, 65% of
the waste is used for beneficial purpose without undergoing
any recycling process. Remaining 35% of waste is sent for
recycling.

Out of total hazardous waste generated at site, 0.7% of the
waste is incinerated without energy recovery, 0.3% is sent
for recycling (used oil and e-waste). Rest 99 % of hazardous
waste is disposed off through co-processing (in cement
industries).

During the year, World Environment Day was celebrated as
EHS mass awareness program.

Goa plant is certified as Zero Waste to Landfill facility which
means no waste is disposed off through landfill.

Plastic Waste Management:

The Company is adhering to the requirements of Plastic
Waste Management Rules as laid down by the Ministry of
Environment, Forests and Climate change. We entered into
agreement with waste management agency for this purpose
and collected and processed our post-consumer plastic
packaging waste, from the States and Union Territories of
India where we operate.

CONSERVATION OF ENERGY, TECHNOLOGY
ABSORPTION AND FOREIGN EXCHANGE
EARNINGS AND OUTGO

The required information under the provisions of Section
134(3)(m) of the Act read with Rule 8 of the Companies
(Accounts) Rules, 2014 in respect of Conservation of Energy,
Technology Absorption, Foreign Exchange Earnings and
Outgo, etc. are annexed as “Annexure III” and forms part of
this Report.

ANNUAL RETURN

The Annual Return of the Company as on March 31, 2025
has been placed on the website of the Company at
https://www.abbott.co.in/investor-relations.html.

DISCLOSURE UNDER SECTION 197(12) OF THE
COMPANIES ACT, 2013 AND OTHER DISCLOSURES
AS PER RULE 5 OF THE COMPANIES (APPOINTMENT
AND REMUNERATION OF MANAGERIAL
PERSONNEL) RULES, 2014

Disclosures required in accordance with the provisions
of Section 197(12) of the Act, read with Rule 5(1) of the
Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014 is annexed as “Annexure IV”
and forms part of this Report. However, as per the
provisions of Sections 134 and 136 of the Companies Act,
2013, the Report and Financial Statements are being sent
to the Members and others entitled thereto, excluding the
Statement containing Particulars of Employees, which is
available for inspection by the Members up to the date of
ensuing Annual General Meeting. Any Member interested
in obtaining a copy of such Statement may write to the
Company Secretary at
investorrelations.india@abbott.com.

BUSINESS RESPONSIBILITY AND SUSTAINABILITY
REPORT (BRSR)

Business Responsibility and Sustainability Report and
Independent Assurance Statement on BRSR Core as required
under Regulation 34 of the SEBI Listing Regulations forms
part of this Report.

CORPORATE GOVERNANCE REPORT

Corporate Governance Report and Certificate issued
by Ms. Neena Bhatia on compliance of the conditions of
Corporate Governance as required under Regulation 34
of the SEBI Listing Regulations, form part of this Report.

COMPLIANCE WITH SECRETARIAL STANDARDS

The Board of Directors affirms that the Company has
complied with the applicable Secretarial Standards
issued by the Institute of Company Secretaries of India
(SS1 and SS2) relating to Meetings of Board, its Committees
and General Meetings, respectively.

DISCLOSURES OF ORDERS PASSED BY
REGULATORS OR COURTS OR TRIBUNAL

No orders have been passed by any Regulator or Court or
Tribunal which can have impact on the going concern status
and the Company’s operations in future.

INDUSTRIAL RELATIONS

The Company has overall cordial industrial relations.
The Company continues to receive strong support from
distributors, suppliers, vendors, stockists and other partners.

FIXED DEPOSITS

No fixed deposits were accepted during the year.

PARTICULARS OF LOANS, INVESTMENTS AND
GUARANTEES

The Company has not granted any loan or provided any
guarantees to or invested in securities of any other body
corporate during the year.

GENERAL

No disclosure or reporting is required in respect of the
following items as there were no transactions relating to
these items during the year under review:

1. Issue of equity shares with differential rights as to
dividend, voting or otherwise.

2. Issue of shares (including sweat equity shares) to
employees of the Company under any scheme.

3. The Company does not have any joint venture or
subsidiaries.

4. There are no applications made or any proceeding
pending against the Company under Insolvency and
Bankruptcy Code, 2016 (31 of 2016) during the financial
year.

5. There are no instances of one-time settlement during
the financial year.

ACKNOWLEDGEMENT

Your Board expresses gratitude towards all the employees,
business partners, institutions, banks and the Members, for
their continued trust and support to the Company.

For and on behalf of the Board of Directors

Colombo Swati Dalal Sudarshan Jain

May 15, 2025 Managing Director Director

DIN: 01513751 DIN: 00927487