Draft Annual Return 2024-25

[Pursuant to sub-Section(1) of section 92 of the Companies Act, 2013 and sub-rule (1) of rule 11of the Companies (Management and Administration) Rules, 2014]

(other than OPCs and Small Companies)

Form language

English

Hindi

Refer the instruction kit for filing the form.

1. REGISTRATION AND OTHER DETAILS

   L24231MH1950PLC008311

   Pre-fill

   1. * Corporate Identification Number (CIN) of the company

      Global Location Number (GLN) of the company

      AAACP3334M

      * Permanent Account Number (PAN) of the company

      PFIZER LIMITED

   2. (a) Name of the company

      1. Registered office address

         The Capital, 1802 / 1901, Plot No. C-70, G Block, Bandra Kurla Complex, Bandra (East),

         Mumbai Mumbai City Maharashtra

         prajeet.nair@pfizer.com

      2. *e-mail ID of the company

         02266932000

      3. *Telephone number with STD code

         https://www.pfizerltd.co.in

      4. Website

         21/11/1950

   3. Date of Incorporation

      Type of the Company	Category of the Company	Sub-category of the Company
      Public Company	Company limited by shares	Indian Non-Government company

   5. Whether company is having share capital

      Yes
      No
      
      
      
      
      

   6. *Whether shares listed on recognized Stock Exchange(s)

      Yes No
      
      

      1. Details of stock exchanges where shares are listed

         S. No.	Stock Exchange Name	Code
         1	BSE LTD	1
         2	NATIONAL STOCK EXCHANGE OF INDIA LIMITED	1,024

         L72400TG2017PLC117649

         Pre-fill

      2. CIN of the Registrar and Transfer Agent Name of the Registrar and Transfer Agent

      KFIN TECHNOLOGIES LIMITED

      Registered office address of the Registrar and Transfer Agents

      Selenium, Tower B, Plot No- 31 & 32, Financial District, N anakramguda, Serili ngampally NA

   7. *Financial year From date

      (DD/MM/YYYY) To date

      (DD/MM/YYYY)

      01/04/2024

      31/03/2025

   8. *Whether Annual general meeting (AGM) held

      Yes
      No
      
      

      1. If yes, date of AGM

         30/09/2025

      2. Due date of AGM

      3. Whether any extension for AGM granted

         Yes
         No
         
         

      (f) Specify the reasons for not holding the same

      74th Annual General Meeting of the Company is scheduled on July 21, 2025

2. PRINCIPAL BUSINESS ACTIVITIES OF THE COMPANY

   1

   *Number of business activities

   S.No	Main Activity group code	Description of Main Activity group	Business Activity Code	Description of Business Activity	% of turnover of the company
   1	C	Manufacturing	C6	Chemical and chemical products, pharmaceuticals, medicinal chemical and	93.29

3. PARTICULARS OF HOLDING, SUBSIDIARY AND ASSOCIATE COMPANIES (INCLUDING JOINT VENTURES)

   0

   Pre-fill All

   *No. of Companies for which information is to be given

   S.No	Name of the company	CIN / FCRN	Holding/ Subsidiary/Associate/ Joint Venture	% of shares held
   1

4. SHARE CAPITAL, DEBENTURES AND OTHER SECURITIES OF THE COMPANY

   1. *SHARE CAPITAL

      1. Equity share capital

         Particulars	Authorised capital	Issued capital	Subscribed capital	Paid up capital
         Total number of equity shares	63,000,000	45,750,372	45,750,372	45,747,732
         Total amount of equity shares (in Rupees)	630,000,000	457,503,720	457,503,720	457,477,320

         1

         Number of classes

         Class of Shares Equity Shares without differential rights	Authorised capital	Issued capital	Subscribed capital	Paid up capital
         Number of equity shares	63,000,000	45,750,372	45,750,372	45,747,732
         Nominal value per share (in rupees)	10	10	10	10
         Total amount of equity shares (in rupees)	630,000,000	457,503,720	457,503,720	457,477,320

      2. Preference share capital

         Particulars	Authorised capital	Issued capital	Subscribed capital	Paid-up capital
         Total number of preference shares	0	0	0	0
         Total amount of preference shares (in rupees)	0	0	0	0

         0

         Number of classes

         Class of shares	Authorised capital	Issued capital	Subscribed capital	Paid up capital
         Number of preference shares
         Nominal value per share (in rupees)
         Total amount of preference shares (in rupees)

      3. Unclassified share capital

         Particulars	Authorised Capital
         Total amount of unclassified shares	10,155,920

      4. Break-up of paid-up share capital

         Class of shares	Number of shares			Total nominal amount	Total Paid-up amount	Total premium
         Equity shares	Physical	DEMAT	Total
         At the beginning of the year	344,260	45,403,472	45747732	457,477,32	457,477,32
         Increase during the year	0	0	0	437,220	437,220	0
         i. Pubic Issues	0	0	0	0	0	0
         ii. Rights issue	0	0	0	0	0	0
         iii. Bonus issue	0	0	0	0	0	0
         iv. Private Placement/ Preferential allotment	0	0	0	0	0	0
         v. ESOPs	0	0	0	0	0	0
         vi. Sweat equity shares allotted	0	0	0	0	0	0
         vii. Conversion of Preference share	0	0	0	0	0	0
         viii. Conversion of Debentures	0	0	0	0	0	0
         ix. GDRs/ADRs	0	0	0	0	0	0
         x. Others, specify Dematerialisation of physical shares				437,220	437,220	0
         Decrease during the year	0	0	0	437,220	437,220	0
         i. Buy-back of shares	0	0	0	0	0	0
         ii. Shares forfeited	0	0	0	0	0	0
         iii. Reduction of share capital	0	0	0	0	0	0
         iv. Others, specify				437,220	437,220
         Dematerialisation of physical shares
         At the end of the year	344,260	45,403,472	45747732	457,477,32	457,477,32
         Preference shares
         At the beginning of the year	0	0	0	0	0
         Increase during the year	0	0	0	0	0	0
         i. Issues of shares	0	0	0	0	0	0
         ii. Re-issue of forfeited shares	0	0	0	0	0	0

         iii. Others, specify
         Decrease during the year	0	0	0	0	0	0
         i. Redemption of shares	0	0	0	0	0	0
         ii. Shares forfeited	0	0	0	0	0	0
         iii. Reduction of share capital	0	0	0	0	0	0
         iv. Others, specify
         At the end of the year	0	0	0	0	0

         INE182A01018

         ISIN of the equity shares of the company

         0

   2. Details of stock split/consolidation during the year (for each class of shares)

      Class of shares		(i)	(ii)	(iii)
      Before split / Consolidation	Number of shares
      	Face value per share
      After split / Consolidation	Number of shares
      	Face value per share

   3. Details of shares/Debentures Transfers since closure date of last financial year (or in the case of the first return at any time since the incorporation of the company) *
      Nil
      
      

      [Details being provided in a CD/Digital Media]

      Yes
      No
      Not Applicable
      
      

      Separate sheet attached for details of transfers

      Yes
      No
      
      

      Note: In case list of transfer exceeds 10, option for submission as a separate sheet attachment or submission in a CD/Digital Media may be shown.

      Date of the previous annual general meeting

1. 1. *Debentures (Outstanding as at the end of financial year)

      Particulars	Number of units	Nominal value per unit	Total value
      Non-convertible debentures	0	0	0
      Partly convertible debentures	0	0	0
      Fully convertible debentures	0	0	0
      Total			0

      Details of debentures

      Class of debentures	Outstanding as at the beginning of the year	Increase during the year	Decrease during the year	Outstanding as at the end of the year
      Non-convertible debentures	0	0	0	0
      Partly convertible debentures	0	0	0	0
      Fully convertible debentures	0	0	0	0

      0

   2. Securities (other than shares and debentures)

      Type of Securities	Number of Securities	Nominal Value of each Unit	Total Nominal Value	Paid up Value of each Unit	Total Paid up Value
      Total

2. *Turnover and net worth of the company (as defined in the Companies Act, 2013)

   22,813,484,876.7

   1. Turnover

      42,174,103,349

   2. Net worth of the Company

3. (a) *SHARE HOLDING PATTERN - Promoters

   S. No.	Category	Equity		Preference
   		Number of shares	Percentage	Number of shares	Percentage
   1.	Individual/Hindu Undivided Family
   	(i) Indian	0	0	0
   	(ii) Non-resident Indian (NRI)	0	0	0
   	(iii) Foreign national (other than NRI)	0	0	0

   2.	Government
   	(i) Central Government	0	0	0
   	(ii) State Government	0	0	0
   	(iii) Government companies	0	0	0
   3.	Insurance companies	0	0	0
   4.	Banks	0	0	0
   5.	Financial institutions	0	0	0
   6.	Foreign institutional investors	0	0	0
   7.	Mutual funds	0	0	0
   8.	Venture capital	0	0	0
   9.	Body corporate (not mentioned above)	29,243,042	63.92	0
   10.	Others	0	0	0
   	Total	29,243,042	63.92	0	0

   7

   Total number of shareholders (promoters)

   1. *SHARE HOLDING PATTERN - Public/Other than promoters

      S. No.	Category	Equity		Preference
      		Number of shares	Percentage	Number of shares	Percentage
      1.	Individual/Hindu Undivided Family
      	(i) Indian	5,790,086	12.66	0
      	(ii) Non-resident Indian (NRI)	243,749	0.53	0
      	(iii) Foreign national (other than NRI)	0	0	0
      2.	Government
      	(i) Central Government	63	0	0
      	(ii) State Government	0	0	0
      	(iii) Government companies	125	0	0
      3.	Insurance companies	2,482,140	5.43	0

      4.	Banks	7,158	0.02	0
      5.	Financial institutions	29,379	0.06	0
      6.	Foreign institutional investors	998,266	2.18	0
      7.	Mutual funds	5,303,621	11.59	0
      8.	Venture capital	0	0	0
      9.	Body corporate (not mentioned above)	1,222,132	2.67	0
      10.	Others IEPF, Trust, Clearing Memb	427,971	0.94	0
      	Total	16,504,690	36.08	0	0

      108,254

      Total number of shareholders (other than promoters)

      108,261

      Total number of shareholders (Promoters+Public/ Other than promoters)

      66

   2. *Details of Foreign institutional investors' (FIIs) holding shares of the company

   Name of the FII	Address	Date of Incorporation	Country of Incorporation	Number of shares held	% of shares held
   GOLDMAN SACHS FU	49 AVENUE JF KENNEDY LUXEMBO			426,066	0.93
   VANGUARD TOTAL IN	100 VANGUARD BOULEVARD MAL			65,698	0.14
   STICHTING PENSIOEN	DE ENTREE 201 AMSTERDAM			50,525	0.11
   EMERGING MARKETS	6300 Bee Cave Road Building One			46,855	0.1
   VANGUARD EMERGIN	100 VANGUARD BOULEVARD MAL			32,111	0.7
   SPDR PORTFOLIO EME	STATE STREET FINANCIAL CENTER			31,287	0.07
   MEDIOLANUM BEST B	STANDARD CHARTERED BANK SEC			29,720	0.06
   GOVERNMENT PENSIO	Bankplassen 2 P O Box 1179 Sentr			28,967	0.06
   GREATER INDIA PORT	2 INTERNATIONAL PLACE BOSTON			23,137	0.05
   NEW YORK STATE TEA	DEUTSCHE BANK AG, DB HOUSE H			22,596	0.05
   VANGUARD FIDUCIAR	100 VANGUARD BOULEVARD MAL			21,610	0.05
   SOCIETE GENERALE -	29 BOULEVARD HAUSSMANN PAR			20,988	0.05
   COPTHALL MAURITIU	C/O CIM CORPORATE SERVICES LT			15,666	0.03

   Name of the FII	Address	Date of Incorporation	Country of Incorporation	Number of shares held	% of shares held
   ROBECO CAPITAL GRO	11-13 BOULEVARD DE LA FOIRE L			15,109	0.03
   GS INDIA EQUITY	Yorckstrasse 21 Germany			14,979	0.03
   QUADRATURE CAPITA	Suite #7 Grand Pavilion Commerc			14,153	0.03
   MERCER QIF FUND PL	70 SIR JOHN ROGERSON'S QUAY D			11,377	0.02
   VANGUARD FTSE ALL-	100 VANGUARD BOULEVARD MAL			8,816	0.02
   MISSOURI EDUCATIO	3210 WEST TRUMAN BOULEVARD			8,604	0.02
   ACADIAN EMERGING	260 FRANKLIN STREET BOSTON M			8,223	0.02
   DANSKE INVEST EMER	HIILILAITURINKUJA 2 P OBOX 1554			7,175	0.02
   MORGAN STANLEY AS	23 Church Street 16-01 Capital Sq			6,811	0.01
   SOMERVILLE TRADING	JP Morgan Chase Bank N.A, India S			6,367	0.01
   GSA QMS MASTER FU	STANDARD CHARTERED BANK SEC			6,302	0.01
   CALIFORNIA PUBLIC E	HSBC SECURITIES SERVICES 11TH			5,709	0.01

4. *NUMBER OF PROMOTERS, MEMBERS, DEBENTURE HOLDERS

   (Details, Promoters, Members (other than promoters), Debenture holders)

   Details	At the beginning of the year	At the end of the year
   Promoters	7	7
   Members (other than promoters)	109,207	108,254
   Debenture holders	0	0

5. DETAILS OF DIRECTORS AND KEY MANAGERIAL PERSONNEL

   1. *Composition of Board of Directors

      Category	Number of directors at the beginning of the year		Number of directors at the end of the year		Percentage of shares held by directors as at the end of year
      	Executive	Non-executive	Executive	Non-executive	Executive	Non-executive
      A. Promoter	0	0	0	0	0	0
      B. Non-Promoter	3	4	3	4	0	0.01
      (i) Non-Independent	3	0	3	1	0	0

      (ii) Independent	0	4	0	3	0	0.01
      C. Nominee Directors representing	0	0	0	0	0	0
      (i) Banks & FIs	0	0	0	0	0	0
      (ii) Investing institutions	0	0	0	0	0	0
      (iii) Government	0	0	0	0	0	0
      (iv) Small share holders	0	0	0	0	0	0
      (v) Others	0	0	0	0	0	0
      Total	3	4	3	4	0	0.01

      8

      Number of Directors and Key managerial personnel (who is not director) as on the financial year end date

   2. (i) *Details of directors and Key managerial personnel as on the closure of financial year

   	Name	DIN/PAN	Designation	Number of equity share(s) held	Date of cessation (after closure of financial year : If any)
   	Mr. Pradip Shah	00066242	Director	0
   	Ms. Meena Ganesh	00528252	Director	0
   	Mr. L. Krishnakumar	00423616	Director	10
   	Ms. Sonia Singh	07108778	Director	0
   	Ms. Meenakshi Nevatia	08235844	Managing Director	0
   	Mr. Amit Agarwal	10465938	Whole-time directo	0
   	Mr. P. Rengan	10362899	Whole-time directo	0
   	Mr. Prajeet Nair	AADPN9155G	Company Secretar	0

   9

   (ii) Particulars of change in director(s) and Key managerial personnel during the year

   	Name	DIN/PAN	Designation at the beginning / during the financial year	Date of appointment/ change in designation/ cessation	Nature of change (Appointment/ Change in designation/ Cessation)
   	Mr. L. Krishnakumar	00423616	Additional director	29/07/2024	Appointment
   	Mr. L. Krishnakumar	00423616	Director	28/08/2024	Change in Designation
   	Ms. Sonia Singh	07108778	Additional director	29/07/2024	Appointment
   	Ms. Sonia Singh	07108778	Director	28/08/2024	Change in Designation
   	Mr. Pradip Shah	00066242	Director	09/11/2024	Cessation as Independent Dir
   	Mr. Pradip Shah	00066242	Additional director	29/07/2024	Appointment as Non Executiv
   	Mr. Pradip Shah	00066242	Director	28/08/2024	Appointment as Non Executiv
   	Mr. Uday Khanna	00079129	Director	09/11/2024	Cessation
   	Mr. Sunil Lalbhai	00045590	Director	13/02/2025	Cessation

6. MEETINGS OF MEMBERS/CLASS OF MEMBERS/BOARD/COMMITTEES OF THE BOARD OF DIRECTORS

   1. MEMBERS/CLASS /REQUISITIONED/NCLT/COURT CONVENED MEETINGS

      1

      Number of meetings held

      Type of meeting	Date of meeting	Total Number of Members entitled to attend meeting	Attendance
      			Number of members attended	% of total shareholding
      Annual General Meeting	28/08/2024	109,214	63	62.02

   2. BOARD MEETINGS

      5

      *Number of meetings held

      S. No.	Date of meeting	Total Number of directors associated as on the date of meeting	Attendance
      			Number of directors attended	% of attendance
      1	17/05/2024	7	7	100
      2	29/07/2024	9	9	100
      3	28/10/2024	9	9	100
      4	31/01/2025	8	8	100

      S. No.	Date of meeting	Total Number of directors associated as on the date of meeting	Attendance
      			Number of directors attended	% of attendance
      5	20/02/2025	7	7	100

   3. COMMITTEE MEETINGS

      15

      Number of meetings held

      S. No.	Type of meeting	Date of meeting	Total Number of Members as on the date of the meeting	Attendance
      				Number of members attended	% of attendance
      1	Audit Committ	17/05/2024	3	3	100
      2	Audit Committ	29/07/2024	3	3	100
      3	Audit Committ	28/10/2024	5	5	100
      4	Audit Committ	31/01/2025	4	4	100
      5	Nomination an	17/05/2024	3	3	100
      6	Nomination an	29/07/2024	3	3	100
      7	Nomination an	28/10/2024	5	5	100
      8	Nomination an	21/02/2025	4	4	100
      9	Risk Managem	01/07/2024	3	3	100
      10	Risk Managem	24/01/2025	4	4	100

   4. *ATTENDANCE OF DIRECTORS

   S. No.	Name of the director	Board Meetings			Committee Meetings			Whether attended AGM held on
   		Number of Meetings which director was entitled to attend	Number of Meetings attended	% of attendance	Number of Meetings which director was entitled to attend	Number of Meetings attended	% of attendance
   								(Y/N/NA)
   1	Mr. Pradip Sh	5	5	100	11	11	100
   2	Ms. Meena G	5	5	100	10	10	100
   3	Mr. L. Krishna	4	4	100	6	6	100
   4	Ms. Sonia Sin	4	4	100	7	7	100
   5	Ms. Meenaksh	5	5	100	5	5	100

   6	Mr. Amit Agar	5	5	100	4	4	100
   7	Mr. P. Rengan	5	5	100	3	3	100

7. *REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL

   Nil

   3

   Number of Managing Director, Whole-time Directors and/or Manager whose remuneration details to be entered

   S. No.	Name	Designation	Gross Salary	Commission	Stock Option/ Sweat equity	Others	Total Amount
   1	Ms. Meenakshi Nev	Managing Direc	94,834,802	0	0	0	94,834,802
   2	Mr. Amit Agarwal	Whole - time Dir	34,579,943	0	0	0	34,579,943
   3	Mr. P. Rengan	Whole - time Dir	14,799,210	0	0	0	14,799,210
   	Total		144,213,955	0	0	0	144,213,955

   1

   Number of CEO, CFO and Company secretary whose remuneration details to be entered

   S. No.	Name	Designation	Gross Salary	Commission	Stock Option/ Sweat equity	Others	Total Amount
   1	Prajeet Nair	Director Corpora	11,300,900	0	0	0	11,300,900
   	Total		11,300,900	0	0	0	11,300,900

   6

   Number of other directors whose remuneration details to be entered

   S. No.	Name	Designation	Gross Salary	Commission	Stock Option/ Sweat equity	Others	Total Amount
   1	Mr. Pradip Shah	Non - Independ	660,000	1,800,000	0	0	2,460,000
   2	Ms. Meena Ganesh	Independent Dir	590,000	1,800,000	0	0	2,390,000
   3	Mr. L.Krishnakumar	Independent Dir	390,000	1,225,000	0	0	1,615,000
   4	Ms. Sonia Singh	Independent Dir	320,000	1,225,000	0	0	1,545,000
   5	Mr. Uday Khanna	Independent Dir	420,000	1,100,000	0	0	1,520,000
   6	Mr. Sunil Lalbhai	Independent Dir	520,000	1,575,000	0	0	2,095,000
   	Total		2,900,000	8,725,000	0	0	11,625,000

8. MATTERS RELATED TO CERTIFICATION OF COMPLIANCES AND DISCLOSURES

   * A. Whether the company has made compliances and disclosures in respect of applicable provisions of the Companies Act, 2013 during the year

   
   
   

   Yes No

   B. If No, give reasons/observations

9. PENALTY AND PUNISHMENT - DETAILS THEREOF

   1. DETAILS OF PENALTIES / PUNISHMENT IMPOSED ON COMPANY/DIRECTORS /OFFICERS

      Nil
      
      

      Name of the company/ directors/ officers	Name of the court/ concerned Authority	Date of Order	Name of the Act and section under which penalised / punished	Details of penalty/ punishment	Details of appeal (if any) including present status

   2. DETAILS OF COMPOUNDING OF OFFENCES

      Nil
      
      
      

   Name of the company/ directors/ officers	Name of the court/ concerned Authority	Date of Order	Name of the Act and section under which offence committed	Particulars of offence	Amount of compounding (in Rupees)

10. Whether complete list of shareholders, debenture holders has been enclosed as an attachment

    Yes
    No
    
    

    (In case of 'No', submit the details separately through the method specified in instruction kit)

11. COMPLIANCE OF SUB-SECTION (2) OF SECTION 92, IN CASE OF LISTED COMPANIES

In case of a listed company or a company having paid up share capital of Ten Crore rupees or more or turnover of Fifty Crore rupees or more, details of company secretary in whole time practice certifying the annual return in Form MGT-8.

Nrupang B. Dholakia

Name

Whether associate or fellow Certificate of practice number

12884

I/We certify that:

1. The return states the facts, as they stood on the date of the closure of the financial year aforesaid correctly and adequately.

2. Unless otherwise expressly stated to the contrary elsewhere in this Return, the Company has complied with all the provisions of the Act during the financial year.

Declaration

I am Authorised by the Board of Directors of the company vide resolution no. ..

dated

(DD/MM/YYYY) to sign this form and declare that all the requirements of the Companies Act, 2013 and the rules made thereunder in respect of the subject matter of this form and matters incidental thereto have been compiled with. I further declare that:

1. Whatever is stated in this form and in the attachments thereto is true, correct and complete and no information material to

   the subject matter of this form has been suppressed or concealed and is as per the original records maintained by the company.

2. All the required attachments have been completely and legibly attached to this form.

Note: Attention is also drawn to the provisions of Section 447, section 448 and 449 of the Companies Act, 2013 which provide for punishment for fraud, punishment for false statement and punishment for false evidence respectively.

To be digitally signed by

Director

10465938

DIN of the director

To be digitally signed by

Company secretary in practice

Attach Attach Attach

Attach

Membership number

Certificate of practice number

Attachments

1. List of share holders, debenture holders

2. Approval letter for extension of AGM;

3. Copy of MGT-8;

4. Optional Attachement(s), if any

List of attachments

Submit

Prescrutiny

Check Form

Modify

This eForm has been taken on file maintained by the Registrar of Companies through electronic mode and on the basis of statement of correctness given by the company

Pfizer Limited

The Capital, 1802/1901,

Plot No. C - 70, G Block, Bandra Kurla Complex, Bandra (East), Mumbai 400 051.

Tel : +91 22 6693 2000 Fax : +91 22 2654 0274

ANNEXURE- IN CONTINUATION TO POINT IX (C) - COMMITTEE MEETINGS TO THE

ANNUAL RETURN OF PFIZER LIMITED

For Pfizer Limited

Prajeet Nair

Director - Corporate Services & Company Secretary

Membership No.: A19627

CIN: L24231MH1950PLC008311

Email ID: contactus.india@pfizer.com

Website: https://www.pfizerltd.co.in

PFIZER LIMITED

List of Foreign Institutional Investors as on March 31, 2025

10 IN300167 10172932

NEW YORK STATE TEACHERS RETIREMENT SYSTEM-MANAGED BY GOLDMAN SACHS ASSET MANAGEMENT L.P.

DEUTSCHE BANK AG, DB HOUSE HAZARIMAL SOMANI MARG, P.O.BOX

NO. 1142, FORT MUMBAI INDIA 22,596 0.05

20 IN301524 30060287 ACADIAN EMERGING MARKETS SMALL CAP EǪUITY FUND, LL C

260 FRANKLIN STREET BOSTON

MASSACHUSETTS UNITED STATES OF AMERICA 8,223 0.02