Notes to Accounts of Onyx Biotec Ltd.

Mar 31, 2025

3.2 Rights, preferences and restrictions attached to shares

Voting: Each shareholder is entitled to one vote per share held.

Dividend: The company declares and pays dividends in Indian rupees. The dividend proposed by the Board of Directors is subject to approval of the shareholders in the ensuing Annual General Meeting.

Liquidation: In the event of liquidation of the company, the holders of equity shares will be entitled to receive remaining assets of the company, after distribution of all preferential amounts, if any. The distribution will be in proportion to the number of equity shares held by the shareholders.

3.2 Rights, preferences and restrictions attached to shares

Voting: Each shareholder is entitled to one vote per share held.

Dividend: The company declares and pays dividends in Indian rupees. The dividend proposed by the Board of Directors is subject to approval of the shareholders in the ensuing Annual General Meeting.

Liquidation: In the event of liquidation of the company, the holders of equity shares will be entitled to receive remaining assets of the company, after distribution of all preferential amounts, if any. The distribution will be in proportion to the number of equity shares held by the shareholders.

3.5 Shares reserved for issue under options and contracts/commitments for the sale of shares/disinvestment, including the terms and amounts : NIL

3.6 During the year, the Company, had completed the Initial Public Offering (IPO) of 48,10,000 Equity Shares of Face Value of Rs. 10 each for cash at a price of Rs.61 per Equity Share aggregating to Rs. 2934.10 Lakhs comprising a Fresh Issue of 48,10,000 Equity Shares aggregating to Rs. 2934.10 Lakhs. The approval for IPO was sought from the shareholders of the Company at their meeting held on 26-July-2024. The Equity Shares of the Company were listed on SME Platform of NSE Limited (NSE Emerge).

3.7 For the year ended on March 31,2024, the Company had incurred Rs, 396.08 lakhs as towards IPO related expenses. The Company has utilised amount lying in Securities Premium Account towards IPO related expenses in terms of Section 52 (2)(c) of the Companies Act, 2013.

3.8 Mr. Sanjeev Pal Singh expired and 1780800 Equity Shares held by him are to be transferred in the name of his son, Mr. Fateh Pal Singh as per his will Board of directors in meeting dated 10th November 2023 aprroved above request and transferred such shares in name of Mr. Fateh Pal Singh.

3.9 The Board of Directors, at their meeting held on 12th January,2024, approved the issuance of bonus shares in ratio of 1 (One) Bonus share for 1 (One’ share held by the shareholder of the company and subsequently the shareholders at their extraordinary'' general meeting held on 16th February, 2024 gavs consent to the issue and allotment of the abovementioned shares, and thereafter the Board of Directors, at their meeting held on 19th February, 2024 approved the allotment of the aforementioned equity shares of ? 10/ each which resulted in increase in paid-up, issued and subscribed equity shares capital of the Company from 5,901,600 equity shares to 11,803,200 equity shares face value of ? 10/-per share. As per resolutions passes the 5,901,60c shares will rank pari-passu in all respects with the equity shares of the company.

3.10 The Board of Directors, at their meeting held on 20th February,2024, approved the private placement of 1,519,000 shares of the company at a price ol Rs.24 per share which includes securities premium of Rs.14 and subsequently the shareholders at their extraordinary general meeting held on 21si February, 2024 gave consent to the issue and allotment of the abovementioned shares, and thereafter the Board of Directors, at their meeting held on 28tl February, 2024 approved the allotment of the aforementioned equity shares of ? 10/- each which resulted in increase in paid-up, issued and subscriber equity shares capital of the Company from 11,803,200 equity shares to 13,322,200 equity shares face value of? 10/-per share. As per resolutions passe; the 1,519,000 shares will rank pari-passu in all respects with the equity shares of the company.

²⁸ Disclosure pursuant to Accounting Standard - 15 ‘Employee Benefits’ as notified

The following are the types of defined benefit plans: a Gratuity Plan

15 days salary for every completed year of service. Vesting period is 5 years and payment is restricted to Rs. 20 lacs. The present value of defined obligation and related

current cost are measured using the Projected Unit Credit Method with actuarial valuation being carried out at each balance sheet date.

Risk Exposure

	Through its defined benefit plans, the company is exposed to a number of risks, the most significant of which are detailed below:
	Interest Rates Risk	The defined benefit obligation calculated uses a discount rate based on government bonds. If bond yields fall, the defined benefit obligation will tend to increase. Thus the plan exposes the Company to the risk of fall in interest rates. Some times, the fall can be permanent, due to a paradigm shift in interest rate scenarios because of economic or fiscal reasons. A fall in interest rates will result in an increase in the ultimate cost of providing the above benefit and will thus result in an increase in the value of the liability (as shown in financial statements). Even for funded schemes, a paradigm downward shift in bond yields may affect the reinvestment yields and may increase ultimate costs.
	Salary Inflation Risk	The present value of the defined benefit plan is calculated with the assumption of salary escalation rate(SER), which is applied to find the salary of plan participants in future, at the time of separation Higher than expected increases in salary will increase the defined benefit obligation and will have an exponential effect.
	Demographic Risk	Demographic assumptions are required to assess the timing and probability of a payment taking place. This is the risk of volatility of results due to unexpected nature of decrements that include mortality, attrition, disability and retirement. The effects of this decrement on the DBO depend upon the combination salary increase, discount rate, and vesting criteria and therefore not very straight forward. It is important not to overstate withdrawal rate because the cost of retirement benefit of a short serving employees will be less compared to long service employees.
	Actuarial Risk	It is the risk that benefits will cost more than expected. This can arise due to one of the following reasons: Adverse Salary Growth Experience: Salary hikes that are higher than the assumed salary escalation will result into an increase in Obligation at a rate that is higher than expected. Variability in mortality rate s: If actual mortality rates are higher than assumed mortality rate assumption than the Gratuity benefits will be paid earlier than expected. Since there is no condition of vesting on the death benefit, the acceleration of cash flow will lead to an actuarial loss or gain depending on the relative values of the assumed salary growth and discount rate. Variability in withdrawal rates: If actual withdrawal rates are higher than assumed withdrawal rate assumption than the Gratuity benefits will be paid earlier than expected. The impact of this will depend on whether the benefits are vested as at the resignation date.
	Liquidity Risk	This is the risk that the Company is not able to meet the short-term gratuity pay outs. This may arise due to non availability of enough cash / cash equivalent to meet the liabilities or holding of ill liquid assets not being sold in time. Employees with high salaries and long durations of service or those higher in hierarchy, accumulate significant level of benefits. If some of such employees resign / retire from the company there can be strain on the cash flows.
	Asset Liability Mismatch	This will come into play unless the funds are invested with a term of the assets replicating the term of the liability
	Market Risk	Market risk is a collective term for risks that are related to the changes and fluctuations of the financial markets. One actuarial assumption that has a material effect is the discount rate. The discount rate reflects the time value of money. An increase in discount rate leads to decrease in Defined Benefit Obligation of the plan benefits & vice versa. This assumption depends on the yields on the corporate / government bonds and hence the valuation of liability is exposed to fluctuations in the yields as at the valuation date.
	Legislative Risk/Regulatory Risk	Legislative risk is the risk of increase in the plan liabilities or reduction in the plan assets due to change in the legislation / regulation. The government may amend the Payment of Gratuity Act thus requiring the companies to pay higher benefits to the employees. This will directly affect the present value of the Defined Benefit Obligation. The new labour code is a case in point. And the same will have to be recognized immediately in the year when any such amendment is effective.

f The estimates of future salary increases, considered in actuarial valuation, take account of inflation, seniority, promotion and other relevant factors, such as supply and demand in the employment market.

g S ens itivity Analysis

The sensitivity analyses below have been determined based on a method that extrapolates the impact on defined benefit obligation as a result of reasonable changes in key assumptions occurring at the end of the reporting period. Reasonably possible changes at the reporting date to one of the relevant actuarial assumptions, holding other assumptions constant, would have affected the defined benefit obligation by the amounts shown below:

While one ofthe parameters mentioned above is changed by 50basis points, Other parameters are kept unchanged forevaluating the DBO. Further, Sensitivities due to mortality & withdrawals have been considered as not material & hence impact of change due to these not calculated. Sensitivities as rate of increase of^^ pensions in payment, rate of increase of pensions before retirement & life expectancy are not applicable

Although the analysis does not take account ofthe full distribution ofcash flows expected underthe plan, it does provide an approximation ofthe sensitivity of the assumptions shown.

30 Disclosure on Corporate Social Responsibility Expenses

Provisions of Section 135 of the Companies Act, 2013 and rules made thereunder are not applicable to the company.

31 Segment Information

a) Identification of Operating Segments

The Company operates in a Single Reportable Primary Segment (Business Segment) i.e. Manufacturing of Pharmaceutical Products such as sterile water ampoule, dry injection, dry syrup. No other operating segments have been aggregated to form the above reportable operating segments as per the criteria specified in the in the AS-17.

b) Business Segment wise revenue/results/assets/liabilities

Since there is Single Reportable Operating Segment hence disclosure of Operating Segment wise Assets, Liabilities, Revenue and Results are not applicable.

Additional regulatory information required by Schedule III of Companies Act, 2013:

A. The company do not have any Benami property, where any proceeding has been initiated or pending against the company for holding any Benami Property.

B. Balance of Debtors & Creditors & Loans & advances Taken & giving are subject to confirmation and subject to consequential adjustments, if any. Debtors & creditors balance has been shown separately and the advances received and paid from/to the parties is shown as advance from customer and advance to suppliers.

C. The company has no transactions,which are notrecorded in the books ofaccounts and which are surrendered ordisclosed as income during the year in the tax assessment or in search or survey or under any other relevant provision of the Income Tax Act, 1961.

D. The Company has not traded or invested in crypto currency or virtual currency for the year ended March 2025 and March 2024.

E The Company do not had any transaction for the year ended March 2025 and March 2024 with the companies which are struck off under section 248 of the Companies Act, 2013 or section 560 of the Companies Act, 1956.

F. The company has not been declared as willful defaulter by any bank or from any other lender for period ended March 2025 and March 2024.

G. The company has registered allthe charges which are required to be registered underthe terms of the loan and liabilities and submitted Documents with ROC within the period as required by Companies Act, 2013.

H. As perthe information & detailavailable on records and the disclosure given by the management, the company has complied with the number oflayers prescribed under clause (87) of section 2 of the companies act read with the Companies (Restriction on number of layers) Rules 2017.

I As perthe Information & details available on records and the disclosure given by the management, the company has not advanced, loaned or invested to any other person or entity or foreign entitles with the understanding that the intermediary shall directly or indirectly lend or invest in other person or entities identified in any manner whatsoever by or on behalf of the company or provided any guarantee, security or like to or on behalf of the company. Further the company has not received any funds fromany person, entity including the foreign entity with the understanding that the company shall directly or indirectly lend, invest or guarantee, security or like manner on behalf of the funding party.

^J. Compliance with approved scheme(s) of arrangements: The Company has not entered into any scheme of arrangement which has an accounting impact on current or previous financial year.

K. The Company has complied with the number of layers prescribed under clause (87) of section 2 of the Act read with the Companies (Restriction on number of Layers) Rules, 2017