Zota Health Care : Outcome of Board Meeting

January 11, 2023

To,

The Manager

Listing Department,

The National Stock Exchange of India Limited

Exchange Plaza,

Bandra Kurla Complex,

Bandra (E), Mumbai - 400051

Dear Sir/ Madam,

Trading Symbol: ZOTA

Sub: Outcome of Board Meeting held on Wednesday, January 11, 2023

Ref.: Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015

With reference to the captioned subject, we Zota Health Care Limited (the "Company") would like to inform you that the Board of Directors of the Company in its Meeting held on Wednesday, January 11, 2023 at 11:00 A.M. at the registered office of the Company situated at Zota House, 2/896, Hira Modi Street, Sagrampura, Surat - 395002, Gujarat, have inter alia, discussed and approved the following businesses:

1. Appointment of Dr. Sujit Paul as Group Chief Executive Officer and Key Managerial Personnel

Appointed Dr. Sujit Paul as Group Chief Executive Officer (CEO) and Key Managerial Personnel of the Company w.e.f. January 16, 2023. He is going to take an important leadership role in the Company and will also play vital role in escalating and managing Davaindia project.

Brief Profile - Dr. Sujit Paul

Dr. Sujit Paul, carries over 20+ years of experience in multi-national, large and medium sized organizations in various corporate cultures and had played instrumental and strategic role in Retail, Hospitals, Health and Wellness sectors. Keeping health care sector at helm during his last association with Reliance Retail Limited (a subsidiary of Reliance Industries Limited), he has headed offline Retail Pharmacy right from inception to setting up pharmacy chain. He has also headed and handled

workforce of more than 5000+ people during his last association with Reliance Retail Limited. He has

Registered Office:

Zota House, 2/896, Hira Modi Street,

Sagrampura, Surat-395002 Ph: [phone]

Email:[e-mail]

Web: www.zotahealthcare.com

CIN: L24231GJ2000PLC038352

Page 1 of 5

also having track record of rolling out 1000 Pharmacies during his association with Apollo Pharmacy

Retail - Unit of Apollo Hospitals Ent Ltd.

He has done Bachelor of Science Honours from City College, Calcutta University. He has also done QMC, Quality Management from Philips Crossby Institute and Masters of Business Administration (MBA) IMT, Gaziabad and subsequently Doctorate in Management from ISBM.

Proven leader and part of Top Management with board level experience, Dr. Sujit Paul, has worked for diverse organizations such as Retail, Hospitals, Health and Wellness industries. With his broad array of experience, Dr. Paul has an extensive exposure to multi-nationalas well as large and medium-sizedorganizations in various corporate culture such as Reliance Retail Limited as Vice President and Business Head of B2C, Retail Pharmacy, Hospital and New Projects, StayHappi as a Managing Director, Columbia Asia Hospitals Pvt. Ltd. as a Vice President, Trust Chemist and Drugist Ltd. - Retail and Online Wellness and Pharmacy Chain as a Sr. Vice President, Emeditek Services Limited as a Sr. Vice President, Apollo Pharmacy Retail as General Manager, City Info Services Pvt. Ltd. as General Manager, Chandras Chemicals Ent Ltd. as a Head Marketing (Product Manager), Kodiak India Ltd. as a Photoshop Coordinator, Bata India Ltd. as a District Manager and as a Territory Sales in charge at Asian Paints.

Other than a thriving professional life, Dr. Sujit Paul enjoys reading, travelling and is a global mentor. He is a believer of ground-level realities and possesses a strong team building attitude. He is also an acclaimed public speaker and is an author.

We further confirm that he is not related to any of the Directors of the Company.

2. Considered and Approved:

1. Zota Health Care - Employee Stock Option Plan 2022;
2. To extend 'Zota Health Care - Employee Stock Option Plan 2022' to the employees of
   Holding Company, its Subsidiary Company (ies) and/ or Associate Company(ies), Group Company(ies) [present and future].
   The aforementioned approvals are subject to the member's approval and for the same the
   Board has decided to take the approval through Postal Ballot, by way of remote e-voting only; The Board has approved following matters for the Postal Ballot process:

Registered Office:

Zota House, 2/896, Hira Modi Street,

Sagrampura, Surat-395002 Ph: [phone]

Email:[e-mail]

Web: www.zotahealthcare.com

CIN: L24231GJ2000PLC038352

Page 2 of 5

1. Approved the Notice of Postal Ballot.
2. Decided Friday, January 13, 2023 as Cut-off date for ascertaining the list of Shareholders to whom notice of Postal Ballot will be sent and also for reckoning voting rights.
3. Considered and approved appointment of Mr. Ranjit B. Kejriwal, Practicing Company Secretary as Scrutinizer for conducting Postal Ballot.
4. Approved Calendar of events for the Postal Ballot. The same are as per Annexure - I.

The Disclosures pursuant to SEBI Circular CIR/CFD/CMD/4/2015 dated September 09, 2015 for the issuance of securities under Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 is attached. (Annexure-II)

The Board meeting concluded at 12:55 P.M.

This is for your information and record.

Thanking you,

Yours faithfully,

For Zota Health Care Limited

ASHVIN BHAGAVANB HAI VARIYA

Digitally signed by ASHVIN BHAGAVANBHAI VARIYA DN: c=IN, postalCode=395005, st=GUJARAT, street=BUILDING C4 FLAT NO. 1304 NAKSHATRA NEBULA ,SURAT,JAHANGIRABAD ,395005, l=SURAT, o=Personal, serialNumber=8b7b8f5ffa7f37759537cc6802d2d91bcf 752aeea3849601fe08d8642c00cdee, pseudonym=7bf90549ac6644dd9c7b7d848263ee48, 2.5.4.20=cbc64db43adf7de082771bc68bf88f8bc285d 4a88a95356c6aac28e940def5c7, email=[e-mail], cn=ASHVIN

BHAGAVANBHAI VARIYA

Date: 2023.01.11 13:08:07 +05'30'

Ashvin Variya

(Company Secretary & Compliance Officer)

Place: Surat

Registered Office:

Zota House, 2/896, Hira Modi Street,

Sagrampura, Surat-395002 Ph: [phone]

Email:[e-mail]

Web: www.zotahealthcare.com

CIN: L24231GJ2000PLC038352

Page 3 of 5

Annexure - I:

Calendar of Events for Postal Ballot

Event	Date (DD/MM/YYYY) and Day
Intimation of Board Meeting	03.01.2023 Tuesday
Date on which consent is given by the Scrutinizer	03.01.2023 Tuesday
Outcome of Board Meeting	11.01.2023 Wednesday
Date of Appointment of Scrutinizer	11.01.2023 Wednesday
Date of Board Resolution authorizing postal ballot notice	11.01.2023 Wednesday
Submission of Calendar of Events to Stock Exchange, RTA &	11.01.2023 Wednesday
Depositories
Creation of EVEN for e-voting	13.01.2023 Friday
Cut-off date for deciding voting rights of the Shareholders	13.01.2023 Friday
Proposed date of Dispatch of Notice of Postal Ballot	16.01.2023 Monday
Completion of Dispatch of Notice of Postal Ballot	16.01.2023 Monday
Newspaper advertisement for Postal Ballot and e-voting	17.01.2023 Tuesday
Submission of Newspaper advertisement to the Stock Exchange	17.01.2023 Tuesday
Commencement of Postal Ballot, by way of remote e-voting only	19.01.2023 Thursday at 9:00 A.M.
Conclusion of Postal Ballot, by way of remote e-voting only	17.02.2023 Friday at 05:00 P.M.
Last date for casting vote through remote e-voting	17.02.2023 Friday TILL 05:00 P.M.
Resolution Passed Date (deemed general meeting)	17.02.2023 Friday
Receipt of the Scrutinizer Report	18.02.2023 Saturday
Declaration of Results by the Chairman/ Company Secretary	19.02.2023 Sunday
Submission of Voting Results to the Stock Exchange	19.02.2023 Sunday

Registered Office:

Zota House, 2/896, Hira Modi Street,

Sagrampura, Surat-395002 Ph: [phone]

Email:[e-mail]

Web: www.zotahealthcare.com

CIN: L24231GJ2000PLC038352

Page 4 of 5

Annexure - II

Disclosure pursuant to SEBI Circular CIR/CFD/CMD/4/2015 dated 9th September, 2015 for the issuance of securities under Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Sr. No.	Particulars	Remark
1	Name of the Scheme	'Zota Health Care - Employee Stock Option Plan 2022'
2	Brief details of options granted	The total number of Options to be granted under the
		Scheme shall not exceed 2,50,000 (Two Lakhs Fifty
		Thousand) equity shares of Rs. 10/- each.
		The Scheme will be implemented directly by the
		Company under the guidance of the Board of Directors/
		its Compensation / Nomination and Remuneration
		Committee.
3	Whether the scheme is in terms of	Yes
	SEBI (SBEB and Sweat Equity)
	Regulations, 2021
4	Pricing Formula	Exercise Price shall be as may be decided by the Board/
		Committee as is allowed under the Companies Act,
		2013 and SEBI (SBEB and Sweat Equity) Regulations,
		2021 which in any case will not be lower than the face
		value of the equity Shares of the Company on the date
		of such grant. Further the Exercise Price can be
		different for different set of Employees for Options
		granted on same / different dates.
5	Brief details of significant terms	The vesting period shall be decided by the
		Compensation/ Nomination and Remuneration
		Committee from time to time but shall not be less than
		one year and more than seven years from the grant of
		options.
6	Provision of loan to the ESOP Trust	Not Applicable

Registered Office:

Zota House, 2/896, Hira Modi Street,

Sagrampura, Surat-395002 Ph: [phone]

Email:[e-mail]

Web: www.zotahealthcare.com

CIN: L24231GJ2000PLC038352

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